In March 2009, HLTH Corporation (the "Company") decided to divest the Company's Little Blue Book print directory business (referred to below as "LBB"), which had been part of the Publishing and Other Services segment of its majority owned subsidiary, WebMD Health Corp. ("WebMD"). In connection with the Registration Statement on Form S-4 that WebMD intends to file relating to the proposed merger of the Company and WebMD announced on June 18, 2009 (the "Pending HLTH/WebMD Merger"), certain reclassifications and the application of new accounting pronouncements described below, including reflecting LBB as discontinued operations, are required to be made, on a retrospective basis, with respect to the previously issued financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2008 (the "2008 Form 10-K"). Accordingly, the Company has filed this Current Report on Form 8-K in order to provide, in exhibits attached hereto, historical financial statements, selected financial data and Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A"), for the same periods included in the 2008 Form 10-K, reflecting the following items:

• the reclassification of LBB to discontinued operations, in accordance with the provisions of Statement of Financial Accounting Standards No. 144, "Accounting for the Impairment or Disposal of Long-Lived Assets" ("SFAS 144"), the related elimination of WebMD's Publishing and Other Services segment and the classification of WebMD's remaining revenue into two categories, public portals revenue and private portals revenue;

• the retrospective adoption of Financial Accounting Standards Board's Staff Position No. APB 14-1, "Accounting for Convertible Debt Instruments That May Be Settled in Cash upon Conversion (Including Partial Cash Settlement)" ("FSP APB 14-1"); and

• the retrospective adoption of Financial Accounting Standards Board Statement No. 160, "Noncontrolling Interests in Consolidated Financial Statements - an amendment of ARB No. 51" ("SFAS 160").

The Company's historical consolidated financial statements included in Exhibit 99.3 to this Current Report have been retrospectively adjusted to reflect the adoption of FSP APB 14-1 and SFAS 160 and to reflect the reclassifications related to LBB described above. A description of FSP APB 14-1 and SFAS 160, and the impact of their adoption on the historical financial statements of the Company are described in Note 24 to the consolidated financial statements in Exhibit 99.3 to this Current Report. The disclosures in Ratio of Earnings to Fixed Charges in Exhibit 12.1, Selected Financial Data in Exhibit 99.1 and in the MD&A in Exhibit 99.2 also reflect such retrospective adoption.

Exhibits 12.1, 99.1, 99.2 and 99.3 to this Current Report are intended to be incorporated by reference into the Joint Proxy Statement/Prospectus of WebMD and the Company to be included in the Form S-4 referred to above (or, alternatively, to be included as Annexes thereto). While Exhibits 12.1, 99.1, 99.2 and 99.3 to this Current Report reflect the items described above, they do not reflect any other events occurring after February 27, 2009 (the date of the 2008 Form 10-K), including but not limited to the Pending HLTH/WebMD Merger. Other events occurring after February 27, 2009 have been disclosed in other public filings made by the Company, including Current Reports on Form 8-K and the Company's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2009.

(d) Exhibits. The following exhibits are filed herewith:

 Exhibit
 Number                                   Description

    12 .1   Ratio of Earnings to Fixed Changes
    23 .1   Consent of Ernst & Young LLP, Independent Registered Public Accounting
            Firm
    99 .1   Selected Financial Data
    99 .2   Management's Discussion and Analysis of Financial Condition and Results
            of Operations
    99 .3   Consolidated Financial Statements and Supplemental Financial Data
    99 .4   Risk Factors