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                                                                   Exhibit 10.20

Directed Executive Compensation Plan                                   Anthem(R)

The 2001 DEC Plan

The Directed Executive Compensation Plan (DEC) is an executive perquisite plan
that allows Anthem executives the maximum flexibility in tailoring to their
specific needs. This plan offers executives cash credits for such items as
automobile expenses, airline travel clubs or luncheon clubs. In addition, the
Plan offers core credits to be used for estate planning, financial counseling,
retirement planning and tax and legal services.

This plan does not impact the benefits you receive in the Flexible Benefits
Program (i.e., medical, dental, etc.), Cash Balance Pension Plan, 401(k) Savings
Plan or any other plan.

Effective Date of the Plan

Calendar year Plan beginning January 1, 2001 ending December 31, 2001.

Participation

Participants are selected for each plan year based on their level in the
organization. In general, participants primarily include Anthem, Inc. officers,
Business Unit officers, and other executives at comparable levels in the
organization.

How the Plan Works

 .     Core and cash credits are based upon your level in the organization and
      are awarded at the beginning of the plan year. Core credits must be used
      for "listed executive benefits."

 .     Cash credits are paid in your first paycheck each month. This cash may be
      used for increased coverage in core benefits, automobile expenses, or any
      other benefit needs.

Core Credits

 .     All participants receive core credits that may only be used for:

                         Financial / retirement planning

                                 Estate planning

                             Tax return preparation

                                 Legal services

      Tax, legal and financial investment magazine subscriptions & software
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Core Credits (continued)

 .     Vendors providing core executive benefit services may bill Anthem directly
      (up to your annual core benefit credit limit) or you may pay the vendor(s)
      yourself and submit expenses for reimbursement to Anthem Executive
      Benefits in Anthem, Inc. Human Resources.

 .     All expenses for reimbursement must be submitted within 60 days of the end
      of a plan year.

 .     Anthem Inc. Human Resources will notify you of the benefits paid on your
      behalf and will deduct the required taxes from your next paycheck.

Cash Credits

 .     All participants receive some level of cash credits that are paid in equal
      monthly installments in the first paycheck of each month.

 .     Cash credits may be used for your choice of benefits. Examples of benefits
      you may wish to purchase with your cash credits are:

                           Automobile-related benefits

                                  Airline clubs

                              First class upgrades

              Increased coverage of core executive benefit service

                         Savings or retirement accounts

                             Expanded life insurance

                        Supplemental long-term disability

Termination of Employment

 .     For Approved Retirement, DEC core credits may be used through the end of
      the current DEC year.

 .     For termination other than Approved Retirement, participation in the core
      credits will end upon termination.

 .     DEC participants added to a plan cycle mid-year would receive a prorated
      amount of core credits.

 .     All expenses for reimbursement must be submitted within 60 days of
      termination date.

Additional Information

 .     All unused core credits earned in the 1997/98, 1998 Transition Period and
      1999 plan year were forfeited.

 .     Per the Anthem expense reimbursement policy, mileage will be reimbursed at
      the IRS limit for business-related trips with round-trip mileage exceeding
      100 miles. Mileage between your residence and office is not reimbursable.

 This brochure outlines the benefits of Anthem's Directed Executive Compensation
    Plan. For additional information, contact Cheryl Hawkins at 317-488-6416.