8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 29, 2005

IDX SYSTEMS CORPORATION

(Exact Name of Registrant as Specified in Charter)

Vermont	0-26816	03-0222230
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

40 IDX Drive, South Burlington, VT	05403
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: 802-862-1022

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

x Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01. Other Events

On September 29, 2005, the Registrant and General Electric Company (“Buyer”) issued a joint press release announcing the execution of an Agreement and Plan of Merger by and among the Registrant, Buyer and Igloo Acquisition Corporation, a wholly owned subsidiary of Buyer, a copy of which is attached hereto as Exhibit 99.1.

IMPORTANT ADDITIONAL INFORMATION WILL BE FILED WITH THE SEC

The Company plans to file with the SEC and mail to its shareholders a Proxy Statement in connection with the transaction. The Proxy Statement will contain important information about the Company, the transaction and related matters. Investors and security holders are urged to read the Proxy Statement carefully when it is available.

Investors and security holders will be able to obtain free copies of the Proxy Statement and other documents filed with the SEC by the Company through the web site maintained by the SEC at http://www.sec.gov.

In addition, investors and security holders will be able to obtain free copies of the Proxy Statement from the Company by contacting Investor Relations, IDX Systems Corporation, 40 IDX Drive, P.O. Box 1070, South Burlington, Vermont 05403, telephone: (802) 862-1022.

The Company and its directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the transactions contemplated by the Merger Agreement. Information regarding the Company’s directors and executive officers is contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2004 and its proxy statement dated April 21, 2005, both of which are filed with the SEC. As of September 28, 2005, the Company’s directors and executive officers beneficially owned approximately 7,422,447 shares, or 22.5%, of the Company’s common stock. A more complete description will be available in the Proxy Statement.

A more complete description of these arrangements will be available in the Proxy Statement when it is filed with the SEC.

SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS

Statements in this Current Report on Form 8-K regarding the proposed merger transaction, the expected completion of the transaction, future financial and operating results, benefits and synergies of the transaction, future opportunities for the combined company and other statements about expectations, beliefs, goals and plans constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements that are not statements of historical fact (including statements containing the words “believes,” “plans,” “anticipates,” “expects,” “estimates” and similar expressions) should be considered to be forward- looking statements. There are a number of important factors that could cause actual results or events to differ materially from those indicated by such forward-looking statements, including the ability to consummate the proposed transaction due to the failure to obtain shareholder approval or the failure to satisfy other conditions to the closing of the proposed transaction, the ability to recognize the benefits of the transaction, intense competition in the Company’s industry, changes in government regulation, failure to manage the integration of the Company and Buyer, and other risks that are described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2004 and its quarterly report on Form 10-Q for the quarter ended June 30, 2005. In addition, any forward-looking statements represent the Company’s estimates only as of today and should not be relied upon as representing the Company’s estimates as of any subsequent date. The Company disclaims any intention or obligation to update any forward-looking statements as a result of developments occurring after the date of this release, except as required by law.

Item 9.01. Financial Statements and Exhibits

(c) Exhibits

See Exhibit Index attached hereto.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	IDX SYSTEMS CORPORATION
Date: September 29, 2005	By:	/s/ John A. Kane
		John A. Kane Senior Vice President, Finance and Administration, Chief Financial Officer and Treasurer

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release, dated September 29, 2005
99.2	Employee communication, dated September 29, 2005

EX-99.1

Exhibit 99.1

GE Healthcare

GE HEALTHCARE TO ACQUIRE IDX SYSTEMS CORPORATION

Significantly expands GE presence in healthcare information technologies

CHALFONT ST. GILES, UK AND BURLINGTON, VT DATE - GE Healthcare, a unit of General Electric Company (NYSE: GE), and IDX Systems Corporation (NASDAQ: IDXC) announced today that they have entered into a definitive merger agreement for GE to acquire IDX, a leading healthcare information technology (IT) provider. Pursuant to the transaction, IDX shareholders will receive $44 per share payable in cash in the merger, for a total consideration of approximately $1.2 billion, net of IDX cash and equivalents.

