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:  January 6, 2003


                             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,
        Including Area Code:                                   (205) 967-7116



<PAGE>



Item 5.  OTHER EVENTS AND REGULATION FD DISCLOSURE


         On January 6, 2003, HEALTHSOUTH Corporation issued a press release
announcing a realignment in responsibilities among its senior management team.
The text of that press release, which describes the changes, follows:

                                                           FOR IMMEDIATE RELEASE
                                                                 JANUARY 6, 2003

                 HEALTHSOUTH ANNOUNCES REALIGNMENT OF EXECUTIVE
                           MANAGEMENT RESPONSIBILITIES

         BIRMINGHAM, Alabama - HEALTHSOUTH Corporation (NYSE:HRC) today
         announced that it had made several changes in responsibilities among
         its senior management team. Effectively immediately, Richard M.
         Scrushy, Chairman of the Board of HEALTHSOUTH, will resume his role as
         Chief Executive Officer of the company, a position he held from the
         inception of the company until August 2002. William T. Owens, currently
         Chief Executive Officer of HEALTHSOUTH, will resume his prior duties as
         Chief Financial Officer, and current Chief Financial Officer Malcolm E.
         McVay will devote his full time to serving as Treasurer of the company,
         focusing on banking, capital markets and investor relations matters.
         Operating division presidents Patrick A. Foster, Larry D. Taylor and
         Daniel J. Riviere will continue in those positions and will report
         directly to Mr. Scrushy.

         "We have been carefully reviewing our management structure since we
         announced the suspension of plans to split off our surgery center
         division in October," said Scrushy. "Our Board of Directors and I
         believe that the changes we are announcing today will enable us to
         provide stronger and more effective leadership in the finance area in
         response to today's demanding environment."

         Scrushy continued, "Bill Owens served as Controller, Chief Financial
         Officer and Chief Operating Officer before becoming Chief Executive
         Officer in anticipation of the surgery center transaction. His
         extensive knowledge of both the financial and operational sides of our
         business will help us meet the challenges of maintaining a sound
         financial structure in these complex times. Tadd McVay is highly
         respected for his experience in the capital markets and investor
         relations areas, and we believe that is important to our company for
         him to focus his full attention on those aspects of our work. We are
         grateful to these two leaders for taking on these responsibilities, and
         I look forward to continuing my active involvement in both day-to-day
         management and long-term strategy as Chief Executive Officer, working
         with Bill, Tadd and our outstanding division presidents. In addition,
         we expect to make further announcements in the near future about new
         corporate governance initiatives aimed at strengthening HEALTHSOUTH's
         commitment to strong, effective board and management leadership."

         Owens added, "When Richard and the Board asked me to take over the
         Chief Financial Officer role again, I was honored to take on this new
         challenge. I have been involved in finance and accounting for
         HEALTHSOUTH for nearly 17 years, and I believe that this is the area in
         which I can make the greatest contribution to the continuing success of
         our company. Working as a team with


<PAGE>



         Richard Scrushy and Tadd McVay, I believe I can help make sure that we
         maintain a disciplined financial strategy, with strong internal
         controls and the level of disclosure that the market demands today."

         "In the current environment, our relationships with the capital markets
         and our investor base are vitally important, as is the strength of our
         balance sheet," said McVay. "In my role, I will focus my time on
         working with our bank group and the capital markets to ensure that we
         continue to have a capital structure that appropriately supports both
         our current operations and future growth, as well as continuing to
         strengthen our investor relations program. I am pleased to have the
         chance to concentrate on these areas, where I believe I can play a
         significant role for the future of HEALTHSOUTH."

         John S. Chamberlin, an independent member of HEALTHSOUTH's Board of
         Directors, stated, "The Board believes that the changes we have made
         today will strengthen HEALTHSOUTH and ensure that we have the best team
         in the best roles for the company's needs today. We have continued
         confidence in Richard Scrushy's leadership, and we believe it is
         important for him to step back into the Chief Executive Officer role.
         At the same time, we believe that the new positions for Bill Owens and
         Tadd McVay will allow them to give their full time to the areas where
         their strengths and knowledge can best serve the company, and we thank
         them for their willingness to take on these responsibilities."

         As previously announced, HEALTHSOUTH has engaged two nationally
         recognized search firms, The Directorship Search Group and Spencer
         Stuart, to assist it in identifying potential new independent
         candidates for the company's Board of Directors.

