Since February 2006, Dr. Howatt had served as the Chief Medical Officer of Molina Healthcare of Washington, Inc., the wholly owned health plan subsidiary of Molina Healthcare. As CMO of the Washington health plan, Dr. Howatt was responsible for oversight of that plan's utilization management, quality improvement, credentialing, pharmacy, and accreditation. From 2004 to February 2006, Dr. Howatt was Western Regional Medical Director for Humana Inc., where he was responsible for the coordination and oversight of quality, utilization management, credentialing, and accreditation for Humana's activities west of Kansas City. From 2002 to 2004, he was Vice President and Chief Medical Officer of Humana Arizona, where he was responsible for leading a variety of medical management functions and worked closely with the company's sales division to develop customer-focused benefit structures. Dr. Howatt has also served as Chief Medical Officer for Humana TRICARE, where he oversaw a $2.5 billion health care operation that served three million beneficiaries and comprised a professional network of 40,000 providers, 800 institutions, and 13 medical directors.

In connection with his appointment, effective May 29, 2007, Dr. Howatt has been granted 3,050 shares of restricted stock and 9,000 stock options under the Molina Healthcare, Inc. 2002 Equity Incentive Plan. The stock and options both vest in equal one-quarter increments over four years from the date of grant. Dr. Howatt and the Company have also entered into a Change of Control Agreement which provides that Dr. Howatt shall be entitled to a severance payment equal to two times his base salary of $320,000 plus a prorated bonus amount if, within the first twelve months after the occurrence of a change in control of Molina Healthcare, Inc., Dr. Howatt resigns for good reason or is terminated without cause. A copy of the Change in Control Agreement is attached hereto as Exhibit 10.1. Dr. Howatt shall also be entitled to severance pay in the event of his termination without cause pursuant to the Company's standard policy for senior executive officers.

Dr. Michael M. Siegel, who since February 2007 had been serving in an interim capacity pending the appointment of a Chief Medical Officer, has returned to his former position as Molina Healthcare's Vice President - Medical Director of Utilization Management and Quality Improvement.

Ex. 10.1 -- Change in Control Agreement between Molina Healthcare, Inc. and Dr. James W. Howatt.