The combination of IDX with GE Healthcare will create a leading healthcare IT vendor, offering one of the most comprehensive suites of clinical, imaging and administrative information systems on the market.

“GE and IDX have a shared vision on how to accelerate the adoption of electronic health records across the globe,” said Joe Hogan, president and CEO of GE Healthcare. “We are extremely excited about joining with IDX and believe that our combined offerings are in line with where healthcare is headed and match the needs of our customers.”

“IDX has grown substantially in recent years and we believe our opportunities for continued growth and expansion will be best realized through the additional scale and resources that a company like GE can provide,” said Jim Crook, Chief Executive Officer of IDX. “As part of GE Healthcare, we believe we will be able to capitalize more fully on the rapidly expanding opportunities in the healthcare IT industry worldwide to fulfill our mission to make a difference in healthcare.”

According to Vishal Wanchoo, president and CEO of GE Healthcare Information Technologies, “IDX’s administrative, clinical and imaging information systems complement GE’s

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Press Release/GE Healthcare/September 29, 2005

GE Healthcare

rich clinically-focused Centricity® information technology offerings. Together, we will be able to offer a comprehensive set of solutions meeting almost every need a hospital, clinic or doctor’s office has, allowing them to deliver the best quality of healthcare possible to their patients, and to manage their businesses optimally. GE Healthcare will help accelerate IDX’s current solution development and deployment projects, which will benefit IDX customers and provide enhanced opportunities for IDX employees.”

“Today brings together two leading healthcare IT companies. GE and IDX today form the core of our IT systems. We’re excited about the increased value they will bring as one company,” said Jack Wolf, CIO of Montefiore Medical Center.

The transaction, which is subject to IDX shareholder and regulatory approvals, and other customary conditions, is expected to close by early 2006. In connection with the transaction, certain shareholders representing approximately 20 percent of the IDX shares outstanding have agreed, among other things, to vote their shares in favor of the proposed transaction. The Boards of Directors of GE and IDX have approved the transaction.

Conference Call Broadcast

IDX senior executives will discuss today’s announcement during an investor community conference call at 10:00 a.m. eastern time today, September 29, 2005. The call can be accessed by dialing 866-425-6192 in the U.S. and 973-935-2981 internationally or via live webcast. The webcast will be available at http://www.idx.com, Investor Relations, Multimedia.

Conference Call Replay

A replay of the conference call will also be available shortly after the call ends through September 30, 2005 at 5:00 p.m. eastern time. To access the replay, dial 877-519-4471 in the U.S. and 973-341-3080 internationally and enter 6548286 as the conference ID number. The archived webcast will also be available at http://www.idx.com, Investor Relations, Multimedia.

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Press Release/GE Healthcare/September 29, 2005

GE Healthcare

About GE Healthcare

GE Healthcare provides transformational medical technologies that are shaping a new age of patient care. GE Healthcare’s expertise in medical imaging and information technologies, medical diagnostics, patient monitoring and life support systems, disease research, drug discovery, and biopharmaceutical manufacturing technologies is helping physicians detect disease earlier and to tailor personalized treatments for patients. GE Healthcare offers a broad range of products and services that are improving productivity in healthcare and enhancing patient care by enabling healthcare providers to better diagnose and treat cancer, heart disease, neurological diseases, and other conditions.

Globally headquartered in the United Kingdom, GE Healthcare is a $15 billion unit of General Electric Company (NYSE: GE). Worldwide, GE Healthcare employs more than 43,000 people committed to serving healthcare professionals and their patients in more than 100 countries. For more information about GE Healthcare, visit our website at www.gehealthcare.com.

