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:            November 13,1997  (October 29, 1997)




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




           Delaware                       1-10315              63-0860407
      ------------------                 ---------            ------------
        (State or Other                 (Commission         (I.R.S. Employer
 Jurisdiction of Incorporation         File Number)        Identification No.)
       or Organization)


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



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




<PAGE>



Item 2.   ACQUISITION OR DISPOSITION OF ASSETS


     Effective October 29, 1997, HEALTHSOUTH Corporation, a Delaware corporation
(the  "Company"),   through  its  wholly-owned   subsidiary,   Reid  Acquisition
Corporation,   a  Delaware   corporation  (the   "Subsidiary"),   completed  the
acquisition  of  Horizon/CMS  Healthcare  Corporation,  a  Delaware  corporation
("Horizon/CMS"),  through a merger of the Subsidiary with and into  Horizon/CMS.
As  contemplated  by the terms of the Plan and  Agreement of Merger by and among
the parties, as amended, Horizon/CMS is the surviving corporation in the merger,
and is wholly owned by the Company. Horizon/CMS stockholders received 0.84338 of
a share of Common Stock, par value $.01 per share, of the Company for each share
of the Common Stock,  par value $.001 per share,  of  Horizon/CMS  held by them.
Based on the  price  of  HEALTHSOUTH  Common  Stock  on the  last  business  day
preceding  the effective  date of the merger,  the exchange  ratio  represents a
value of $21.51 per share to  Horizon/CMS's  stockholders.  The  transaction was
accounted  for as a  purchase  and had an  approximate  value of $1.65  billion,
including the assumption of debt.



Item 7.   FINANCIAL STATEMENTS AND EXHIBITS


     (a) Financial Statements of Businesses Acquired.

     The required audited  consolidated  financial  statements of Horizon/CMS at
May 31, 1997 and 1996,  and for each of the three years in the period  ended May
31, 1997,  were filed with  Horizon/CMS's  Annual Report on Form 10K/A Amendment
No. 1 for the fiscal year ended May 31, 1997, and are hereby incorporated herein
by  reference.  The required  unaudited  consolidated  financial  statements  of
Horizon/CMS at August 31, 1997,  and for the period then ended,  were filed with
Horizon/CMS's  Quarterly  Report on Form 10-Q for the quarter  ended  August 31,
1997, and are hereby incorporated herein by reference.

     (b) Pro Forma Financial Information.

     The required pro forma consolidated  financial  information is as set forth
under the description "SELECTED PRO FORMA FINANCIAL INFORMATION" beginning on p.
57 of the  Company's  Registration  Statement on Form S-4 (Reg.  No.  333-36419)
dated September 25, 1997, and is hereby incorporated herein by reference.


                                      - 2 -

<PAGE>




     (c) Exhibits.

          (2)  Plan and  Agreement of Merger,  dated as of February 17, 1997, as
               amended, by and among HEALTHSOUTH  Corporation,  Reid Acquisition
               Corporation  and  Horizon/CMS  Healthcare  Corporation,  filed as
               Annex  A to  the  Prospectus  forming  a part  of  the  Company's
               Registration Statement on Form S-4 (Reg. No. 333-36419), as filed
               with the Commission on September 25, 1997, is hereby incorporated
               herein by reference.

          (23-1) Consent of Arthur Andersen LLP.

          (23-2) Consent of Ernst & Young LLP.

     THE REGISTRANT UNDERTAKES TO FURNISH  SUPPLEMENTALLY TO THE COMMISSION UPON
REQUEST A COPY OF ANY EXHIBIT TO THE PLAN AND AGREEMENT OF MERGER,  INCORPORATED
BY REFERENCE HEREIN AS EXHIBIT (2).

                                      - 3 -

<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.

