<PAGE>
                                                                     EXHIBIT 4.4



               UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, TO PACIFICARE HEALTH SYSTEMS,
INC. OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY
CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST
COMPANY (AND ANY PAYMENT HEREON IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS
IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY),
ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY
PERSON IS WRONGFUL SINCE THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN
INTEREST HEREIN.

               TRANSFERS OF THIS GLOBAL NOTE SHALL BE LIMITED TO TRANSFERS IN
WHOLE, BUT NOT IN PART, TO NOMINEES OF CEDE & CO. OR TO A SUCCESSOR THEREOF OR
SUCH SUCCESSOR'S NOMINEE AND SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE
WITH SECTION 2.07 OF THE INDENTURE.

                         PACIFICARE HEALTH SYSTEMS, INC.

                          10 3/4% Senior Note due 2009

                                                             CUSIP 695112


No.1                                                              $_____________


               PACIFICARE HEALTH SYSTEMS, INC., a Delaware corporation (the
"Company", which term includes any successor under the Indenture hereinafter
referred to), for value received, promises to pay to CEDE & Co., or its
registered assigns, the principal sum of ___________________ ($____________) on
June 1, 2009.

               Interest Payment Dates: June 1 and December 1, commencing
December 1, 2002.

               Regular Record Dates: May 15 and November 15.

               Reference is hereby made to the further provisions of this Note
set forth on the reverse hereof, which further provisions shall for all purposes
have the same effect as if set forth at this place.



                                       1.
<PAGE>

        IN WITNESS WHEREOF, the Company has caused this Note to be signed
manually or by facsimile by its duly authorized officer.

                                             PACIFICARE HEALTH SYSTEMS, INC.


                                             By:
                                                --------------------------------
                                                   Name:
                                                   Title:


                                             By:
                                                --------------------------------
                                                   Name:
                                                   Title:



                    (Trustee's Certificate of Authentication)

This is one of the 10 3/4% Senior Notes due 2009 described in the
within-mentioned Indenture.

Date: _______, 2002                          STATE STREET BANK AND TRUST
                                             COMPANY OF CALIFORNIA, N.A.,
                                             as Trustee


                                             By:
                                                --------------------------------
                                                  Authorized Signatory



                                       2.
<PAGE>

                             [REVERSE SIDE OF NOTE]

                         PACIFICARE HEALTH SYSTEMS, INC.

                          10 3/4% Senior Note due 2009


1.  Principal and Interest.

               The Company will pay the principal of this Note on June 1, 2009.

               The Company promises to pay interest on the principal amount of
this Note on each Interest Payment Date, as set forth below, at the rate per
annum shown above except as provided below.

               Interest will be payable semiannually (to the holders of record
of the Notes at the close of business on the May 15 or November 15 immediately
preceding the Interest Payment Date) on each Interest Payment Date, commencing
December 1, 2002.

               Interest on the Notes will accrue from the most recent date to
which interest has been paid or, if no interest has been paid, from May 21,
2002; provided that, if there is no existing default in the payment of interest
and this Note is authenticated between a Regular Record Date referred to on the
face hereof and the next succeeding Interest Payment Date, interest shall accrue
from such Interest Payment Date. Interest will be computed on the basis of a
360-day year of twelve 30-day months.

               The Company shall pay interest on overdue principal and premium,
if any, and interest on overdue installments of interest, to the extent lawful,
at a rate per annum that is 1% in excess of the rate otherwise payable.

2.  Method of Payment.

               The Company will pay interest (except defaulted interest) on the
principal amount of the Notes as provided above on each June 1 and December 1,
commencing December 1, 2002 to the persons who are Holders (as reflected in the
Security Register at the close of business on the May 15 or November 15
immediately preceding the Interest Payment Date), in each case, even if the Note
is cancelled on registration of transfer or registration of exchange after such
record date; provided that, with respect to the payment of principal, the
Company will make payment to the Holder that surrenders this Note to a Paying
Agent on or after June 1, 2009.

