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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 30, 2013
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MOLINA HEALTHCARE, INC.
(Exact name of registrant as specified in its charter)

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Registrant’s telephone number, including area code: (562) 435-3666

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))

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Item 2.02.    Results of Operations and Financial Condition.

                      On October 30, 2013, Molina Healthcare, Inc. issued a press release announcing its financial results for the third quarter and nine months ended September 30, 2013. The full text of the press release is included as Exhibit 99.1 to this report. The information contained in the websites cited in the press release is not part of this report.

                      The information in this Form 8-K and the exhibit attached hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such a filing.

Item 9.01.    Financial Statements and Exhibits.

             (d)    Exhibits:

SIGNATURE

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.

EXHIBIT INDEX

Exhibit 99.1

Molina Healthcare Reports Third Quarter 2013 Results

LONG BEACH, Calif.--(BUSINESS WIRE)--October 30, 2013--Molina Healthcare, Inc. (NYSE:MOH):

• Net income per diluted share from continuing operations improved to $0.16 compared with a net loss of $0.01 per diluted share from continuing operations for the third quarter of 2012.
• Quarterly premium revenue rose to $1.6 billion, a 9% increase compared with the third quarter of 2012.
• Consolidated medical care ratio declined 380 basis points year over year to 87.3%.
• Nine of the Company’s health plans selected by state and federal agencies to offer certified Qualified Health Plans in the Health Insurance Marketplaces.
• Guidance revised to approximately $1.15 per diluted share from continuing operations for all of 2013.

Molina Healthcare, Inc. (NYSE:MOH) today reported its financial results for the third quarter and nine months ended September 30, 2013. Net income per diluted share from continuing operations was $0.16, an increase of $0.17 per diluted share from continuing operations over the third quarter of 2012. Net income for the third quarter of 2013 rose to $7.6 million, or $0.16 per diluted share, versus $3.4 million, or $0.07 per diluted share, for the third quarter of 2012.

“I am pleased with the third quarter results, particularly because medical margins increased at all but one of our health plans,” said J. Mario Molina, M.D., chief executive officer of Molina Healthcare, Inc. “We closed on our acquisitions in New Mexico and South Carolina, welcomed our first members in Illinois and launched qualified health plans for the health insurance marketplace in nine states. While our results were tempered by the cleanup of old claims in Texas and continued administrative investments associated with future growth, I remain optimistic about our future long-term prospects.”

Overview of Financial Results

Net income from continuing operations for the third quarter of 2013 increased when compared with the third quarter of 2012 as a result of higher medical margins. Those medical margins were partially offset by increased administrative expense related to the Company’s preparations for significant membership growth expected in 2014.

Premium revenue for the third quarter of 2013 increased 9% over the third quarter of 2012, due to a 5% increase in enrollment and a 4% increase in revenue per member per month (PMPM).

The Company’s consolidated medical care ratio decreased to 87.3% in the third quarter of 2013 from 91.1% in the third quarter of 2012. The decline in the consolidated medical care ratio was the result of improved operating results at all but one of the Company’s health plans. Medical care ratios decreased in eight of the Company’s nine health plans, while medical margin (measured as the excess of premium revenue over medical care costs) increased in the same eight of nine health plans.

General and administrative expenses increased to 10.4% of revenue in the third quarter of 2013 from 8.2% in the third quarter of 2012, primarily due to higher costs incurred as a result of the Company’s preparations for significant membership growth in 2014 in connection with the Affordable Care Act. Increased administrative expense related to the anticipated membership growth represented approximately 1.8% of premium revenue, or $30 million, during the third quarter of 2013.

Third Quarter of 2013 Compared with the Second Quarter of 2013

Net income from continuing operations for the third quarter of 2013 decreased from the second quarter of 2013, primarily as a result of approximately $14 million in unfavorable prior period claims development at the Texas health plan. The expense related to issues with system configuration and the adjudication of claims from a number of hospital providers extending back to 2012 and the first half of 2013. The Company believes that it has substantially resolved all of the issues.

Premium revenue increased approximately 6% between the second and third quarters of 2013, primarily due to the contract acquired in New Mexico. Absent the Texas provider settlements noted above, the consolidated medical care ratio reported in the third quarter of 2013 of 87.3% would have been 86.4%. The consolidated medical care ratio reported in the second quarter of 2013 was 86.2%. General and administrative expenses increased to 10.4% of revenue in the third quarter of 2013 from 10.1% in the second quarter of 2013, due to increased expenses incurred in anticipation of 2014 enrollment growth.

