**Exhibit 10.23.1**                         **AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT**    1. Contract Number**Page of Pages**           **POHC-2002-D-0003** **1**   **2**    2. Amendment/Modification Number 3. Effective Date4. Requisition/Purchase Request No.   5. Solicitation Caption**          POHC-2002-D-0003 M0026**           **1/1/06**                   **D.C. Health Families Program**   6. Issued By;  Code      7. Administered By (If other than line 6)    **Office of Contracting and Procurement**   **Department of Health**    **Human Care Supplies and Services Commodity Group**   **Medical Assistance Administration**    **441 4th Street, NW, Room 700 South**   825 North Capitol Street, NE, 5th Floor    **Washington, D.C., 20001**   **Washington, D.C., 20002**            **Maude Holt 202 442-9074** 8. Name and Address of Contractor (No, Street, city, country, state and ZIP Code) (X) 9A. Amendment of Solicitation No.    **AmeriGroup Maryland**   9B. Dated (See Item 11)**dba AmeriGroup District of Columbia**    **750 First Street, NE Suite 1120**   10A. Modification of Contract/Order No.**Washington, D.C. 20001** **X** **POHC-2002-D-0003****Phone**202 218-4901       Fax 202 783-8207**   10B. Dated (See Item 13)Code Facility      **8/1/2002** 11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS o The above numbered solicitation is amended as set forth in Item 14. The hour and date specified for receipt of Offers o is extended. o  is not extended.  Offers mustacknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completingItems 8and 15, and returning       ___ copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted;or (c) By separate letter or fax which includes a reference to the solicitation and amendment number. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIEDMAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendmentyou desire to change an offer already submitted, such change may be made by letter or fax, provided each letter or telegram makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified. 12. Accounting and Appropriation Data (If Required)                        13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS,IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14     A. This change order is issued pursuant to: (Specify Authority) 27 DCMR, Chapter 36, Contract Modifications    Thechanges set forth in Item 14 are made in the contract/order no. in Item 10A.     B. The above numbered contract/order is modified to reflect the administrative changes (such as changes in paying office, appropriation data, etc.)  set forth in Item 14, pursuant to the authority of 27 DCMR, Chapter 36, Section 3601.2. ** X **  C. This supplemental agreement is entered into pursuant to authority of: **27 DCMR, Chapter 36, Contract Modifications**    The changes set forth In Item 14 are made In the contract/order no. in item 10A.     D. Other (Specify type of modification and authority)                        **E. IMPORTANT:**       Contractor o  is not,      x is required to sign this document and return      2       originals to the issuing office.  14. Description of amendment/modification (Organized by UCF Section headings, including solicitation/contract subject matter where feasible.)                       **In accordancewith Title V Subtitle N Designated Appropriation Allocations Section 5258 Funds for Medicaid Dental Servicesof the Fiscal Year 2006 Budget Support Amendment Act of 2005**                       **Contract POHC-2002-D-0003 is hereby modified as described on page 2:**                       **ALL OTHER TERMS AND CONDITIONS OF THE CONTRACT REMAIN UNCHANGED** Except as provided herein, all terms and conditions of the document referenced In Item (9A or 10A) remain unchanged and in full force and effect 15A. Name and Title of Signer (Type or print) 16A. Name of Contracting Officer                            Dr. Sandra Nichols **James H. Marshall** 15B. Name of Contractor 15C. Date Signed 16B. District of Columbia16C. Date Signed                              -s- Dr. Sandra Nichols                -s-James H. Marshall(Signature of person authorized to sign) 12/19/05 (Signature of Contracting Officer)12-30-05
 

 
**Amerigroup Health Plan.****