Date: November 13, 1997


                                                   HEALTHSOUTH Corporation


                                                   By /s/   William W. Horton
                                                     --------------------------
                                                            William W. Horton
                                                          Senior Vice President
                                                           and Corporate Counsel




                                      - 4 -
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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:            November 13,1997  (October 29, 1997)

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

           Delaware                       1-10315              63-0860407
      ------------------                 ---------            ------------
        (State or Other                 (Commission         (I.R.S. Employer
 Jurisdiction of Incorporation         File Number)        Identification No.)
       or Organization)

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

 Registrant's Telephone Number,                                (205) 967-7116
      Including Area Code:
Item 2.   ACQUISITION OR DISPOSITION OF ASSETS

     Effective October 29, 1997, HEALTHSOUTH Corporation, a Delaware corporation
(the  "Company"),   through  its  wholly-owned   subsidiary,   Reid  Acquisition
Corporation,   a  Delaware   corporation  (the   "Subsidiary"),   completed  the
acquisition  of  Horizon/CMS  Healthcare  Corporation,  a  Delaware  corporation
("Horizon/CMS"),  through a merger of the Subsidiary with and into  Horizon/CMS.
As  contemplated  by the terms of the Plan and  Agreement of Merger by and among
the parties, as amended, Horizon/CMS is the surviving corporation in the merger,
and is wholly owned by the Company. Horizon/CMS stockholders received 0.84338 of
a share of Common Stock, par value $.01 per share, of the Company for each share
of the Common Stock,  par value $.001 per share,  of  Horizon/CMS  held by them.
Based on the  price  of  HEALTHSOUTH  Common  Stock  on the  last  business  day
preceding  the effective  date of the merger,  the exchange  ratio  represents a
value of $21.51 per share to  Horizon/CMS's  stockholders.  The  transaction was
accounted  for as a  purchase  and had an  approximate  value of $1.65  billion,
including the assumption of debt.

Item 7.   FINANCIAL STATEMENTS AND EXHIBITS

     (a) Financial Statements of Businesses Acquired.

     The required audited  consolidated  financial  statements of Horizon/CMS at
May 31, 1997 and 1996,  and for each of the three years in the period  ended May
31, 1997,  were filed with  Horizon/CMS's  Annual Report on Form 10K/A Amendment
No. 1 for the fiscal year ended May 31, 1997, and are hereby incorporated herein
by  reference.  The required  unaudited  consolidated  financial  statements  of
Horizon/CMS at August 31, 1997,  and for the period then ended,  were filed with
Horizon/CMS's  Quarterly  Report on Form 10-Q for the quarter  ended  August 31,
1997, and are hereby incorporated herein by reference.

     (b) Pro Forma Financial Information.

     The required pro forma consolidated  financial  information is as set forth
under the description "SELECTED PRO FORMA FINANCIAL INFORMATION" beginning on p.
57 of the  Company's  Registration  Statement on Form S-4 (Reg.  No.  333-36419)
dated September 25, 1997, and is hereby incorporated herein by reference.

                                      - 2 -
(c) Exhibits.

          (2)  Plan and  Agreement of Merger,  dated as of February 17, 1997, as
               amended, by and among HEALTHSOUTH  Corporation,  Reid Acquisition
               Corporation  and  Horizon/CMS  Healthcare  Corporation,  filed as
               Annex  A to  the  Prospectus  forming  a part  of  the  Company's
               Registration Statement on Form S-4 (Reg. No. 333-36419), as filed
               with the Commission on September 25, 1997, is hereby incorporated
               herein by reference.

          (23-1) Consent of Arthur Andersen LLP.

          (23-2) Consent of Ernst & Young LLP.

     THE REGISTRANT UNDERTAKES TO FURNISH  SUPPLEMENTALLY TO THE COMMISSION UPON
REQUEST A COPY OF ANY EXHIBIT TO THE PLAN AND AGREEMENT OF MERGER,  INCORPORATED
BY REFERENCE HEREIN AS EXHIBIT (2).

                                      - 3 -
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.

Date: November 13, 1997

                                                   HEALTHSOUTH Corporation

                                                   By /s/   William W. Horton
                                                     --------------------------
                                                            William W. Horton
                                                          Senior Vice President
                                                           and Corporate Counsel

                                      - 4 -