Adjusted Net Income Per Diluted Share, Continuing Operations

At its Investor Day on September 19, 2013, the Company announced that it would begin presenting “Adjusted Net Income Per Diluted Share, Continuing Operations,” a non-GAAP financial measure used by management as a supplemental metric to evaluate the Company’s performance. Adjusted net income per diluted share, continuing operations increased to $0.71 per share for the third quarter of 2013 compared with $0.37 for the third quarter of 2012. The table found below on page 7 reconciles net income (loss) per diluted share to adjusted net income per diluted share, continuing operations.

Net Income Per Share Guidance

The Company announced that it expects earnings per share from continuing operations to be approximately $1.15 per diluted share for the year ended December 31, 2013. The Company expects fourth quarter results will be at approximately break-even. The Company believes that its anticipated continued strong operating performance in the fourth quarter will be offset by the following factors:

• The costs of the continuing build out of administrative infrastructure such as provider networks, call centers, and web interfaces.
• The cost of the build out of enhanced care coordination and medical management capabilities for members with more complex needs.
• Increased advertising, marketing and outreach activities directed at potential members who may be discouraged from enrolling in our health plans as a result of difficulties encountered in the roll out of the marketplace exchanges.
• Further delays in the startup of the revenue streams that will fund our increased G&A expense.

Adjusted Net Income Per Diluted Share, Continuing Operations Guidance

The Company also announced that it expects adjusted net income per diluted share, continuing operations to be approximately $3.20 for the year ended December 31, 2013.

Conference Call

The Company’s management will host a conference call and webcast to discuss its third quarter results at 5:00 p.m. Eastern time on Wednesday, October 30, 2013. The number to call for the interactive teleconference is (212) 231-2920. A telephonic replay of the conference call will be available from 7:00 p.m. Eastern time on Wednesday, October 30, 2013, through 6:00 p.m. on Thursday October 31, 2013, by dialing (800) 633-8284 and entering confirmation number 21673454. A live broadcast of Molina Healthcare’s conference call will be available on the Company’s website, www.molinahealthcare.com. A 30-day online replay will be available approximately an hour following the conclusion of the live broadcast.

About Molina Healthcare

Molina Healthcare, Inc., a FORTUNE 500 company, provides quality and cost-effective Medicaid-related solutions to meet the health care needs of low-income families and individuals and to assist state agencies in their administration of the Medicaid program. The Company’s licensed health plans in California, Florida, Illinois, Michigan, New Mexico, Ohio, Texas, Utah, Washington, and Wisconsin currently serve approximately 1.9 million members, and its subsidiary, Molina Medicaid Solutions, provides business processing and information technology administrative services to Medicaid agencies in Idaho, Louisiana, Maine, New Jersey, and West Virginia, and drug rebate administration services in Florida.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: This earnings release contains “forward-looking statements” regarding the Company’s plans, expectations, and anticipated future events. Actual results could differ materially due to numerous known and unknown risks and uncertainties. Those risks and uncertainties include, but are not limited to, the following:

• uncertainties associated with the implementation of the Affordable Care Act, including the impact of, and state rate development associated with, the health insurance industry excise tax, the expansion of Medicaid eligibility in participating states to previously uninsured populations unfamiliar with managed care, the implementation of insurance exchanges or marketplaces and related technical problems, the effect of various implementing regulations, and uncertainties regarding the impact of other federal or state health care and insurance reform measures, including the duals demonstration programs in California, Illinois, and Ohio;
• the success of our medical cost containment initiatives in Texas;
• significant budget pressures on state governments and their potential inability to maintain current rates, to implement expected rate increases, or to maintain existing benefit packages or membership eligibility thresholds or criteria;
• management of our medical costs, including seasonal flu patterns and rates of utilization that are consistent with our expectations and our accruals for incurred but not reported medical costs;
• the success of our efforts to retain existing government contracts and to obtain new government contracts in connection with state requests for proposals (RFPs) in both existing and new states, and our ability to increase our revenues consistent with our expectations;
• accurate estimation of incurred but not reported medical costs across our health plans;
• risks associated with the continued growth in new Medicaid and Medicare enrollees, and the development of actuarially sound rates with respect to such new enrollees, including duals;
• retroactive adjustments to premium revenue or accounting estimates which require adjustment based upon subsequent developments, including Medicaid pharmaceutical rebates;
• continuation and renewal of the government contracts of both our health plans and Molina Medicaid Solutions and the terms under which such contracts are renewed;
• government audits and reviews, and any enrollment freeze or monitoring program that may result therefrom;
• changes with respect to our provider contracts and the loss of providers;
• the establishment of a federal or state medical cost expenditure floor as a percentage of the premiums we receive, and the interpretation and implementation of medical cost expenditure floors, administrative cost and profit ceilings, and profit sharing arrangements;
• interpretation and implementation of at-risk premium rules regarding the achievement of certain quality measures;
• approval by state regulators of dividends and distributions by our health plan subsidiaries;
• changes in funding under our contracts as a result of regulatory changes, programmatic adjustments, or other reforms;
• high dollar claims related to catastrophic illness;
• the favorable resolution of litigation, arbitration, or administrative proceedings;
• the Company’s management of a portion of College Health Enterprises’ hospital in Long Beach, California;
• the relatively small number of states in which we operate health plans;
• the availability of adequate financing to fund and capitalize our expansion and growth activities and to meet our liquidity needs, including the interest expense and other costs associated with such financing;
• a state’s failure to renew its federal Medicaid waiver;
• inadvertent unauthorized disclosure of protected health information;
• changes generally affecting the managed care or Medicaid management information systems industries;
• increases in government surcharges, taxes, and assessments;
• changes in general economic conditions, including unemployment rates;
• increasing consolidation in the Medicaid industry;