About IDX Systems Corporation

Founded in 1969, IDX Systems Corporation provides information technology solutions to maximize value in the delivery of healthcare, improve the quality of patient service, enhance medical outcomes, and reduce the costs of care. IDX systems are deployed to serve approximately 150,000 physicians and are installed at over 3,400 customer sites, including more than 850 group practices and approximately 370 integrated delivery networks servicing more than 500 hospitals. IDX has approximately 2,400 full-time employees.

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Press Release/GE Healthcare/September 29, 2005

GE Healthcare

IDX is a registered trademark of IDX Investment Corporation.

In connection with the proposed transaction, IDX intends to file a proxy statement and other relevant materials with the Securities and Exchange Commission (SEC). BEFORE MAKING ANY VOTING DECISION WITH RESPECT TO THE PROPOSED MERGER, INVESTORS AND SHAREHOLDERS OF IDX ARE STRONGLY ADVISED TO READ THE PROXY STATEMENT AND OTHER RELEVANT MATERIALS, INCLUDING ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. The proxy statement and other relevant materials, and any other documents filed by IDX with the SEC, may be obtained free of charge at the SEC’s web site at www.sec.gov. In addition, investors and shareholders of IDX may obtain free copies of the documents filed with the SEC by contacting IDX Investor Relations at (802) 862-1022 or IDX, 40 IDX Drive, P.O Box 1070, Burlington, VT 05402-1070, attention IDX Investor Relations. You may also read and copy any reports, statements and other information filed by IDX with the SEC at the SEC public reference room at 100 F Street, N.E., Room 1580, Washington, DC 20549. Please call the SEC at 1-800-SEC-0330 or visit the SEC’s web site for further information on its public reference room.

IDX and its executive officers and directors may be deemed to be participants in the solicitation of proxies from the IDX shareholders in favor of the proposed Merger. Information regarding IDX’s directors and executive officers is contained in IDX’s Form 10-K for the year ended December 31, 2004 and its proxy statement dated April 21, 2005, which are filed with the SEC. As of September 28, 2005, IDX’s directors and executive officers beneficially owned approximately 7,422,447 shares, or 22.5%, of IDX’s common stock. Certain executive officers and directors of IDX have interests in the merger that may differ from the interests of shareholders generally, including acceleration of vesting of stock options and continuation of director and officer insurance and indemnification. A more complete description will be available in the Proxy Statement.

This press release contains forward-looking statements about IDX Systems Corporation that involve a number of risks and uncertainties. Among the important factors that could cause actual results to differ materially from those indicated by such forward-looking statements are uncertainties or difficulties in developing new services and systems, difficulties in completing and integrating acquisitions, difficulties in implementing systems, possible deferral, delay or cancellation by customers of computer system or service purchase decisions, possible delay of system installations and service implementations, development by competitors of new or superior technologies, changing economic, political and regulatory influences on the healthcare industry, possible disruptions in the national economy caused by terrorist activities and foreign conflicts, changes in product pricing policies, governmental regulation of IDX’s software and operations, the possibility of product-related liabilities, changes in our relationships with our partners, and factors detailed from time to time in IDX’s periodic reports and registration statements filed with the Securities and Exchange Commission, which important factors are incorporated herein by reference. IDX undertakes no

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Press Release/GE Healthcare/September 29, 2005

GE Healthcare

obligation to update forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events, or changes in future operating results, financial condition or business over time.

Media Contacts

GE Healthcare - Americas

Andrea Kozek

414-731-5869

andrea.kozek@ge.com

GE Healthcare - Americas

Shannon Troughton

414-687-3732

shannon.troughton@ge.com

GE Healthcare - International

Sebastien Duchamp

+33673195964

sebastien.duchamp@ge.com

IDX

Jim Barron/Carrie Bloom

Citigate Sard Verbinnen

212-687-8080

Investor Relations Contacts

Bill Cary

General Electric Company

203-373-2468

bill.cary@ge.com

Margo Happer

IDX Systems Corporation

802-859-6169

margo_happer@idx.com

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Press Release/GE Healthcare/September 29, 2005

EX-99.2

Exhibit 99.2

To: All IDX Employees

From: Jim Crook, CEO

Date: September 29, 2005

Re: Important IDX News

I am writing to share some important news about the future of our Company. This morning IDX announced that it has entered into an agreement to be acquired by GE Healthcare. I firmly believe that this is the right move for our Company and our customers, shareholders and employees.