               The Company will pay principal, premium, if any, and as provided
above, interest in money of the United States that at the time of payment is
legal tender for payment of public and private debts. The Company shall pay
principal, premium, if any, and interest by wire transfer to any Holder who has
provided the Company with wire transfer instructions. The Company may pay
principal, premium, if any, and interest by check to any other Holder. It may
mail an interest check to a Holder's registered address (as reflected in the
Security Register). If a payment date is a date other than a Business Day at a
place of payment, payment may be made at



                                       3.
<PAGE>

that place on the next succeeding day that is a Business Day and no interest
shall accrue for the intervening period.

3.  Paying Agent and Registrar.

               Initially, the Trustee will act as authenticating agent, Paying
Agent and Registrar. The Company may change any authenticating agent, Paying
Agent or Registrar without notice. The Company, any Subsidiary or any Affiliate
of any of them may act as Paying Agent, Registrar or co-Registrar.

4.  Indenture; Limitations.

               The Company issued the Notes under an Indenture dated as of May
21, 2002 (the "Indenture"), among the Company, the Subsidiary Guarantors named
therein and State Street Bank and Trust Company of California, N.A., trustee
(the "Trustee"). Capitalized terms herein are used as defined in the Indenture
unless otherwise indicated. The terms of the Notes include those stated in the
Indenture and those made part of the Indenture by reference to the Trust
Indenture Act. The Notes are subject to all such terms, and Holders are referred
to the Indenture and the Trust Indenture Act for a statement of all such terms.
To the extent permitted by applicable law, in the event of any inconsistency
between the terms of this Note and the terms of the Indenture, the terms of the
Indenture shall control.

               The Notes are general unsecured obligations of the Company.

               The Company's obligations under the Notes are fully and
unconditionally guaranteed on an unsecured unsubordinated basis, to the extent
set forth in the Indenture, by each of the Subsidiary Guarantors.

               The Company may, subject to Article Four of the Indenture and
applicable law, issue additional notes under the Indenture.

5.  Optional Redemption.

               The Notes are redeemable, at the Company's option, in whole or in
part, at any time or from time to time, on or after June 1, 2006 and prior to
maturity, upon not less than 30 nor more than 60 days' prior notice mailed by
first class mail to each Holder's last address, as it appears in the Security
Register, at the following Redemption Prices (expressed in percentages of
principal amount), plus accrued and unpaid interest to the Redemption Date
(subject to the right of Holders of record on the relevant Regular Record Date
that is prior to the Redemption Date to receive interest due on an Interest
Payment Date), if redeemed during the 12-month period commencing June 1 of the
years set forth below:

<TABLE>
<CAPTION>
                Year                                 Redemption Price
                --------------------------------     ----------------
                <S>                                  <C>
                2006............................        105.375%
                2007............................        102.688%
                2008 and thereafter.............        100.000%
</TABLE>



                                       4.
<PAGE>

               At any time prior to June 1, 2005 the Company may redeem up to
35% of the aggregate principal amount of (a) the Notes and (b) any notes (the
"Remaining Old Notes") issued under the Indenture for which the Notes were
offered in exchange pursuant to an exchange offer (the "Exchange Offer")
registered under the Securities Act that remain outstanding after consummation
of the Exchange Offer with the Net Cash Proceeds of one or more sales of its
Capital Stock (other than Disqualified Stock), at any time as a whole or from
time to time in part, at a Redemption Price (expressed as a percentage of
principal amount) of 110.750% plus accrued and unpaid interest to the Redemption
Date (subject to the rights of Holders of record on the relevant Regular Record
Date that is prior to the Redemption Date to receive interest due on an Interest
Payment Date)); provided that (i) at least 65% of the aggregate principal amount
of the Notes and the Remaining Old Notes remain outstanding after each such
redemption and (ii) notice of such redemption shall be mailed within 60 days of
each such sale of Capital Stock.

               At any time on or prior to June 1, 2006, the Notes may be
redeemed, in whole but not in part, at the option of the Company upon the
occurrence of a Change of Control (but in no event more than 90 days after the
occurrence of such Change of Control) at a redemption price equal to 100% of the
principal amount thereof plus the Applicable Premium as of, and accrued and
unpaid interest, to, the Redemption Date.

