Item 2.05. Costs Associated with Exit or Disposal Activities
As announced at the Registrant's Annual Meeting of Stockholders held on December 10, 2008, the Registrant expects to incur a restructuring charge for severance costs in the fourth quarter of 2008. The amount of the charge is expected to be approximately $3.5 million (almost all of which reflects expected cash expenditures), including approximately $2.5 million relating to WebMD Health Corp., a publicly traded subsidiary of the Registrant. As a result of WebMD's completion of the integration of prior acquisitions and efficiency gains from technology implementation, WebMD is reducing its workforce by approximately 4% to 5%. WebMD believes this will allow it to better allocate resources within the company going forward. The remainder of the workforce reduction by the Registrant relates to employees in its Corporate segment.

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