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EXHIBIT 21

C=corporation; CLS=company limited by shares; GP=general partnership; LLC=limited liability company; LP=limited partnership; MC=medical corporation; NP=non-profit corporation; PC=professional corporation; ULLC=unlimited liability company

MAGELLAN HEALTH SERVICES, INC.

LIST OF SUBSIDIARIES

Entity Name:					Jurisdiction of Domicile:	Entity Type:
Care Management Resources, Inc.					Florida	C/G
Green Spring Health Services, Inc.(1)					Delaware	C/G
	Subsidiaries:
	Advantage Behavioral Systems, Inc.(2)				Pennsylvania	C/G
		Subsidiary:
		Resource Day Treatment Center			Pennsylvania	NP/NG
	AdvoCare of Tennessee, Inc.				Tennessee	C/G
		Subsidiary:
		Premier Holdings, Inc.			Tennessee	C/G
			Subsidiary:
			Magellan—PBS, LLC			LLC/NG
				Premier Behavioral Systems of Tennessee, LLC(3)	Tennessee	LLC/NG
	Allied Specialty Care Services, LLC				Delaware	LLC/G
		Subsidiaries:
		Vivra, Inc.(4)			Nevada	C/G
		Ihealth Technologies, LLC(5)			Delaware	LLC/G
	Ceres Behavioral Healthcare Systems, LLC(6)				Oregon	LLC/NG
	New GPA, Inc.(7)				Delaware	C/G
			Subsidiaries:
			GPA Pennsylvania, Inc.		Pennsylvania	C/G
			Novapsy Clinic, LLC(8)		Virginia	LLC/NG
	Green Spring of Pennsylvania, Inc.				Pennsylvania	C/G
	Magellan Behavioral of Michigan, Inc.				Michigan	C/G
	Magellan Behavioral Health of New Jersey, LLC				New Jersey	LLC/G
	Magellan Capital, Inc.				Delaware	C/G
	Managed Care Services Mainstay of Central Pennsylvania, Inc.(9)				Pennsylvania	C/G
	Maryland Health Partners, LLC(10)				Maryland	LLC/NG
	Vista Behavioral Health Plans, Inc.(11)				California	C/NG
MBH Capital, Inc.(12)					Delaware	C/G
	Subsidiaries:
	CMCI, Inc.				Nevada	C/G
	CMFC, Inc.				Nevada	C/G
Magellan Behavioral Health, Inc.					Delaware	C/G
	Subsidiaries:
	Magellan Behavioral Health of Ohio, Inc.				Ohio	C/NG
	Magellan Behavioral Health of Washington, Inc.				Washington	C/G
	Magellan Behavioral Health Systems, LLC(13)				Utah	LLC/G
		Subsidiaries:
		Human Affairs International of Pennsylvania, Inc.			Pennsylvania	C/G
	Human Affairs International of California				California	C/NG
	MBH of Puerto Rico				Puerto Rico	C/G

