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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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	Â
Deferred Comp Stock Units	  (2)	  (2)	Common Stock	10,600	$ 0	D	Â
Employee Stock Option (right to buy)	  (3)	02/11/2008	Common Stock	3,626	$ 27.57	D	Â
Employee Stock Option (right to buy)	  (3)	06/03/2011	Common Stock	16,534	$ 34.92	D	Â
Employee Stock Option (right to buy)	  (4)	02/06/2012	Common Stock	43,286	$ 51.21	D	Â
Employee Stock Option (right to buy)	  (3)	01/31/2011	Common Stock	34,254	$ 54.85	D	Â
Employee Stock Option (right to buy)	  (5)	02/04/2013	Common Stock	136,400	$ 55.1	D	Â
Employee Stock Option (right to buy)	  (3)	02/11/2008	Common Stock	1,665	$ 59.98	D	Â
Employee Stock Option (right to buy)	  (3)	02/10/2009	Common Stock	38,885	$ 59.98	D	Â
Employee Stock Option (right to buy)	  (3)	02/10/2010	Common Stock	10,128	$ 59.98	D	Â
Employee Stock Option (right to buy)	  (3)	01/04/2005	Common Stock	404	$ 59.98	D	Â
Employee Stock Option (right to buy)	  (3)	02/11/2010	Common Stock	13,944	$ 62.9	D	Â
Employee Stock Option (right to buy)	  (3)	06/03/2011	Common Stock	11,846	$ 62.9	D	Â
Employee Stock Option (right to buy)	  (3)	01/31/2011	Common Stock	12,347	$ 62.9	D	Â
Employee Stock Option (right to buy)	  (3)	02/12/2008	Common Stock	30,468	$ 62.9	D	Â
Employee Stock Option (right to buy)	  (3)	02/06/2012	Common Stock	6,736	$ 62.9	D	Â
Employee Stock Option (right to buy)	  (6)	01/25/2014	Common Stock	90,520	$ 82.06	D	Â
Employee Stock Option (right to buy)	  (3)	01/31/2011	Common Stock	25,344	$ 89.96	D	Â
Employee Stock Option (right to buy)	  (3)	02/06/2012	Common Stock	52,043	$ 89.96	D	Â
Employee Stock Option (right to buy)	  (3)	06/03/2011	Common Stock	9,457	$ 89.96	D	Â
Employee Stock Option (right to buy)	  (3)	02/10/2010	Common Stock	8,242	$ 89.96	D	Â
Employee Stock Option (right to buy)	  (3)	05/21/2006	Common Stock	13,133	$ 89.96	D	Â
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	Â	Â	  EVP	Â

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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