8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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) December 15, 2006

CorVel Corporation

(Exact Name of Registrant as Specified in Its Charter)

Delaware
(State or Other Jurisdiction of Incorporation)

0-19291	33-0282651
(Commission File Number)	(IRS Employer Identification No.)

2010 Main Street, Suite 600, Irvine, California	92614
(Address of Principal Executive Offices)	(Zip Code)

(949) 851-1473
(Registrant’s Telephone Number, Including Area Code)

N/A
(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:

     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))

TABLE OF CONTENTS

	Item 1.01 Entry into a Material Definitive Agreement
	Item 2.03. Creation of a Direct Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
	Item 9.01 Financial Statements and Exhibits
SIGNATURES
EXHIBIT INDEX
EXHIBIT 99.1

Item 1.01 Entry into a Material Definitive Agreement

     On December 15, 2006, CorVel EnterpriseComp, Inc., a wholly-owned subsidiary of CorVel Corporation (the “Company”), entered into an Asset Purchase Agreement with Hazelrigg Risk Management Services, Inc. and its affiliated companies, Comp Care, Inc. and Medical Auditing Services, Inc. (collectively, the “Sellers”), and Arlene Hazelrigg, the individual shareholder of the Sellers, pursuant to which the Company’s subsidiary has agreed to acquire all of the assets and goodwill of the Sellers, other than certain excluded assets, and to assume certain contract obligations of Sellers, for an initial cash payment of $12 million to the Sellers and Ms. Hazelrigg, (the “Acquisition”). The Sellers also have the potential to receive up to an additional $2.5 million in a cash earnout based upon the revenue collected by the Sellers’ business during the one-year period after consummation of the Acquisition, which earnout may be accelerated based upon the occurrence of certain post-Acquisition events. The Company expects that the Acquisition will be completed during the fiscal quarter ending March 31, 2007, subject to the satisfaction or waiver of certain conditions, which, if not met, may give rise to a right to terminate the Asset Purchase Agreement. This description of the Asset Purchase Agreement and the related transactions is qualified in its entirety by reference to the definitive Asset Purchase Agreement, a copy of which will be attached to the Company’s Form 10-Q for the fiscal quarter ending December 31, 2006.

     On December 20, 2006, the Company issued a press release announcing the transaction described above, a copy of which is attached hereto as Exhibit 99.1.

     The Company expects to finance the consideration for the transaction described above using available cash on hand. There are no material relationships between the Sellers, or Ms. Hazelrigg, and the Company, or any of its affiliates, other than the Company recently began bill review services for the Sellers which generated an immaterial amount of revenue for the Company for the quarter ending December 31, 2006.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

     This report contains forward-looking statements. Forward-looking statements can often be identified by words such as “anticipates,” “expects,” “intends,” “plans,” “predicts,” “believes,” “seeks,” “estimates,” “may,” “will,” “should,” “would,” “could,” “potential,” “continue,” “ongoing,” similar expressions, and variations or negatives of these words. These forward-looking statements are based on the Company’s current expectations, estimates and projections about its industry, management’s beliefs, and certain assumptions made by the Company, all of which are subject to change. These forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause the Company’s actual results to differ materially and adversely from those expressed in any forward-looking statement.

     The risks and uncertainties referred to above include, but are not limited to, risks associated with the Company’s ability to consummate the Acquisition, the Company’s ability to retain the Sellers’ existing customers and to market the Sellers’ services to new customers, the speed, quality and cost of the Company’s efforts to integrate the Sellers’ business with the Company’s business, and the Company’s ability to retain and motivate the Sellers’ employees and consultants. Further information on potential factors that could affect the Company’s financial results is included in the Company’s annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K filed with the Securities and Exchange Commission. The forward-looking statements in this report speak only as of the date they are made. The Company undertakes no obligation to revise or update publicly any forward-looking statement for any reason.

Item 2.03. Creation of a Direct Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

     The information disclosed in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.

