~~Table~~UNITED ofSTATES ~~Contents~~

~~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~~PURSUANT ofTO ~~report~~SECTION ~~(Date~~13 ofOR ~~earliest event reported~~15(D): ~~January 31,~~OF ~~2005~~

~~ACCREDO~~THE ~~HEALTH,~~SECURITIES ~~INCORPORATED~~ EXCHANGE ACT OF 1934

~~(Exact~~Date ~~Name~~of report (Date of ~~Registrant~~earliest asevent ~~Specified~~reported): inFebruary ~~Its~~23, ~~Charter)~~2005

~~Delaware~~ ACCREDO HEALTH, INCORPORATED

(~~State~~Exact orName ~~Other~~of ~~Jurisdiction~~Registrant ofas ~~Incorporation~~Specified in Its Charter)

000-25769		62-1642871
(Commission File Number)		(IRS Employer Identification No.)

Delaware

1640 Century Center Pkway, Suite 101, Memphis, Tennessee		38134
(Address of Principal Executive Offices)		(Zip Code)

(State or Other Jurisdiction of Incorporation)

(901) 385-3688


000-25769		62-1642871
(Commission File Number)		(IRS Employer Identification No.)

1640 Century Center Pkway, Suite 101, Memphis, Tennessee		38134
(Address of Principal Executive Offices)		(Zip Code)

(~~Registrant’s Telephone Number, Including Area Code~~901) 385-3688

~~N/A~~ (Registrant’s Telephone Number, Including Area Code)

~~(Former~~N/A ~~Name or Former Address, if Changed Since Last Report)~~

~~Check~~(Former ~~the~~Name ~~appropriate~~or ~~box~~Former ~~below~~Address, if ~~the~~Changed ~~Form~~Since ~~8-K~~Last ~~filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below~~Report):

oCheck ~~Written~~the ~~communications~~appropriate ~~pursuant~~box below if the Form 8-K filing is intended to ~~Rule~~simultaneously ~~425~~satisfy the filing obligation of the registrant under any of the ~~Securities~~following ~~Act~~provisions (17see ~~CFR~~General ~~230~~Instruction A.~~425~~2. below):

o¨ ~~Soliciting~~Written ~~material~~communications pursuant to Rule ~~14a-12~~425 under the ~~Exchange~~Securities Act (17 CFR ~~240~~230.~~14a-12~~425)

ox ~~Pre-commencement~~Soliciting ~~communications~~material pursuant to Rule ~~14d~~14a-~~2(b)~~12 under the Exchange Act (17 CFR 240.~~14d~~14a-~~2(b~~12))

o¨ Pre-commencement communications pursuant to Rule ~~13e~~14d-42(cb) under the Exchange Act (17 CFR 240.~~13e~~14d-42(cb))

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

	Item 2.02 Results of Operations and Financial Condition.
	Item 9.01 Financial Statements and Exhibits.
SIGNATURES
EXHIBIT INDEX
EX-99.1 PRESS RELEASE DATED JANUARY 31, 2005

Item 8.01 Other Events.

~~Table~~On February 23, 2005, Accredo Health, Incorporated (“Accredo”) and Medco Health Solutions, Inc. (“Medco”) issued a joint press release announcing the execution of ~~Contents~~an Agreement and Plan of Merger among Accredo, Medco and Raptor Merger Sub, Inc. The press release is attached as Exhibit 99.1 and is incorporated herein by reference.

~~Item~~In 2connection with the proposed transaction, Medco intends to file a registration statement, including a proxy statement of Accredo Health, Incorporated and other materials with the Securities and Exchange Commission (SEC).02 ~~Results~~Investors are urged to read the registration statement and other materials when they are available because they contain important information. Investors will be able to obtain free copies of ~~Operations~~the registration statement and ~~Financial~~proxy ~~Condition~~statement, when they become available, as well as other filings containing information about Medco and Accredo, at the SEC’s Internet site (http://www.sec.gov). These documents also may be accessed and downloaded for free from Medco’s Investor Relations Web site, www.medco.com, or obtained for free by directing a request to Medco Health Solutions, Inc. Investor Relations Department, 100 Parson Pond Drive, F1-6, Franklin Lakes, NJ, 07417. Copies of Accredo’s filings may be accessed and downloaded for free at Accredo’s Investor Relations Web site, www.accredohealth.net, or obtained for free by directing a request to Accredo Health, Incorporated Investor Relations, 1640 Century Center Parkway, Memphis, TN, 38134.

~~On January 31~~Medco, ~~2005,~~ Accredo ~~Health,~~and their ~~Incorporated~~respective (directors and executive officers and other members of management and employees may be deemed to be participants in the ~~“Company”)~~solicitation ~~issued~~of aproxies ~~press~~from ~~release~~Accredo stockholders in respect of the proposed transaction. Information regarding ~~reporting~~Medco’s ondirectors ~~its~~and ~~financial~~executive ~~results~~officers is available in Medco’s proxy statement for ~~the~~its ~~quarter~~2004 ~~ended~~annual ~~December 31~~meeting of stockholders, dated March 19, 2004., Aand ~~copy~~information ofregarding ~~that~~Accredo’s ~~press release~~directors and executive officers is ~~furnished~~available ~~with~~in Accredo’s ~~this~~proxy ~~Current~~statement, ~~Report~~dated onOct. ~~Form~~19, ~~8-K~~2004, asfor ~~Exhibit 99~~its 2004 annual meeting of stockholders.1 Additional information regarding the interests of such potential participants will be included in the registration and isproxy ~~incorporated~~statement and the other ~~herein~~relevant bydocuments ~~reference~~filed with the SEC when they become available.

~~The~~Item ~~information included or incorporated in this report, including Exhibit 99~~9.~~1, is being~~01 ~~furnished~~Financial toStatements ~~the Securities~~ and Exchange Commission and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filingExhibits.

Item 9.01 Financial Statements and Exhibits.


(c)	Exhibits.

	Exhibit 99.1	Joint Press Release, dated February 23, 2005.

~~(c) Exhibits.~~ SIGNATURES

~~Exhibit~~Pursuant ~~99.1~~to the ~~Press~~requirements ~~release,~~of ~~dated~~the ~~January~~Securities ~~31,~~Exchange ~~2005,~~Act ~~announcing~~of 1934, the ~~Company’s~~registrant ~~financial~~has ~~results~~duly ~~for~~caused ~~the~~this ~~quarter~~report ~~ended~~to ~~December~~be ~~31,~~signed ~~2004~~on its behalf by the undersigned hereunto duly authorized.

~~Table~~Accredo ofHealth, ~~Contents~~Incorporated By: /s/ Joel R. Kimbrough Joel R. Kimbrough Chief Financial Officer

~~SIGNATURES~~Dated: February 23, 2005

~~Pursuant~~EXHIBIT toINDEX ~~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.~~

~~Accredo~~Exhibit ~~Health,~~99.1 ~~Incorporated~~Joint ~~By:~~Press ~~/s/ Thomas W. Bell~~Release, ~~Jr.~~dated ~~Thomas~~February ~~W. Bell~~23, Jr2005. ~~Senior Vice President and General Counsel~~

Dated: January 31, 2005

EXHIBIT INDEX

Exhibit 99.1 Press release, dated January 31, 2005, announcing the Company’s financial results for the quarter ended December 31, 2004.

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