         HEALTHSOUTH is the nation's largest provider of outpatient surgery,
         diagnostic imaging and rehabilitative healthcare services, with
         approximately 1,800 locations in all 50 states, the United Kingdom,
         Australia, Puerto Rico, Saudi Arabia and Canada. HEALTHSOUTH can be
         found on the Web at www.healthsouth.com.
                             -------------------

         Statements contained in this press release which are not historical
         facts are forward-looking statements. Without limiting the generality
         of the preceding statement, all statements in this press release
         concerning or relating to estimated and projected earnings, margins,
         costs, expenditures, cash flows, growth rates and financial results are
         forward-looking statements. In addition, HEALTHSOUTH, through its
         senior management, may from time to time make forward-looking public
         statements concerning the matters described herein. Such
         forward-looking statements are necessarily estimates based upon current
         information, involve a number of risks and uncertainties and are made
         pursuant to the "safe harbor" provisions of the Private Securities
         Litigation Reform Act of 1995. HEALTHSOUTH's actual results may differ
         materially from the results anticipated in these forward-looking
         statements as a result of a variety of factors, including those
         identified in this press release and in the public filings made by
         HEALTHSOUTH with the Securities and Exchange Commission, including
         HEALTHSOUTH's Annual Report on Form 10-K for the year ended December
         31, 2001 and its Quarterly Reports on Form 10-Q, and forward-looking
         statements contained in this press release or in other public
         statements of HEALTHSOUTH or its senior management should be considered
         in light of


<PAGE>



         those factors. There can be no assurance that such factors or other
         factors will not affect the accuracy of such forward-looking
         statements.

                                      #####

                         FOR MORE INFORMATION, CONTACT:

                 INVESTOR RELATIONS: JASON BROWN, (205) 967-7116
               MEDIA: HEALTHSOUTH PUBLIC RELATIONS, (205) 969-7584


<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:    January 6, 2003.

                                        HEALTHSOUTH CORPORATION

                                        By      /s/  WILLIAM W. HORTON
                                           -------------------------------------
                                                   William W. Horton
                                                Executive Vice President
                                                  and Corporate Counsel
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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:  January 6, 2003

                             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,
        Including Area Code:                                   (205) 967-7116
Item 5.  OTHER EVENTS AND REGULATION FD DISCLOSURE

         On January 6, 2003, HEALTHSOUTH Corporation issued a press release
announcing a realignment in responsibilities among its senior management team.
The text of that press release, which describes the changes, follows:

                                                           FOR IMMEDIATE RELEASE
                                                                 JANUARY 6, 2003

                 HEALTHSOUTH ANNOUNCES REALIGNMENT OF EXECUTIVE
                           MANAGEMENT RESPONSIBILITIES

         BIRMINGHAM, Alabama - HEALTHSOUTH Corporation (NYSE:HRC) today
         announced that it had made several changes in responsibilities among
         its senior management team. Effectively immediately, Richard M.
         Scrushy, Chairman of the Board of HEALTHSOUTH, will resume his role as
         Chief Executive Officer of the company, a position he held from the
         inception of the company until August 2002. William T. Owens, currently
         Chief Executive Officer of HEALTHSOUTH, will resume his prior duties as
         Chief Financial Officer, and current Chief Financial Officer Malcolm E.
         McVay will devote his full time to serving as Treasurer of the company,
         focusing on banking, capital markets and investor relations matters.
         Operating division presidents Patrick A. Foster, Larry D. Taylor and
         Daniel J. Riviere will continue in those positions and will report
         directly to Mr. Scrushy.

         "We have been carefully reviewing our management structure since we
         announced the suspension of plans to split off our surgery center
         division in October," said Scrushy. "Our Board of Directors and I
         believe that the changes we are announcing today will enable us to
         provide stronger and more effective leadership in the finance area in
         response to today's demanding environment."