Item 9.01 Financial Statements and Exhibits

     (d) Exhibits

The following exhibit is filed herewith:

Exhibit Number	Description
99.1	Press release dated December 20, 2006

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SIGNATURES

     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.

CorVel Corporation
By:	/s/ V. Gordon Clemons
	V. Gordon Clemons
	Chairman of the Board and Chief Executive Officer

Dated: December 20, 2006

3

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press release dated December 20, 2006

4

EX-99.1

EXHIBIT 99.1

NEWS RELEASE

Date: December 20, 2006	CorVel Corporation 2010 Main Street Suite 600 Irvine, CA 92614
FOR IMMEDIATE RELEASE	Contact: Heather Burnham Phone: 949-851-1473 http://www.corvel.com

CorVel Signs Agreement to Acquire Assets of Hazelrigg Risk Management Services

IRVINE, California, December 20, 2006 — CorVel Corporation (NASDAQ: CRVL) today announced the signing of an agreement to acquire the assets of Hazelrigg Risk Management Services, Inc. and its affiliated companies (HRMS). HRMS is a California based provider of integrated medical management, claims processing and technology services for workers’ compensation clients. The acquisition is expected to be completed during the fiscal quarter ending March 31, 2007. This acquisition would represent a substantial expansion of CorVel’s Enterprise Comp service offering in the Southern California marketplace.

Enterprise Comp is a fully integrated end-to-end claims management solution directed toward the self-insured market. CorVel’s solution proactively manages the entire episode of a workers’ compensation claim, providing improved return to work outcomes as cost effectively as possible.

CorVel is committed to providing innovative technology based healthcare management solutions to its insurer, third party administrator (TPA) and employer customers. The Enterprise Comp claims management process includes real time web based claim intake and medical triaging capabilities — including interpretive systems and sophisticated rules engines. This outcome-based solution offers online access to integrated care information, standardized medical treatments, claims and bill review data on CorVel’s healthcare management portal, www.caremc.com. The website stores integrated medical and claims information, allowing for more sophisticated analysis, reporting and benchmarking allowing Outcomes Managers and Claims Professionals to identify adverse trends in real time and institute corrective actions, reducing costs.

About CorVel
CorVel Corporation (http://www.corvel.com/) is a national provider of leading-edge services and solutions in the field of managed healthcare. CorVel specializes in applying information technology and e-commerce applications to improve healthcare management

in the workers’ compensation, group health, auto and disability management insurance markets. The Company provides networks of preferred providers, case management, utilization management, independent medical evaluations and medical bill review to customers nationwide. Leveraging its commitment to flexibility and personal service, CorVel delivers custom solutions for employers, insurers, third party administrators and government entities.

This press release contains forward-looking statements. Forward-looking statements can often be identified by words such as “anticipates,” “expects,” “intends,” “plans,” “predicts,” “believes,” “seeks,” “estimates,” “may,” “will,” “should,” “would,” “could,” “potential,” “continue,” “ongoing,” similar expressions, and variations or negatives of these words. These forward-looking statements are based on CorVel’s current expectations, estimates and projections about its industry, management’s beliefs, and certain assumptions made by CorVel, all of which are subject to change. These forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause CorVel’s actual results to differ materially and adversely from those expressed in any forward-looking statement.

The risks and uncertainties referred to above include, but are not limited to, risks associated with CorVel’s ability to consummate the acquisition described in this press release, CorVel’s ability to retain HRMS’s existing customers and to market HRMS’s services to new customers, the speed, quality and cost of CorVel’s efforts to integrate HRMS’s business with CorVel’s business, and CorVel’s ability to retain and motivate HRMS’s employees and consultants. Further information on potential factors that could affect CorVel’s financial results is included in CorVel’s annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K filed with the Securities and Exchange Commission. The forward-looking statements in this press release speak only as of the date they are made. CorVel undertakes no obligation to revise or update publicly any forward-looking statement for any reason.