POWER OF ATTORNEY                                         Exhibit 24


To be filed with the United States Securities and Exchange Commission


The undersigned, Richard T. Burke, hereby authorizes and designates
each of Richard N. Baer, Richard J. Mattera and Dannette L.
Smith, or any of them, acting singly with full power of substitution
(each, an "attorney-in-fact"), to sign and file on the undersigned's
behalf the Form ID in order to obtain or manage EDGAR filing codes, and
any Forms 3, 4, 5 or 144 (including any amendments thereto) that the
undersigned may be required to file with the Securities and Exchange
Commission as a result of the undersigned's ownership of or transactions
in securities of UnitedHealth Group Incorporated (the "Company") at any
date following the date hereof.  The authority of each attorney-in-fact
under this Power of Attorney will continue until the undersigned is no
longer required to file Forms 3, 4, 5 or 144 with regard to the
undersigned's ownership of or transactions in securities of the Company,
unless earlier revoked in writing.  The undersigned hereby revokes all
previous powers of attorney to sign or file on the undersigned's behalf
any Forms 3, 4, 5 or 144 with regard to Company securities as of the date
hereof, except that if the undersigned has adopted any Rule 10b5-1
trading plan to transact in Company securities, any powers of attorney
the undersigned may have granted under the plan to sign or file on the
undersigned's behalf any Form 144 shall continue to be in full force
and effect in accordance with the terms of the plan.  The undersigned
acknowledges that neither the Company nor an attorney-in-fact are
assuming any of the undersigned's responsibilities to comply with Section
16 of the Securities Exchange Act of 1934 or Rule 144 under the
Securities Act of 1933.

Date: June 3, 2012



/s/ Richard T. Burke