Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  KAPUSTAY REBECCA A
2. Date of Event Requiring Statement (Month/Day/Year)
11/30/2004
3. Issuer Name and Ticker or Trading Symbol
WELLPOINT INC [WLP]
(Last)
(First)
(Middle)
120 MONUMENT CIRCLE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

INDIANAPOLIS, IN 46204
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 40
I
401 (k)
Common Stock 132
I
IRA
Common Stock 7,136
I
By husband
Common Stock 111,810
I
Rebecca A. Kapustay 1999 Trust

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Deferred Comp Stock Units   (1)   (1) Common Stock 1,355 $ 0 D  
Deferred Comp Stock Units   (2)   (2) Common Stock 10,600 $ 0 D  
Employee Stock Option (right to buy)   (3) 02/11/2008 Common Stock 3,626 $ 27.57 D  
Employee Stock Option (right to buy)   (3) 06/03/2011 Common Stock 16,534 $ 34.92 D  
Employee Stock Option (right to buy)   (4) 02/06/2012 Common Stock 43,286 $ 51.21 D  
Employee Stock Option (right to buy)   (3) 01/31/2011 Common Stock 34,254 $ 54.85 D  
Employee Stock Option (right to buy)   (5) 02/04/2013 Common Stock 136,400 $ 55.1 D  
Employee Stock Option (right to buy)   (3) 02/11/2008 Common Stock 1,665 $ 59.98 D  
Employee Stock Option (right to buy)   (3) 02/10/2009 Common Stock 38,885 $ 59.98 D  
Employee Stock Option (right to buy)   (3) 02/10/2010 Common Stock 10,128 $ 59.98 D  
Employee Stock Option (right to buy)   (3) 01/04/2005 Common Stock 404 $ 59.98 D  
Employee Stock Option (right to buy)   (3) 02/11/2010 Common Stock 13,944 $ 62.9 D  
Employee Stock Option (right to buy)   (3) 06/03/2011 Common Stock 11,846 $ 62.9 D  
Employee Stock Option (right to buy)   (3) 01/31/2011 Common Stock 12,347 $ 62.9 D  
Employee Stock Option (right to buy)   (3) 02/12/2008 Common Stock 30,468 $ 62.9 D  
Employee Stock Option (right to buy)   (3) 02/06/2012 Common Stock 6,736 $ 62.9 D  
Employee Stock Option (right to buy)   (6) 01/25/2014 Common Stock 90,520 $ 82.06 D  
Employee Stock Option (right to buy)   (3) 01/31/2011 Common Stock 25,344 $ 89.96 D  
Employee Stock Option (right to buy)   (3) 02/06/2012 Common Stock 52,043 $ 89.96 D  
Employee Stock Option (right to buy)   (3) 06/03/2011 Common Stock 9,457 $ 89.96 D  
Employee Stock Option (right to buy)   (3) 02/10/2010 Common Stock 8,242 $ 89.96 D  
Employee Stock Option (right to buy)   (3) 05/21/2006 Common Stock 13,133 $ 89.96 D  
Employee Stock Option (right to buy)   (3) 02/11/2008 Common Stock 4,417 $ 22.63 I By husband
Employee Stock Option (right to buy)   (3) 02/10/2010 Common Stock 17,784 $ 27.57 I By husband
Employee Stock Option (right to buy)   (3) 01/01/2005 Common Stock 280 $ 49.04 I By husband
Employee Stock Option (right to buy)   (3) 02/12/2008 Common Stock 12,065 $ 49.04 I By husband
Employee Stock Option (right to buy)   (3) 02/11/2010 Common Stock 5,002 $ 49.04 I By husband

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
KAPUSTAY REBECCA A
120 MONUMENT CIRCLE
INDIANAPOLIS, IN 46204
      EVP  

Signatures

Nancy Purcell, Attorney-in-fact 12/02/2004
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Each deferred stock unit represents the right to receive, on a deferred basis under the Issuer's Comprehensive Executive Non-qualified Retirement Plan, one share of the Issuer's common stock to be issued under the Issuer's 1999 Stock Incentive Plan upon the expiration of the deferral period. Each of the deferred stock units is currently vested.
(2) Each deferred stock unit represents the right to receive, on a deferred basis under the Issuer's Comprehensive Executive Non-qualified Retirement Plan, one share of the Issuer's common stock to be issued under the Issuer's 1999 Stock Incentive Plan upon the expiration of the deferral period. Each of the deferred stock units will vest in three successive equal annual installments, beginning January 26, 2005, subject to acceleration in the event the reporting person should terminate employment with the Issuer under certain prescribed circumstances.
(3) These shares are fully vested.
(4) The options are vested with respect to 22,618 shares and will vest as to the remaining 20,668 shares on February 7, 2005.
(5) The options are vested with respect to 68,200 shares and will vest as to the remaining 68,200 shares in three equal installments on February 5, 2005, August 5, 2005 and February 5, 2006.
(6) The options are vested with respect to 15,086 shares and will vest as to the remaining 75,434 shares in five equal installments on January 26, 2005, July 26, 2005, January 26, 2006, July 26, 2006 and January 26, 2007.

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