               Notes in original denominations larger than $1,000 may be
redeemed in part. On and after the Redemption Date, interest ceases to accrue on
Notes or portions of Notes called for redemption, unless the Company defaults in
the payment of the Redemption Price.

6.  Repurchase upon Change of Control.

               Upon the occurrence of any Change of Control, each Holder shall
have the right to require the repurchase of its Notes by the Company in cash
pursuant to the offer described in the Indenture at a purchase price equal to
101% of the principal amount thereof plus accrued and unpaid interest, if any,
to the date of purchase (the "Payment Date").

               A notice of such Change of Control will be mailed within 30 days
after any Change of Control occurs to each Holder at its last address as it
appears in the Security Register. Notes in original denominations larger than
$1,000 may be sold to the Company in part. On and after the Payment Date,
interest ceases to accrue on Notes or portions of Notes surrendered for purchase
by the Company, unless the Company defaults in the payment of the purchase
price.

7.  Denominations; Transfer; Exchange.

               The Notes are in registered form without coupons in denominations
of $1,000 of principal amount and multiples of $1,000 in excess thereof. A
Holder may register the transfer or exchange of Notes in accordance with the
Indenture. The Registrar may require a Holder, among other things, to furnish
appropriate endorsements and transfer documents and to pay any taxes and fees
required by law or permitted by the Indenture. The Registrar need not register
the transfer or exchange of any Notes selected for redemption. Also, it need not
register the transfer or exchange of any Notes for a period of 15 days before
the day of mailing of a notice of redemption of Notes selected for redemption.



                                       5.
<PAGE>

8.  Persons Deemed Owners.

               A Holder shall be treated as the owner of a Note for all
purposes.

9.  Unclaimed Money.

               If money for the payment of principal, premium, if any, or
interest remains unclaimed for two years, the Trustee and the Paying Agent will
pay the money back to the Company at its request. After that, Holders entitled
to the money must look to the Company for payment, unless an abandoned property
law designates another Person, and all liability of the Trustee and such Paying
Agent with respect to such money shall cease.

10.  Discharge Prior to Redemption or Maturity.

               If the Company deposits with the Trustee money and/or U.S.
Government Obligations sufficient to pay the then outstanding principal of,
premium, if any, and accrued interest on the Notes (a) to redemption or
maturity, the Company will be discharged from the Indenture and the Notes,
except in certain circumstances for certain provisions thereof, and (b) to the
Stated Maturity, the Company will be discharged from certain covenants set forth
in the Indenture.

11.  Amendment; Supplement; Waiver.

               Subject to certain exceptions, the Indenture, the Note Guarantees
or the Notes may be amended or supplemented with the consent of the Holders of
at least a majority in principal amount of the Notes then outstanding, and any
existing default or compliance with any provision may be waived with the consent
of the Holders of at least a majority in principal amount of the Notes then
outstanding. Without notice to or the consent of any Holder, the parties thereto
may amend or supplement the Indenture, the Note Guarantees or the Notes to,
among other things, cure any ambiguity, defect or inconsistency and make any
change that does not materially and adversely affect the rights of any Holder.

12.  Restrictive Covenants.

               The Indenture imposes certain limitations on the ability of the
Company and its Restricted Subsidiaries, among other things, to Incur additional
Indebtedness, make Restricted Payments, suffer to exist restrictions on the
ability of Restricted Subsidiaries to make certain payments to the Company,
issue Capital Stock of Restricted Subsidiaries, Guarantee Indebtedness of the
Company, engage in transactions with Affiliates, suffer to exist or incur Liens,
enter into sale-leaseback transactions, use the proceeds from Asset Sales, or
merge, consolidate or transfer substantially all of its assets. Within 120 days
after the end of each fiscal year, the Company shall deliver to the Trustee an
Officers' Certificate stating whether or not the signers thereof know of any
Default or Event of Default under such restrictive covenants.