Merit Behavioral Care Corporation(14)				Delaware	C/G
	Subsidiaries:
	AGCA, Inc.			Pennsylvania	C/G
		Subsidiaries:
		AGCA Headquarters Limited Partnership(15)		Pennsylvania	LP/NG
		AGCA New York, Inc.		New York	C/NG
			Subsidiaries:
			AGCA IPA of New York, Inc.	New York	C/NG
			MBC of New York, Inc., a New York	New York	C/NG
			Independent Practice Association
			U.S. IPA Providers, Inc.	New York	C/NG
	Alliance Health Systems, Inc.			Indiana	C/G
	Arizona Biodyne, Inc.			Arizona	C/G
	Hawaii Biodyne, Inc.			Hawaii	C/G
	Louisiana Biodyne, Inc.			Louisiana	C/G
Magellan HRSC, Inc.(16)				Ohio	C/G
	MBC Federal Programs, Inc.			Delaware	C/G
	MBC of New Mexico, Inc.			New Mexico	C/G
	Merit Behavioral Care of Florida, Inc.			Florida	C/G
	Merit Behavioral Care of Massachusetts, Inc.			Massachusetts	C/G
Magellan Behavioral Health of Pennsylvania, Inc.				Pennsylvania	C/G
	CMG Health, Inc.(17)			Maryland	C/G
		Subsidiaries:
		Choice Behavioral Health Partnership(18)		Virginia	GP/NG
		CMG Health of New York, Inc.		New York	C/NG
		Maryland Health Partners, LLC(19)		Maryland	LLC/NG
		Montana Community Partners, Inc.(20)		Montana	C/NG
	Continuum Behavioral Care, LLC(21)			Rhode Island	LLC/NG
	Continuum Behavioral Healthcare Corporation			Delaware	C/G
		Subsidiary:
		Spectrum-Continuum Management Services of New York, LLC(22)		Delaware	LLC/NG
	EMHC-MBC of New York, LLC(23)			New York	LLC/NG
		EMHC/MBC IPA Providers of New York, LLC(24)		New York	LLC/NG
		EMHC-MBC Services of New York, LLC(25)		New York	LLC/NG
	Group Plan Clinic, Inc.			Texas	C/G
	Magellan Behavioral Health Providers of Texas, Inc.			Texas	C/NG
	MBC of America, Inc.			Delaware	C/G
		Subsidiaries:
		EMHC/MBC IPA Providers of New York, LLC(26)		New York	LLC/NG
		EMHC-MBC Services of New York, LLC(27)		New York	LLC/NG
		Empire Community Delivery Systems, LLC(28)		New York	LLC/NG
		MBC Management Services of New York, LLC(29)		New York	LLC/NG
		MBC of Tennessee, Inc.		Tennessee	C/G
		MBC of Tennessee, LLC(30)		Tennessee	LLC/NG
		MBC/IPA Providers of New York, LLC(31)		New York	LLC/NG
		Royal Health Care, LLC(32)		New York	LLC/NG
	MBC of North Carolina, LLC			North Carolina	LLC/G
	MBC of Tennessee, LLC(33)			Tennessee	LLC/NG
		Subsidiary:
		Community Sector Systems, Inc.(34)		Washington	C/NG
	Magellan Behavioral Care Corporation of Iowa			Iowa	C/G

		Merit Health Insurance Company			Illinois	C/NG
			Subsidiary:
			Orion Life Insurance Company		Delaware	C/NG
		Merit Holdings Corp.			Delaware	C/G
			Subsidiaries:
			MBC National Service Corporation		Delaware	C/G
			Merit INROADS Behavioral Health Services, LLC(35)		Delaware	LLC/G
				Subsidiaries:
				Merit INROADS Behavioral Health Services of Illinois, LLC(36)	Illinois	LLC/G
				INROADS Behavioral Health Services of Texas, L.P.(37)	Texas	LP/G
		PPC Group, Inc.			Delaware	C/G
			Subsidiaries:
			Merit Behavioral Care of California, Inc.		Missouri	C/NG
			P.P.C., Inc.		Missouri	C/G
				Subsidiary:
				Personal Performance Consultants of New York, Inc.	New York	C/G
	Tennessee Behavioral Health, Inc.(38)				Tennessee	C/NG
Magellan Behavioral Health of Texas, Inc.					Texas	C/NG
Magellan CBHS Holdings, Inc.					Delaware	C/G
	Subsidiaries:
	The Charter Behavioral Health System of Northwest Indiana, LLC(39)				Delaware	LLC/G
	Charter Alvarado Behavioral Health System, Inc.				California	C/G
	Charter Bay Harbor Behavioral Health System, Inc.				Florida	C/G
	Charter Behavioral Health System of Columbia, Inc.				Missouri	C/G
	Charter Behavioral Health System of Dallas, Inc.				Texas	C/G
	Charter Behavioral Health System of Delmarva, Inc.				Maryland	C/G
	Charter Behavioral Health System at Fair Oaks, Inc.				New Jersey	C/G
	Charter Behavioral Health System at Hidden Brook, Inc.				Maryland	C/G
	Charter Behavioral Health System of Lafayette, Inc.				Louisiana	C/G
		Subsidiary:
		The Charter Cypress Behavioral Health System, L.L.C.(40)			Tennessee	LLC/NG
	Charter Behavioral Health System of Lake Charles, Inc.				Louisiana	C/G
	Charter Behavioral Health System of Massachusetts, Inc.				Massachusetts	C/G
		Subsidiary:
		Westwood/Pembroke Health System Limited Partnership			Massachusetts	LP/G
	Charter Behavioral Health System of Nashua, Inc.				New Hampshire	C/G
	Charter Behavioral Health System of New Mexico, Inc.				New Mexico	C/G
		Subsidiary:
		The Charter Heights Behavioral Health System Limited Partnership(41)			Delaware	LP/NG
	Charter Behavioral Health System of Paducah, Inc.				Kentucky	C/G
	Charter Behavioral Health System at Potomac Ridge, Inc.				Maryland	C/G
	Charter Behavioral Health System of Toledo, Inc.				Ohio	C/G
	Charter Canyon Behavioral Health System, Inc.				Utah	C/G
	Charter Centennial Peaks Behavioral Health System, Inc.				Colorado	C/G
	Charter Fairmount Behavioral Health System, Inc.				Pennsylvania	C/G
	Charter Fenwick Hall Behavioral Health System, Inc.				South Carolina	C/G
	Charter Forest Behavioral Health System, Inc.				Louisiana	C/G
	Charter Grapevine Behavioral Health System, Inc.				Texas	C/G
	Charter Hospital of Mobile, Inc.				Alabama	C/G

