THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Pediatrix Medical Group, Inc. (PDX)

3/31/2006 Proxy Information

Mr. Mullen served as Vice President and Chief Operating Officer of Pediatrix Medical Group, Inc. from August 1998 until May 2000.

In 1975, Dr. Freeman founded Perinatal Associates of Southern California, a physician practice group that has been affiliated with Pediatrix Medical Group, Inc.

The following is a summary of certain agreements and transactions among related parties and us. It is our policy that any such agreements and transactions must be entered into in good faith and on fair and reasonable terms that are no less favorable to us than those that would be available to us in a comparable transaction in arms-length dealings with an unrelated third party. We believe that all agreements and transactions described below met that standard at the time they were effected.

In March 1997, Mr. Alvarez was appointed to Pediatrix’s Board of Directors. Mr. Alvarez is the President and Chief Executive Officer of Greenberg Traurig, P.A., which serves as one of Pediatrix’s outside counsels and receives customary fees for legal services. In 2005, Pediatrix paid Greenberg Traurig, P.A. approximately $475,000 for such services and currently anticipates that this relationship will continue.

Deborah Medel-Guerrero, the daughter of Dr. Medel, Pediatrix’s Chief Executive Officer, is employed by Pediatrix as its Director of Practice Integration and is responsible for matters relating to the integration of newly acquired physician practice groups into the operations of Pediatrix. In 2005, Pediatrix paid Ms. Medel-Guerrero $93,355 in salary and bonus, granted her a restricted stock award of 1,167 shares of Pediatrix common stock and provided her certain health and other benefits customarily provided to similarly situated Pediatrix employees.

Virginia Turnier, M.D., the wife of Dr. Medel, Pediatrix’s Chief Executive Officer, was our Regional Vice President of Medical Operations until September 30, 1999, and continues to provide certain professional and administrative services to Pediatrix as an employee and as an officer and director for certain of our affiliated professional corporations. As compensation for her continuing services, Dr. Turnier’s options to purchase shares of Pediatrix common stock, which she received when she served as our Regional Vice President of Medical Operations, remain exercisable in accordance with their terms.

3/31/2005 Proxy Information

In 1975, Dr. Freeman founded Perinatal Associates of Southern California, a physician practice group that has been affiliated with Pediatrix Medical Group, Inc.

In March 1997, Mr. Alvarez was appointed to Pediatrix’s Board of Directors. Mr. Alvarez is the President and Chief Executive Officer of Greenberg Traurig, P.A., which serves as one of Pediatrix’s outside counsels and receives customary fees for legal services. In 2004, Pediatrix paid Greenberg Traurig, P.A. $578,466 for such services and currently anticipates that this relationship will continue.

Geraldine Calabro, the wife of Mr. Calabro, Pediatrix’s President and Chief Operating Officer, is employed by Pediatrix as its Director of Facilities. As Director of Facilities, Mrs. Calabro is responsible for the procurement and administration of Pediatrix’s corporate, regional and physician group facilities. In 2004, Pediatrix paid Mrs. Calabro $68,742 in salary and bonus, granted her options to purchase 5,000 shares of Pediatrix common stock at an exercise price equal to the closing price on the date of grant with a three year vesting period and provided her certain health and other benefits customarily provided to other similarly situated Pediatrix employees.

Deborah Medel-Guerrero, the daughter of Dr. Medel, Pediatrix’s Chief Executive Officer, is employed by Pediatrix as its Director of Practice Integration and is responsible for matters relating to the integration of newly acquired physician practice groups into the operations of Pediatrix. In 2004, Pediatrix paid Ms. Medel-Guerrero $65,822 in salary and bonus, granted her options to purchase 2,500 shares of Pediatrix common stock at an exercise price equal to the closing price on the date of grant with a three year vesting period and provided her certain health and other benefits customarily provided to similarly situated Pediatrix employees.

Virginia Turnier, M.D., the wife of Dr. Medel, Pediatrix’s Chief Executive Officer, was our Regional Vice President of Medical Operations until September 30, 1999, and continues to provide certain professional and administrative services to Pediatrix as an employee and as an officer and director for certain of our affiliated professional corporations. As compensation for her continuing services, Dr. Turnier’s options to purchase shares of Pediatrix common stock, which she received when she served as our Regional Vice President of Medical Operations, remain exercisable in accordance with their terms.

Mr. Mullen served as Vice President and Chief Operating Officer of Pediatrix Medical Group, Inc. from August 1998 until May 2000 and then concentrated on special projects, including initiatives relating to the well-baby nursery and hearing screen programs, until his retirement in April 2001. Mr. Mullen was Vice President and Chief Financial Officer of Pediatrix from May 1995 to August 1998.

4/9/2004 Proxy Information

John Carlyle served as Chief Executive Officer of Magella Healthcare Corporation from 1997 until its merger with Pediatrix Medical Group, Inc. in May 2001.

Lawrence M. Mullen served as Vice President and Chief Operating Officer of Pediatrix Medical Group, Inc. from August 1998 until May 2000 and then concentrated on special projects, including initiatives relating to the well-baby nursery and hearing screen programs, until his retirement in April 2001. Mr. Mullen was Vice President and Chief Financial Officer from May 1995 to August 1998.

In March 1997, Cesar L. Alvarez was appointed to Pediatrix's Board of Directors. Mr. Alvarez is the President and Chief Executive Officer of Greenberg Traurig, P.A., which serves as one of Pediatrix's outside counsels and receives customary fees for legal services. In 2003, Pediatrix paid Greenberg Traurig, P.A. $194,162 for such services and currently anticipates that this relationship will continue.

Virginia Turnier, M.D., the wife of Dr. Roger Medel, Pediatrix's President and Chief Executive Officer, was our Regional Vice President of Medical Operations until September 30, 1999, and continues to provide certain professional and administrative services to Pediatrix as an employee and as an officer and director for certain of our affiliated professional corporations. As compensation for her continuing services, Dr. Turnier's options to purchase shares of Pediatrix common stock, which she received when she served as our Regional Vice President of Medical Operations, remain exercisable in accordance with their terms.

Geraldine Calabro, the wife of Mr. Calabro, Pediatrix’s Chief Operating Officer, is employed by Pediatrix as its Director of Facilities. As Director of Facilities, Mrs. Calabro is responsible for the procurement and administration of Pediatrix’s corporate, regional and physician group facilities. In 2003, Pediatrix paid Mrs. Calabro $83,000 in salary and bonus, granted her options to purchase 5,000 shares of Pediatrix common stock at an exercise price equal to the market price on the date of grant with a three year vesting period and provided her certain health and other benefits customarily provided to other similarly situated Pediatrix employees.

4/29/2003 Proxy Information

In March 1997, Mr. Alvarez was appointed to Pediatrix’s board of directors. Mr. Alvarez is the President and Chief Executive Officer of Greenberg Traurig, LLP, which serves as one of Pediatrix’s outside counsels and receives customary fees for legal services. In 2002, Pediatrix paid Greenberg Traurig $287,000 for such services and currently anticipates that this relationship will continue.

The members of the compensation committee during 2002 were Mr. Alvarez, Dr. Carlo, Mr. Fernandez (from January until May) and Mr. Carlyle (from May until December). Mr. Fernandez, a member of Pediatrix’s audit committee, is also Chairman and Chief Executive Officer of CPHP Holdings, Inc. Dr. Medel serves on the board of directors of CPHP Holdings, Inc. Mr. Carlyle was Chief Executive Officer of Magella prior to its acquisition by Pediatrix in May 2001.