While IDX has grown substantially in recent years, we need additional scale and resources to enable us to meet our true potential. As part of a larger organization with an extensive global reach, we will be able to fully capitalize on the rapidly expanding opportunities in the HCIT industry worldwide and continue to fulfill our mission of making a difference in healthcare.

GE’s decision to purchase IDX reflects their belief that our business and the HCIT industry have enormous growth potential. The combination of IDX’s proven products and services along with GE’s deep global resources and infrastructure will enable the combined companies to quickly capture a burgeoning global market. IDX enhances GE’s healthcare offering, creating a comprehensive suite of complementary products, technologies, and services that will together enable us to better serve customers of both companies.

This morning’s announcement is a testament to IDX’s truly exceptional employee base. As I have communicated time and time again, it is your skill, drive and commitment that have made IDX the great company we are today. The expertise of IDX’s employees will be vital going forward.

It is important to realize that today’s announcement is the first step in a long process. Before our companies can combine, certain conditions, such as shareholder and regulatory approvals, must be met. While we expect to receive the necessary approvals and close the merger in early 2006, until that time we must continue to operate as an independent company. Most importantly, we need to continue focusing on our jobs so that IDX can deliver the same high quality products and service our customers have come to expect.

As you know, this announcement will mean change for IDX employees. Change can be exciting and cause anxiety at the same time. It is important that we keep focused on our goals and work for the fourth quarter. As questions come up for you, I encourage you to discuss them with your manager, HR, or the senior leadership team. We may not have the answers for you right away, but will provide you with honest answers as we learn them. I am confident that what we have built here — the Essence of IDX — will always remain with our employees and our customers as a part of GE.

I’d like to thank you again for your continued dedication and hard work and look forward to talking with you further about the exciting opportunities that lie ahead.

Q: Will the IDX name go away?

While the legacy and essence of IDX will live on, the name of the Company will most likely change to GE Healthcare or something similar upon close of the transaction.

Q: Who will run the business?

Upon completion of the acquisition, Vishal Wanchoo, current president and CEO of GE Healthcare Information Technologies will lead the new company.

Q: Will the IDX leadership remain?

The IDX leadership team is committed to this transaction and the success of our business as the companies merge. Jim Crook, as well as the members of the IDX leadership team, will be here for as long as it takes to meet the commitments of our customers and employees. We anticipate that GE and IDX will promptly begin integration planning. The org structure and strategy will be formulated during integration. There will not be immediate leadership changes. The GE Healthcare and IDX leadership teams are committed to this acquisition and making a success of the new combined company.

Q: Do you expect any layoffs as a result of this transaction?

GE has entered into an agreement to acquire IDX because it believes that the Company and the industry have enormous growth potential. Both GE Healthcare and IDX recognize that their talented employees are their most valuable assets. Anytime companies of our size combine, there will be some personnel overlap. Throughout the upcoming months, we will be holding employee meeting to answer these questions for employees.

Q: What happens to my stock options? What happens to the stock I own outright?

All options and stock you own will convert upon closing into the right to receive cash. The process for exchanging your options and stocks will be communicated to you after closing. Stockholders can expect to receive the proxy.

Q: Will I receive any GE stock as a result of the acquisition?

No, all of your stock options will be vested and redeemed for cash, which you will receive upon the closing of the transaction.

Q: Can I buy or sell IDX and/or GE stock before this acquisition goes through?

