OKLAHOMA CITY -- Behind the scenes at scandalized WellCare ( WCG), the company's former chairman exercises considerable control.

Neal Moszkowski served as WellCare's chairman until October 2006, when he shifted into a regular board seat and allowed then-CEO Todd Farha to take his place. With business booming, Moszkowski touted Farha's strengths and assured investors that they would "benefit greatly from Mr. Farha's continuing vision" as chairman and CEO.

Exactly one year later, government agents swarmed WellCare's Florida headquarters and brought the health insurer's glory days to an end. Moszkowski has gained fresh importance in the wake of that downfall.

He now heads both the special committee that is investigating the WellCare raid, and the compensation committee that decides how much the company's leaders should be paid. He chairs the company's corporate governance committee to boot.

WellCare's special committee is charged with uncovering any misconduct that led to the government's investigation and taking any necessary corrective actions. Almost four months have passed since October's raid, however, and the committee has so far prepared only a preliminary report on the matter. It has yet to share even that with the public, sending out mixed messages in the meantime.

Last month, based on the committee's findings, WellCare indicated that the company's problems could be confined to the small behavioral health unit of its Florida Medicaid division. For a national health insurer, focused on larger Medicare as well, such a narrow probe would seem like a nuisance at most.

Yet WellCare has responded in a dramatic fashion that suggests greater problems. In one sweeping move, the company ousted its top three executives and hired new leaders to execute its comeback.

WellCare declined to participate in this story, saying that it is granting no interviews and has no new information to share.

WellCare investors continue to suffer in the meantime. The company's stock, while boosted by the management shakeup, still languishes around $52, less than half of the $128 it traded at before raid.

Enticing Offers

WellCare's new leaders won't have to pinch their pennies, though.

With Moszkowski calling the shots, WellCare will continue to reward its management team quite well. Take a look at the company's contract with recently installed Executive Chairman Charles Berg, for example.

Berg already struck it rich in the health insurance arena by engineering Oxford's lucrative buyout by UnitedHealth ( UNH) in 2004. He switched careers a few years later, joining a private-equity firm hungry for its own health care deals, and recently planted roots in upscale Westport, Conn.

As fate would have it, WellCare soon came calling with a job offer some 1,200 miles away. As executive chairman, Berg would not only lead the company's board but also assist the CEO with hands-on management of the company itself. Berg accepted the offer -- but only with the promise that he would not have to move.

Berg stands to earn plenty when making his long commute to Florida. In many ways, his compensation package outshines that offered to the full-time CEO. Berg's commitment is shorter. His salary is higher. And his stock options and restricted stock vest more rapidly.

All told, Berg will pocket a cool $1 million in salary -- or $500,000 per year -- for his 24-month stint at WellCare. He will also see 300,000 stock options and 200,000 shares of restricted stock vest completely by the time that he walks out the door.

WellCare's new CEO, Heath Schiesser, will have to wait a bit longer to collect all of his rewards. Still, Schiesser will make more in a month than he did in a full year at his former WellCare post. He has jumped from a part-time advisory position paying $24,000 a year to a CEO job paying "not less than $400,000" a year -- plus extras.

If Schiesser secures his maximum bonus, he could actually triple his take-home pay. Meanwhile, he has raked in 500,000 stock options and 250,000 shares of restricted stock -- more even than Berg -- that will steadily vest over the course of his four-year term.

Even as president of WellCare's prescription drug business, the high-level job Schiesser abruptly quit a couple of years ago, he never enjoyed such valuable perks.

Warm Farewell

WellCare has extended some generosity toward its ousted executives as well.

Based on WellCare's latest proxy statement, those three executives could demand only their unused vacation pay if they wound up terminated for cause. For Farha, the proxy shows, that amount comes to about $7,700. For the other two outgoing executives -- former CFO Paul Behrens and former General Counsel Thaddeus Bereday -- the amounts are even less.

