TEMPE, Arizona - July 21, 2005 AXIA Health Management LLC, a national leader in preventive health solutions, today announced the acquisition of American WholeHealth Networks Inc. (AWH). The nation’s leading provider of integrative medicine services, AWH provides an extensive network of complementary and alternative medicine (CAM) practitioners for managed care organizations and health plans.

“We selected American WholeHealth to join our team because of its position as a best-in-class provider of complementary and alternative medicine services,” said L. Ben Lytle, CEO of AXIA and a nationally recognized health care and public policy expert. “The combination of AXIA’s physical activity-based prevention programs with American WholeHealth’s integrative health and wellness platform creates a unique opportunity for us to deliver plan sponsors a ‘one-of-a-kind’ preventive health solution for their members.”

The acquisition solidifies AXIA as the most robust and complete national network of fitness centers, community-based CAM providers, and health and wellness programming resources in the nation. With the acquisition of AWH, AXIA inherits a well-established national network of over 30,000 practitioners in 35 or more CAM disciplines – chiropractic, massage, physical therapy, stress reduction, holistic medicine, and diet and nutrition.

AWH products and services complement AXIA’s desire to provide plan sponsors with programs designed to engage members to take charge of their own health, leading to improved health behavior, a higher quality of life, and lower health care costs.

“Prevention is the interface between broadened health delivery tools and patient empowerment,” notes Dr. William Lubin, president and CEO of American WholeHealth. “It is the expansion of our sick-care delivery system to a curriculum that focuses on optimizing patient health potential and quality of life, not just crisis management. AXIA is defining this new industry, and under the leadership of Ben and Hugh Lytle, health plans are being offered one-stop shopping for quality prevention services. The results speak for themselves. We at American WholeHealth are pleased and proud to be a part of this groundbreaking effort.” In November 2004, Ben and Hugh Lytle established AXIA with financial partners Nautic Partners and Genstar Capital and strategic partner HealthCare Dimensions. HealthCare Dimensions (HCD) offers the SilverSneakers Fitness Program, the nation’s leading fitness program exclusively designed for Medicare-eligible health plan members. This program is designed to modify the behavior of older adults and encourage them to be active.

Mary Swanson, founder and CEO of HCD and AXIA executive vice president, said of the transaction, “We are very excited to welcome our partners at American WholeHealth.

By combining the passion, creativity, and history of excellence of our two companies, we will continue to drive product innovations that improve the health of our members.”

“We started AXIA from the belief that health care costs in our country can be reduced dramatically if we help people alter their sedentary lifestyles and engage in healthy behavior,” said Hugh Lytle, AXIA president. “Our expertise in improving sustainable healthy behavior in physical activity serves as the basis for our lifestyle management programs for nutrition, smoking cessation, early detection and screening, stress and depression management and CAM. The AXIA model is well-positioned to deliver our health plan partners integrated health improvement programs that increase member satisfaction, reduce the risk of chronic disease, and improve their quality of life.”

The transaction closed July 1, 2005 and is effective immediately. American WholeHealth Inc. will remain based in Sterling, VA under current management. Day-to-day operational direction for AWH will remain at the local level with the experienced local team. AXIA Health Management as well as HCD will remain based in Tempe, AZ.