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

May 15, 2007

Date of Report (Date of earliest event reported)

HLTH CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	0-24975	94-3236644
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

669 River Drive, Center 2
Elmwood Park, New Jersey 07407-1361

(Address of principal executive offices, including zip code)

(201) 703-3400

(Registrant’s telephone number, including area code)

EMDEON CORPORATION

(Former name or 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):

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

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

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

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

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Changes in Fiscal Year.

     Effective May 15, 2007, the Registrant changed its name from Emdeon Corporation to HLTH Corporation. The ticker symbol for the Registrant’s Common Stock, which is listed on the Nasdaq Global Select Market, remains HLTH. In connection with the name change, the CUSIP number for the Registrant’s Common Stock is changing to: 40422Y 101. Stockholders are not required to exchange currently outstanding stock certificates for new stock certificates.

     As permitted by Section 253 of the General Corporation Law of the State of Delaware, the name change was implemented by filing a Certificate of Ownership and Merger with the Secretary of State of Delaware, causing HLTH Corporation (a wholly owned subsidiary of the Registrant formed solely for the purpose of implementing the name change) to be merged with and into the Registrant, which was the surviving corporation in that merger. That filing, a copy of which is filed as Exhibit 3.1 to this Current Report, amended the Registrant’s Eleventh Amended and Restated Certificate of Incorporation to change the Registrant’s name to HLTH Corporation.

     As previously disclosed, the Registrant agreed to change its name in connection with the sale of a 52% interest in its Emdeon Business Services segment to an affiliate of General Atlantic LLC completed in November 2006. Emdeon Business Services owns and continues to use the Emdeon name and related trademarks.

Item 9.01. Financial Statements and Exhibits.

(d)	Exhibits
	The following exhibit is filed herewith:

3.1 Certificate of Ownership and Merger Amending the Registrant’s Eleventh Amended and Restated Certificate of Incorporation to Change the Registrant’s Name to HLTH Corporation

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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 thereunto duly authorized.

                              HLTH CORPORATION

Dated: May 21, 2007	By:	/s/ Lewis H. Leicher
		Lewis H. Leicher
		Senior Vice President

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EXHIBIT INDEX

Exhibit
Number	Description
3.1	Certificate of Ownership and Merger Amending the Registrant’s Eleventh Amended and Restated Certificate of Incorporation to Change the Registrant’s Name to HLTH Corporation

EX-3.1

EXHIBIT 3.1

CERTIFICATE OF OWNERSHIP AND MERGER

MERGING

HLTH CORPORATION

WITH AND INTO

EMDEON CORPORATION

Pursuant to Section 253 of the
General Corporation Law of the State of Delaware

     Emdeon Corporation, a Delaware corporation (the “Company”), does hereby certify to the following facts relating to the merger (the “Merger”) of HLTH Corporation, a Delaware corporation (the “Subsidiary”), with and into the Company, with the Company remaining as the surviving corporation under the name of HLTH Corporation:

     FIRST: The Company is incorporated pursuant to the General Corporation Law of the State of Delaware (the “DGCL”). The Subsidiary is incorporated pursuant to the DGCL.

     SECOND: The Company owns all of the outstanding shares of each class of capital stock of the Subsidiary.

     THIRD: The Board of Directors of the Company, by the following resolutions duly adopted on April 26, 2007, determined to merge the Subsidiary with and into the Company pursuant to Section 253 of the DGCL:

     WHEREAS, Emdeon Corporation, a Delaware corporation (the “Company”), owns all of the outstanding shares of the capital stock of HLTH Corporation, a Delaware corporation (“Subsidiary”); and

     WHEREAS, the Board of Directors of the Company has deemed it advisable that the Subsidiary be merged with and into the Company pursuant to Section 253 of the General Corporation Law of the State of Delaware;

     NOW, THEREFORE, BE IT AND IT HEREBY IS

     RESOLVED, that the Subsidiary be merged with and into the Company (the “Merger”); and it is further

     RESOLVED, that by virtue of the Merger and without any action on the part of the holder thereof, each then outstanding share of common stock of the Company shall remain unchanged and continue to remain outstanding as one share of common stock of the Company, held by the person who was the holder of such share of common stock of the Company immediately prior to the Merger; and it is further

     RESOLVED, that by virtue of the Merger and without any action on the part of the holder thereof, each then outstanding share of common stock of the Subsidiary shall be cancelled and no consideration shall be issued in respect thereof; and it is further

     RESOLVED, that the certificate of incorporation of the Company as in effect immediately prior to the effective time of the Merger shall be the certificate of incorporation of the surviving corporation, except that Article I thereof shall be amended to read in its entirety as follows:

Article I

     The name of this corporation is HLTH Corporation.

     RESOLVED, that the proper officers of the Company be and they hereby are authorized and directed to make, execute and acknowledge, in the name and under the corporate seal of the Company, a certificate of ownership and merger for the purpose of effecting the Merger and to file the same in the office of the Secretary of State of the State of Delaware, and to do all other acts and things that may be necessary to carry out and effectuate the purpose and intent of the resolutions relating to the Merger.

     FOURTH: The Company shall be the surviving corporation of the Merger.

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     FIFTH: The certificate of incorporation of the Company as in effect immediately prior to the effective time of the Merger shall be the certificate of incorporation of the surviving corporation, except that Article I thereof shall be amended to read in its entirety as follows:

Article I

     The name of this corporation is HLTH Corporation.

     IN WITNESS WHEREOF, the Company has caused this Certificate of Ownership and Merger to be executed by its duly authorized officer this 15th day of May, 2007.

EMDEON CORPORATION
By:	/s/ Lewis H. Leicher
	Name:	Lewis H. Leicher
	Office: Senior Vice President, Assistant             General Counsel & Assistant Secretary

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