All three executives resigned "without good reason, which WellCare has equated with being "terminated for cause" for compensation purposes. The company has accused none of the men of wrongdoing, however.

WellCare continues to pay them in the meantime. They have agreed to stay on in nonexecutive positions "to assist in an orderly transition" through the end of March. Farha will continue to "make himself reasonably available" for another three months after that, pocketing some $500 per hour for his services. As CEO, Farha's base salary allotted him less than half that amount.

The generosity does not end there. Despite resigning without good reason, Farha is poised to cash in 200,000 stock options and 70,000 shares of restricted stock by the time that he departs. Going forward, if he and the company are cleared of wrongdoing, he can claim up to 130,000 additional "performance shares" as well.

Behrens and Bereday are entitled to smaller equity awards of their own.

All three men rank as multimillionaires already, thanks to massive stock sales executed during WellCare's glory days. Farha has pocketed almost $50 million, with Behrens and Bereday scoring more than $10 million apiece, from shares they've sold over the past two years alone.

Their final transactions came just weeks before the raid that sent the stock spiraling 63% in one day.

Mixed Record

WellCare directors -- including every member of the compensation committee and the new special investigation team -- took part in that selling spree as well.

Moszkowski stands out as the last insider to sell WellCare stock ahead of the government probe. That transaction, carried out just eight days before the Oct. 24 raid, netted Moszkowski $1.13 million in his largest personal sale to date.

Before then, Moszkowski's investment firm had been selling massive chunks of WellCare for years. With Moszkowski serving as managing director, Soros Private Equity Partners purchased WellCare for a song back in mid-2002 and took it public a couple of years later. When Moszkowski bought Soros' private-equity business the following year, he held onto shares of wildly successful WellCare.

He escaped from some others, such as Internet retailer BlueFly ( BFLY) and discount airline JetBlue ( JBLU), in the process.

With Internet stocks soaring in mid-1999, Soros coughed up millions to become BlueFly's largest shareholder. Moszkowski personally expressed confidence in the company's management team at that time. Within two years, however, BlueFly was crashing along with the rest of the so-called "dot-bombs." Despite generous help from Soros, BlueFly remains a penny stock today.

JetBlue at least took off. Won over by young JetBlue founder David Neeleman, who had already sold one airline to Southwest ( LUV), Moszkowski backed JetBlue despite misgivings about the airline industry overall. JetBlue's stock did soar for a while, peaking at a split-adjusted $30 in 2003, but it has long since crashed back to Earth. It languishes in the single digits right now.

Road to Riches

Today, Moszkowski still sits on the boards of both BlueFly and JetBlue. He also fills a board seat at Integra LifeSciences ( IART), where he serves on the compensation committee. Like WellCare, Integra has a reputation for taking especially good care of its CEO.

The Star-Ledger of New Jersey, where Integra is based, has taken notice. In mid-2005, the newspaper reported that Integra CEO Stuart Essig saw his annual pay rocket 8,700% thanks to stock-related gains. This June, the newspaper went on to report that Essig could grow far richer -- scoring another $60 million -- if Integra ever sells itself.

WellCare promised Farha huge change-of-control payouts, too, when inking a new employment agreement with him back in mid-2005. The company continued to make its shareholders -- including Moszkowski's investment firm -- quite rich in the meantime.

That firm, known as TowerBrook, finally sold the last of its WellCare stock in August of 2006. All told, Fortune later calculated, the firm's original $70 million investment in WellCare generated almost $900 million over the course of five short years.

Two months after his firm cashed out, Moszkowski was ready to step down as WellCare's chairman and declare a job well done. However, WellCare's victory proved short-lived -- and Moszkowski's words quite haunting -- in the end.

"This is a natural progression for Mr. Farha, who has led the company extremely capably," Moszkowski proclaimed in 2006 as he gave Farha ultimate control over the company. Indeed, "the growth of WellCare over the last few years has been a testament to the strength of WellCare's management team."

As originally published, this story contained an error. Please see Corrections and Clarifications.

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