Yes, but trades of IDX and GE stock are subject to all of the rules concerning insider trading and the trading window policy still applies.

Q: How can I get more information on GE Healthcare?

Link to the GE Healthcare web site at http://www.gehealthcare.com/usen/index.html for fact sheets, executive bios and other information on the business.

Q: Why did GE Healthcare decide to make this offer?

IDX is a strategic fit for GE Healthcare. Bringing together the complementary portfolio and skills of GE Healthcare and IDX will accelerate the development of digital health care delivery systems around the world. Additionally, the combination of the two companies will position GE Healthcare as a leading global healthcare IT company, with comprehensive inpatient / outpatient EHR, and administrative practice management tools. The combined company will deliver a complete healthcare IT enterprise offering.

Q: What is the benefit of bringing these two companies together?

As the world population ages and places more demand on affordable, quality healthcare, the information technology industry will continue to play a key role. GE Healthcare and IDX have complementary product

offerings to meet these needs. Both companies have a unique heritage of customer expertise, clinical innovation, and growth with a culture of innovation and entrepreneurship in their respective areas of focus.

Q: Why is this combination important for employees of both companies?

The combination of GE Healthcare and IDX will offer more professional growth opportunities in a new operation. At the same time, we can be “change agents” in the world of medicine, as we better connect our technologies, so clinicians have robust workflow, integrated advanced clinical applications for both doctor office and hospital environments, billing and scheduling management systems and better decision support and image storage.

Q: How does this benefit customers?

Bringing together the complementary portfolio and skills of GE Healthcare and IDX will accelerate the development of digital health care delivery systems around the world. Additionally, it will enable us to deliver comprehensive inpatient/outpatient EHR, and administrative practice management tools to our customers. The combined company will deliver a complete healthcare IT enterprise offering, including robust workflow, integrated advanced clinical applications for both doctor office and hospital environments, billing and scheduling management systems and decisions support and image storage.

Q: Are communications going to our customers?

Yes, customers are being contacted about this transaction. However, until the transaction closes, the companies will preserve the “business as usual” environment. Even as work begins on the plans for post-closing integration, it is important to realize that the transaction is not effective until the actual closing.

Q: Does the transaction require approval from both IDX and GE shareholders? Have dates already been set?

The transaction will have to be approved by IDX shareholders and a shareholder meeting will take place as soon as practicable after regulatory approval. We expect a closing in early 2006.

Q: When do you expect the transaction to close?

The transaction is expected to close in early 2006.

Q: Will there be regulatory or legislative hurdles to completing the transaction?

The transaction will have to receive the customary regulatory approvals, including pre-merger clearance under the Hart-Scott-Rodino Act.

Q: How will we integrate? When will integration begin?

An integration team will be formed, including representatives from GE Healthcare and IDX. Together, the team will develop an integration plan and the leadership teams will closely monitor progress. We anticipate an integration leader to be named shortly.

Q: What are the key things I should keep in mind regarding the deal?

There are four key points to think about:

• Until the deal closes, it is business as usual.

• Once the transaction has closed, GE Healthcare will be a leading global healthcare IT company, with comprehensive inpatient / outpatient EHR, and administrative practice management tools. The combined company will deliver a complete healthcare IT enterprise offering.

• IDX, and their products, are trusted names for healthcare providers, and those innovative products will continue to be valued by GE Healthcare.

• Customers will continue to get the attention and focus on their specific requirements, just as they have in the past from GE Healthcare and IDX.

Q: What should be my priority and focus over the next 30 days? Do I still continue to work on my IDX goals?

Until the closing of the merger transaction, IDX will operate as an independent public company. IDX management and employees must continue to pursue all of their goals as if the transaction had not been entered into.

Q: Who do we make sure that this process does not become a distraction from the daily operation of our business.

Until the transaction closes, IDX and GE Healthcare remain separate operating companies and the teams should conduct business as usual by driving towards their individual business objectives.