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): July 6, 2005 (June 29, 2005)


                            HEALTHSOUTH Corporation
                            -----------------------
             (Exact Name of Registrant as Specified in its Charter)

                                    Delaware
                                    --------
                 (State or Other Jurisdiction of Incorporation)

           1-10315                                        63-0860407
           -------                                        ----------
   (Commission File Number)                    (IRS Employer Identification No.)


               One HEALTHSOUTH Parkway, Birmingham, Alabama 35243
               --------------------------------------------------
          (Address of Principal Executive Offices, Including Zip Code)


                                 (205) 967-7116
                                 --------------
              (Registrant's Telephone Number, Including Area Code)


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:

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

[ ]      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))


<PAGE>


ITEM 5.02.  Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.

         On July 1, 2005, HEALTHSOUTH Corporation (the "Company") issued a
press release, a copy of which is attached hereto as Exhibit 99 and
incorporated herein by reference, announcing the election of Mr. L. Edward Shaw
Jr., 60, and Mr. Donald L. Correll, 54, to the Board of Directors and the
Special Committee of the Board of Directors of the Company, effective June 29,
2005.

         Mr. Shaw has served as Of Counsel in the New York office of Gibson,
Dunn & Crutcher since 2003. From 1999 to 2003, Mr. Shaw served as Executive
Vice President and General Counsel and as a member of the Office of the
Chairman at Aetna Inc. From 1996 to 1999, Mr. Shaw served as Chief Corporate
Officer for North America at National Westminster Bank. Prior to joining
National Westminster Bank, Mr. Shaw served as Executive Vice President and
General Counsel of Chase Manhattan Bank, which he joined in 1983. Mr. Shaw
received his Bachelor of Arts degree from Georgetown University and his Juris
Doctor degree from Yale Law School. Mr. Shaw currently serves as Independent
Consultant to the Board of Directors of the NYSE. In addition, he serves as a
Director of the Mine Safety Appliances Company.

         Mr. Correll has served as the President and Chief Executive Officer of
Pennichuck Corporation since August 2003. From 1991 to 2001, Mr. Correll served
as Chairman, Chief Executive Officer and President of United Water Resources,
then one of the largest investor owned water utilities in the United States,
until its sale to Suez Lyonnaise des Eaux, an international provider of water
and wastewater services. Mr. Correll currently serves as Commissioner of the
New Jersey Water Supply Authority. Mr. Correll, a certified public accountant,
received his Bachelor of Science degree from The Pennsylvania State University
and a Masters in Business Administration degree from New York University
Graduate School of Business. Mr. Correll also serves as a Director of
Interchange Financial Services Corporation.

         Since January 1, 2004, there have been no transactions or proposed
transactions to which the Company or any of its subsidiaries was or is to be a
party in which Mr. Shaw or Mr. Correll had or is to have a direct or indirect
material interest.

ITEM 9.01.  Financial Statements and Exhibits.

(c) Exhibits.

See Exhibit Index.

<PAGE>


                                   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.

                                       HEALTHSOUTH CORPORATION


                                       By:    /s/ Gregory L. Doody
                                           ------------------------------------
                                           Name:  Gregory L. Doody
                                           Title: Executive Vice President,
                                                  General Counsel and Secretary


Dated: July 6, 2005


<PAGE>

                                 EXHIBIT INDEX

Exhibit No.                       Description
-----------                       -----------

   99                  Press Release of HEALTHSOUTH Corporation dated as of
                       July 1, 2005.
[{"type": "8-K", "sequence": "1", "filename": "wil420188.txt", "secsgml_size_bytes": 5365}]
{"company-data": {"conformed-name": "HEALTHSOUTH CORP", "cik": "0000785161", "assigned-sic": "8093", "irs-number": "630860407", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-14940", "film-number": "05939355"}, "business-address": {"street1": "ONE HEALTHSOUTH PKWY", "street2": "STE 224W", "city": "BIRMINGHAM", "state": "AL", "zip": "35243", "phone": "2059677116"}, "mail-address": {"street1": "ONE HEALTHSOUTH PARKWAY", "city": "BIRMINGHAM", "state": "AL", "zip": "35243"}, "former-company": {"former-conformed-name": "HEALTHSOUTH REHABILITATION CORP", "date-changed": "19920703"}}
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): July 6, 2005 (June 29, 2005)

                            HEALTHSOUTH Corporation
                            -----------------------
             (Exact Name of Registrant as Specified in its Charter)

                                    Delaware
                                    --------
                 (State or Other Jurisdiction of Incorporation)

           1-10315                                        63-0860407
           -------                                        ----------
   (Commission File Number)                    (IRS Employer Identification No.)

               One HEALTHSOUTH Parkway, Birmingham, Alabama 35243
               --------------------------------------------------
          (Address of Principal Executive Offices, Including Zip Code)

                                 (205) 967-7116
                                 --------------
              (Registrant's Telephone Number, Including Area Code)

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:

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

[ ]      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 5.02.  Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.

         On July 1, 2005, HEALTHSOUTH Corporation (the "Company") issued a
press release, a copy of which is attached hereto as Exhibit 99 and
incorporated herein by reference, announcing the election of Mr. L. Edward Shaw
Jr., 60, and Mr. Donald L. Correll, 54, to the Board of Directors and the
Special Committee of the Board of Directors of the Company, effective June 29,
2005.

         Mr. Shaw has served as Of Counsel in the New York office of Gibson,
Dunn & Crutcher since 2003. From 1999 to 2003, Mr. Shaw served as Executive
Vice President and General Counsel and as a member of the Office of the
Chairman at Aetna Inc. From 1996 to 1999, Mr. Shaw served as Chief Corporate
Officer for North America at National Westminster Bank. Prior to joining
National Westminster Bank, Mr. Shaw served as Executive Vice President and
General Counsel of Chase Manhattan Bank, which he joined in 1983. Mr. Shaw
received his Bachelor of Arts degree from Georgetown University and his Juris
Doctor degree from Yale Law School. Mr. Shaw currently serves as Independent
Consultant to the Board of Directors of the NYSE. In addition, he serves as a
Director of the Mine Safety Appliances Company.

         Mr. Correll has served as the President and Chief Executive Officer of
Pennichuck Corporation since August 2003. From 1991 to 2001, Mr. Correll served
as Chairman, Chief Executive Officer and President of United Water Resources,
then one of the largest investor owned water utilities in the United States,
until its sale to Suez Lyonnaise des Eaux, an international provider of water
and wastewater services. Mr. Correll currently serves as Commissioner of the
New Jersey Water Supply Authority. Mr. Correll, a certified public accountant,
received his Bachelor of Science degree from The Pennsylvania State University
and a Masters in Business Administration degree from New York University
Graduate School of Business. Mr. Correll also serves as a Director of
Interchange Financial Services Corporation.

         Since January 1, 2004, there have been no transactions or proposed
transactions to which the Company or any of its subsidiaries was or is to be a
party in which Mr. Shaw or Mr. Correll had or is to have a direct or indirect
material interest.

ITEM 9.01.  Financial Statements and Exhibits.

(c) Exhibits.

See Exhibit Index.
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.

                                       HEALTHSOUTH CORPORATION

                                       By:    /s/ Gregory L. Doody
                                           ------------------------------------
                                           Name:  Gregory L. Doody
                                           Title: Executive Vice President,
                                                  General Counsel and Secretary

Dated: July 6, 2005
EXHIBIT INDEX

Exhibit No.                       Description
-----------                       -----------

   99                  Press Release of HEALTHSOUTH Corporation dated as of
                       July 1, 2005.