and numerous other risk factors, including those discussed in the Company’s periodic reports and filings with the Securities and Exchange Commission. These reports can be accessed under the investor relations tab of the Company’s website or on the SEC’s website at www.sec.gov. Given these risks and uncertainties, we can give no assurances that the Company’s forward-looking statements will prove to be accurate, or that any other results or events projected or contemplated by the Company’s forward-looking statements will in fact occur, and we caution investors not to place undue reliance on these statements. All forward-looking statements in this release represent the Company’s judgment as of October 30, 2013, and we disclaim any obligation to update any forward-looking statements to conform the statement to actual results or changes in the Company’s expectations.

MOLINA HEALTHCARE, INC.
UNAUDITED NON-GAAP FINANCIAL MEASURES

The Company uses two non-GAAP¹ financial measures as supplemental metrics in evaluating its financial performance, making financing and business decisions, and forecasting and planning for future periods. Management believes such measures are useful supplemental measures to investors in evaluating the Company’s performance, and when comparing the Company’s performance with the performance of other public companies in the health care industry. These non-GAAP financial measures should be considered as supplements to, and not as substitutes for or superior to, GAAP measures.

The first of these non-GAAP measures is earnings before interest, taxes, depreciation and amortization, or EBITDA. The following table reconciles net income (loss), which the Company believes to be the most comparable GAAP measure, to EBITDA.

MOLINA HEALTHCARE, INC.
UNAUDITED DEPRECIATION AND AMORTIZATION DATA

Depreciation and amortization related to the Company’s Health Plans segment is all recorded in “Depreciation and amortization” in the consolidated statements of operations. Depreciation and amortization related to the Company’s Molina Medicaid Solutions segment is recorded within three different headings in the consolidated statements of operations as follows:

• Amortization of purchased intangibles relating to customer relationships is reported as amortization within the heading “Depreciation and amortization;”

• Amortization of purchased intangibles relating to contract backlog is recorded as a reduction of “Service revenue;” and

• Depreciation is recorded within the heading “Cost of service revenue.”

The following table presents all depreciation and amortization recorded in the Company’s consolidated statements of operations, regardless of whether the item appears as depreciation and amortization, a reduction of revenue, or as cost of service revenue.

MOLINA HEALTHCARE, INC.
UNAUDITED CHANGE IN MEDICAL CLAIMS AND BENEFITS PAYABLE

The Company’s claims liability includes an allowance for adverse claims development based on historical experience and other factors including, but not limited to, variations in claims payment patterns, changes in utilization and cost trends, known outbreaks of disease, and large claims. The Company’s reserving methodology is consistently applied across all periods presented. The amounts displayed for “Components of medical care costs related to: Prior periods” represent the amount by which the Company’s original estimate of claims and benefits payable at the beginning of the period were (more) or less than the actual amount of the liability based on information (principally the payment of claims) developed since that liability was first reported. The following table shows the components of the change in medical claims and benefits payable from continuing and discontinued operations as of the periods indicated:

CONTACT:
Molina Healthcare, Inc.
Investor Relations:
Juan José Orellana, 562-435-3666, ext. 111143