	Charter Hospital of Santa Teresa, Inc.		New Mexico	C/G
	Charter Hospital of St. Louis, Inc.		Missouri	C/G
	Charter Lakeside Behavioral Health Systems, Inc.		Tennessee	C/G
	Charter Linden Oaks Behavioral Health System, Inc.		Illinois	C/G
		Subsidiary:
		Naperville Psychiatric Ventures(42)	Illinois	GP/NG
	Charter Medical—Clayton County, Inc.		Georgia	C/G
	Charter Medical of East Valley, Inc.		Arizona	C/G
	Charter Medical—Long Beach, Inc.		California	C/G
	Charter Medical of Puerto Rico, Inc.		Puerto Rico	C/G
	Charter Milwaukee Behavioral Health System, Inc.		Wisconsin	C/G
	Charter MOB of Charlottesville, Inc.		Virginia	C/G
		Subsidiary:
		Mental Healthsource, L.L.C.(43)	Virginia	LLC/NG
	Charter North Behavioral Health System, Inc.		Alaska	C/G
	Charter North Star Behavioral Health System, L.L.C.(44)		Tennessee	LLC/NG
	Charter Northridge Behavioral Health System, Inc.		North Carolina	C/G
		Subsidiary:
		Holly Hill/Charter Behavioral Health System, L.L.C.(45)	Tennessee	LLC/NG
	Charter Westbrook Behavioral Health System, Inc.		Virginia	C/G
	Florida Health Facilities, Inc.		Florida	C/G
	Golden Isle Assurance Company Ltd.		Bermuda	C/NG
	Plymouth Insurance Company, Ltd.		Bermuda	C/NG
Magellan Public Solutions, Inc.(46)			Delaware	C/G
	Subsidiaries:
	KidsCareNet of Milwaukee, LLC(47)		Wisconsin	LLC/NG
	Correctional Behavioral Solutions of Indiana, Inc.		Indiana	C/G
	Correctional Behavioral Solutions of New Jersey, Inc.		New Jersey	C/G
Magellan Specialty Health, Inc.			Delaware	C/G

(1)

Acquired by stock purchase—51% on 12/13/95; 10% on 12/21/95; 34% on 1/29/98.

(2)

Acquired as a result of the merger of former parent, TAO, Inc. and Green Spring Health Services, Inc. on 9/30/96.

(3)

50% owned by Premier Holdings, Inc.

(4)

Acquired by stock purchase on 2/29/00 by Allied Specialty Care Services, Inc. Allied Specialty Care Services, Inc. merged into Allied Specialty Care Services, LLC on 1/24/01.

(5)

Formed on 2/12/01. iHealth Technologies, Inc. merged into this LLC on 2/16/01.

(6)

97% owned by Green Spring Health Services, Inc.

(7)

Formerly known as Group Practice Affiliates, Inc.

(8)

50% owned by Group Practice Affiliates, Inc.-expected to close operations on 2/28/01

(9)

Acquired by Green Spring Health Services, Inc. on 4/1/97.

(10)

50% owned by Green Spring Health Services, Inc.; 50% owned by CMG Health, Inc., a direct subsidiary of Merit Behavioral Care Corporation.