         Scrushy continued, "Bill Owens served as Controller, Chief Financial
         Officer and Chief Operating Officer before becoming Chief Executive
         Officer in anticipation of the surgery center transaction. His
         extensive knowledge of both the financial and operational sides of our
         business will help us meet the challenges of maintaining a sound
         financial structure in these complex times. Tadd McVay is highly
         respected for his experience in the capital markets and investor
         relations areas, and we believe that is important to our company for
         him to focus his full attention on those aspects of our work. We are
         grateful to these two leaders for taking on these responsibilities, and
         I look forward to continuing my active involvement in both day-to-day
         management and long-term strategy as Chief Executive Officer, working
         with Bill, Tadd and our outstanding division presidents. In addition,
         we expect to make further announcements in the near future about new
         corporate governance initiatives aimed at strengthening HEALTHSOUTH's
         commitment to strong, effective board and management leadership."

         Owens added, "When Richard and the Board asked me to take over the
         Chief Financial Officer role again, I was honored to take on this new
         challenge. I have been involved in finance and accounting for
         HEALTHSOUTH for nearly 17 years, and I believe that this is the area in
         which I can make the greatest contribution to the continuing success of
         our company. Working as a team with
Richard Scrushy and Tadd McVay, I believe I can help make sure that we
         maintain a disciplined financial strategy, with strong internal
         controls and the level of disclosure that the market demands today."

         "In the current environment, our relationships with the capital markets
         and our investor base are vitally important, as is the strength of our
         balance sheet," said McVay. "In my role, I will focus my time on
         working with our bank group and the capital markets to ensure that we
         continue to have a capital structure that appropriately supports both
         our current operations and future growth, as well as continuing to
         strengthen our investor relations program. I am pleased to have the
         chance to concentrate on these areas, where I believe I can play a
         significant role for the future of HEALTHSOUTH."

         John S. Chamberlin, an independent member of HEALTHSOUTH's Board of
         Directors, stated, "The Board believes that the changes we have made
         today will strengthen HEALTHSOUTH and ensure that we have the best team
         in the best roles for the company's needs today. We have continued
         confidence in Richard Scrushy's leadership, and we believe it is
         important for him to step back into the Chief Executive Officer role.
         At the same time, we believe that the new positions for Bill Owens and
         Tadd McVay will allow them to give their full time to the areas where
         their strengths and knowledge can best serve the company, and we thank
         them for their willingness to take on these responsibilities."

         As previously announced, HEALTHSOUTH has engaged two nationally
         recognized search firms, The Directorship Search Group and Spencer
         Stuart, to assist it in identifying potential new independent
         candidates for the company's Board of Directors.

         HEALTHSOUTH is the nation's largest provider of outpatient surgery,
         diagnostic imaging and rehabilitative healthcare services, with
         approximately 1,800 locations in all 50 states, the United Kingdom,
         Australia, Puerto Rico, Saudi Arabia and Canada. HEALTHSOUTH can be
         found on the Web at www.healthsouth.com.
                             -------------------

         Statements contained in this press release which are not historical
         facts are forward-looking statements. Without limiting the generality
         of the preceding statement, all statements in this press release
         concerning or relating to estimated and projected earnings, margins,
         costs, expenditures, cash flows, growth rates and financial results are
         forward-looking statements. In addition, HEALTHSOUTH, through its
         senior management, may from time to time make forward-looking public
         statements concerning the matters described herein. Such
         forward-looking statements are necessarily estimates based upon current
         information, involve a number of risks and uncertainties and are made
         pursuant to the "safe harbor" provisions of the Private Securities
         Litigation Reform Act of 1995. HEALTHSOUTH's actual results may differ
         materially from the results anticipated in these forward-looking
         statements as a result of a variety of factors, including those
         identified in this press release and in the public filings made by
         HEALTHSOUTH with the Securities and Exchange Commission, including
         HEALTHSOUTH's Annual Report on Form 10-K for the year ended December
         31, 2001 and its Quarterly Reports on Form 10-Q, and forward-looking
         statements contained in this press release or in other public
         statements of HEALTHSOUTH or its senior management should be considered
         in light of
those factors. There can be no assurance that such factors or other
         factors will not affect the accuracy of such forward-looking
         statements.

                                      #####

                         FOR MORE INFORMATION, CONTACT:

                 INVESTOR RELATIONS: JASON BROWN, (205) 967-7116
               MEDIA: HEALTHSOUTH PUBLIC RELATIONS, (205) 969-7584
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:    January 6, 2003.

                                        HEALTHSOUTH CORPORATION

                                        By      /s/  WILLIAM W. HORTON
                                           -------------------------------------
                                                   William W. Horton
                                                Executive Vice President
                                                  and Corporate Counsel