13.  Successor Persons.



                                       6.
<PAGE>

               When a successor person or other entity assumes all the
obligations of its predecessor under the Notes or a Note Guarantee and the
Indenture, the predecessor person will be released from those obligations.

14.  Defaults and Remedies.

               Any of the following events constitutes an "Event of Default"
under the Indenture:

               The following events will be defined as "Events of Default" in
the Indenture:

               (a) default in the payment of principal of (or premium, if any,
        on) any Note when the same becomes due and payable at maturity, upon
        acceleration, redemption or otherwise;

               (b) default in the payment of interest on any Note when the same
        becomes due and payable, and such default continues for a period of 30
        days;

               (c) default in the performance or breach of Article Five of the
        Indenture or the failure by the Company to make or consummate an Offer
        to Purchase in accordance with Sections 4.11 or 4.12;

               (d) The Company or any Subsidiary Guarantor defaults in the
        performance of or breaches any other covenant or agreement in the
        Indenture or under the Notes (other than a default specified in clause
        (a), (b) or (c) above) and such default or breach continues for a period
        of 30 consecutive days after written notice by the Trustee or the
        Holders of 25% or more in aggregate principal amount of the Notes;

               (e) there occurs with respect to any issue or issues of
        Indebtedness of the Company, any Subsidiary Guarantor or any Significant
        Subsidiary having an outstanding principal amount of $35 million or more
        in the aggregate for all such issues of all such Persons, whether such
        Indebtedness now exists or shall hereafter be created, (I) an event of
        default that has caused the holder thereof to declare such Indebtedness
        to be due and payable prior to its Stated Maturity and such Indebtedness
        has not been discharged in full or such acceleration has not been
        rescinded or annulled within 30 days of such acceleration and/or (II)
        the failure to make a principal payment at the final (but not any
        interim) fixed maturity and such defaulted payment shall not have been
        made, waived or extended within 30 days of such payment default;

               (f) any final judgment or order (not covered by insurance) for
        the payment of money in excess of $35 million in the aggregate for all
        such final judgments or orders against all such Persons (treating any
        deductibles, self-insurance or retention as not so covered) shall be
        rendered against the Company, any Subsidiary Guarantor or any
        Significant Subsidiary and shall not be paid or discharged, and there
        shall be any period of 60 consecutive days following entry of the final
        judgment or order that causes the aggregate amount for all such final
        judgments or orders outstanding and not paid or discharged against all
        such Persons to exceed $35 million during which a stay of



                                       7.
<PAGE>

        enforcement of such final judgment or order, by reason of a pending
        appeal or otherwise, shall not be in effect;

               (g) a court having jurisdiction in the premises enters a decree
        or order for (A) relief in respect of the Company, any Subsidiary
        Guarantor or any Significant Subsidiary in an involuntary case under any
        applicable bankruptcy, insolvency or other similar law now or hereafter
        in effect, (B) appointment of a receiver, liquidator, assignee,
        custodian, trustee, sequestrator or similar official of the Company, any
        Subsidiary Guarantor or any Significant Subsidiary or for all or
        substantially all of the property and assets of the Company, any
        Subsidiary Guarantor or any Significant Subsidiary or (C) the winding up
        or liquidation of the affairs of the Company, any Subsidiary Guarantor
        or any Significant Subsidiary and, in each case, such decree or order
        shall remain unstayed and in effect for a period of 60 consecutive days;

               (h) The Company, any Subsidiary Guarantor or any Significant
        Subsidiary (A) commences a voluntary case under any applicable
        bankruptcy, insolvency or other similar law now or hereafter in effect,
        or consents to the entry of an order for relief in an involuntary case
        under any such law, (B) consents to the appointment of or taking
        possession by a receiver, liquidator, assignee, custodian, trustee,
        sequestrator or similar official of the Company, any Subsidiary
        Guarantor or any Significant Subsidiary or for all or substantially all
        of the property and assets of the Company, any Subsidiary Guarantor or
        any Significant Subsidiary or (C) effects any general assignment for the
        benefit of creditors; or

               (i) any Subsidiary Guarantor repudiates its obligations under its
        Note Guarantee or, except as permitted by the Indenture, any Note
        Guarantee is determined to be unenforceable or invalid or shall for any
        reason cease to be in full force and effect.