(11)

Acquired by Green Spring Health Services, Inc. on 1/1/98.

(12)

Charter Behavioral Corporation was renamed MBH Capital, Inc. on 2/15/01 and Desert Springs Hospital, Inc. merged with this corporation

(13)

Acquired by Magellan Health Services, Inc. on 12/4/97 from Aetna US Healthcare, Inc. Formerly known as Human Affairs International, Inc. The stock of this company was distributed to Magellan Behavioral Health, Inc. on 12/14/01 and the corporation was converted into a limited liability company on 12/31/01 with Magellan Behavioral Health, Inc. being the sole member.

(14)

Acquired on 2/12/98 by stock purchase. The holding company, MBCH, Inc., merged into Magellan Behavioral Health, Inc. on 2/15/01, thereby transferring the ownership of Merit Behavioral Care Corporation and its subsidiaries under Magellan Behavioral Health, Inc. American Biodyne, Inc. merged into its parent, Merit Behavioral Care Corporation on 5/31/02.

(15)

15% owned by AGCA, Inc.

(16)

Formerly known as Merit Behavioral Care Systems Corporation

(17)

Acquired by stock purchase on 9/11/97.

(18)

50% owned by CMG Health, Inc.

(19)

50% owned by CMG Health, Inc.; 50% owned by Green Spring Health Services, Inc.

(20)

55% owned by CMG Health, Inc.

(21)

50% owned by Merit Behavioral Care Corporation

(22)

50% owned by Continuum Behavioral Healthcare Corporation

(23)

79.8% owned by Merit Behavioral Care Corporation

(24)

99% owned by EMHC-MBC of New York, LLC; 1% owned by MBC of America, Inc.

(25)

99% owned by EMHC-MBC of New York, LLC; 1% owned by MBC of America, Inc.

(26)

1% owned by MBC of America, Inc.; 99% owned by EMHC-MBC of New York, LLC

(27)

1% owned by MBC of America, Inc.; 99% owned by EMHC-MBC of New York, LLC

(28)

16.667% owned by MBC of America, Inc.

(29)

80.2 % owned by MBC of America, Inc.

(30)

MBC of America, Inc and Merit Behavioral Care Corporation serve as sole members

(31)

80.2% owned by MBC of America, Inc.

(32)

50% owned by MBC of America, Inc.

(33)

Merit Behavioral Care Corporation and MBC of America, Inc. serve as sole members

(34)

19.9 % owned by MBC Washington Systems, Inc.

(35)

99% owned by Merit Holdings Corp.; 1% owned by Merit Behavioral Care of Illinois, Inc.

(36)

99% owned by Merit INROADS Behavioral Health Services, LLC; 1% owned by Merit Behavioral Care Systems Corporation

(37)

99% owned by Merit INROADS Behavioral Health Services, LLC; 1% owned by Merit Behavioral Care Systems Corporation

(38)

Acquired as a result of a stock purchase on 3/31/99.

(39)

Was 5% owned by Behavioral Health Systems of Indiana, Inc.; 95% owned by Charter Indiana BHS Holding, Inc (both subsidiaries of Magellan CBHS Holdings, Inc. which were dissolved on 9/26/02 and 9/19/02 respectively). Now 100% owned by Magellan CBHS Holdings, Inc.

(40)

50% owned by Charter Behavioral Health System of Lafayette, Inc.

(41)

67% owned by Charter Behavioral Health System of New Mexico, Inc.

(42)

75% owned by Charter Linden Oaks Behavioral Health System, Inc.

(43)

50% owned by Charter MOB of Charlottesville, Inc. (previously 50% owned by Charter Behavioral Health System of Central Virginia, Inc. who merged in Charter MOB of Charlottesville on 1/28/00)

(44)

57% owned by Magellan CBHS Holdings, Inc.

(45)

50% owned by Charter Northridge Behavioral Health System, Inc.

(46)

Correctional Behavioral Solutions, Inc. merged into parent on 9/17/01 47 50% owned by Magellan Public Solutions, Inc.

NOTE: The ownership interest in each non-indented entity is directly-held by Magellan Health Services, Inc.; the ownership interest in each indented entity is directly-held by the preceding non-indented entity. The percentage of ownership in each entity is 100% unless otherwise noted in a footnote.

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EXHIBIT 21