               If an Event of Default, as defined in the Indenture, occurs and
is continuing, the Trustee may, and at the direction of the Holders of at least
25% in aggregate principal amount of the Notes then outstanding shall, declare
all the Notes to be due and payable. If a bankruptcy or insolvency default with
respect to the Company occurs and is continuing, the Notes automatically become
due and payable. Holders may not enforce the Indenture or the Notes except as
provided in the Indenture. The Trustee may require indemnity reasonably
satisfactory to it before it enforces the Indenture or the Notes. Subject to
certain limitations, Holders of at least a majority in principal amount of the
Notes then outstanding may direct the Trustee in its exercise of any trust or
power.

15.  Trustee Dealings with the Company.

               The Trustee under the Indenture, in its individual or any other
capacity, may make loans to, accept deposits from and perform services for the
Company or its Affiliates and may otherwise deal with the Company or its
Affiliates as if it were not the Trustee.

16.  No Recourse Against Others.



                                       8.
<PAGE>

               No incorporator or any past, present or future partner,
stockholder, other equity holder, officer, director, employee or controlling
person, as such, of the Company or any of the Subsidiary Guarantors or of any
successor Person shall have any liability for any obligations of the Company or
such Subsidiary Guarantor under the Notes, the Note Guarantees or the Indenture
or for any claim based on, in respect of or by reason of, such obligations or
their creation. Each Holder by accepting a Note waives and releases all such
liability. The waiver and release are part of the consideration for the issuance
of the Notes.

17.  Authentication.

               This Note shall not be valid until the Trustee or authenticating
agent signs the certificate of authentication on the other side of this Note.

18.  Abbreviations.

               Customary abbreviations may be used in the name of a Holder or an
assignee, such as: TEN COM (= tenants in common), TEN ENT (= tenants by the
entireties), JT TEN (=joint tenants with right of survivorship and not as
tenants in common), CUST (= Custodian) and U/G/M/A (= Uniform Gifts to Minors
Act).

               The Company will furnish a copy of the Indenture to any Holder
upon written request and without charge. Requests may be made to PacifiCare
Health Systems, Inc., 5995 Plaza Drive, Cypress, California 90630, Attention:
General Counsel.



                                       9.
<PAGE>

                                 TRANSFER NOTICE


               FOR VALUE RECEIVED the undersigned registered holder hereby
sell(s), assign(s) and transfer(s) unto

Insert Taxpayer Identification No.

___________________________________________________

Please print or typewrite name and address including zip code of assignee


___________________________________________________

the within Note and all rights thereunder, hereby irrevocably constituting and
appointing ___________________________________ attorney to transfer said Note on
the books of the Company with full power of substitution in the premises.

Date:____________             __________________________________________________

                              NOTICE: The signature to this assignment must
                              correspond with the name as written upon the face
                              of the within-mentioned instrument in every
                              particular, without alteration or any change
                              whatsoever.



                                      10.
<PAGE>

                       OPTION OF HOLDER TO ELECT PURCHASE


               If you wish to have this Note purchased by the Company pursuant
to Section 4.11 or 4.12 of the Indenture, check the Box below.

                        [ ] Section 4.11          [ ] Section 4.12

               If you wish to have a portion of this Note purchased by the
Company pursuant to Section 4.11 or 4.12 of the Indenture, state the amount (in
principal amount): $____________________.

Date:

Your Signature: ________________________________________________________________

       (Sign exactly as your name appears on the other side of this Note)

Signature Guarantee: ______________________________

Signatures must be guaranteed by an "eligible guarantor institution" meeting the
requirements of the Registrar, which requirements include membership or
participation in the Security Transfer Agent Medallion Program ("STAMP") or such
other "signature guarantee program" as may be determined by the Registrar in
addition to, or in substitution for, STAMP, all in accordance with the
Securities Exchange Act of 1934, as amended.



                                      11.