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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): July 30, 2014
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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 July 30, 2014, Molina Healthcare, Inc. issued a press release announcing its financial results for the second quarter and six months ended June 30, 2014. 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.

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 Second Quarter 2014 Results

LONG BEACH, Calif.--(BUSINESS WIRE)--July 30, 2014--Molina Healthcare, Inc. (NYSE: MOH):

• Adjusted net income per diluted share, continuing operations,¹ of $0.71.
• Net income per diluted share, continuing operations, of $0.16.
• Aggregate membership grew by 22% compared with second quarter of 2013.
• Total revenue of $2.3 billion, up 12% compared with first quarter of 2014; and up 44% compared with second quarter of 2013.
• General and administrative expense ratio declined sequentially to 8.4% in the second quarter of 2014, from 9.1% in the first quarter of 2014.
• Began serving members under fully integrated dual eligible pilot programs in California, Illinois and Ohio during the second quarter of 2014.

Molina Healthcare, Inc. (NYSE: MOH) today reported its financial results for the second quarter of 2014.

“We are pleased that 2014 is unfolding as we anticipated,” said J. Mario Molina, M.D., chief executive officer of Molina Healthcare, Inc. “As we have stated in the past, the three key elements that remain critical to our success during the remainder of 2014 have not changed. These include revenue growth from new programs such as Medicaid expansion and the dual eligible Medicare Medicaid plans; the delivery of cost effective care to our chronically ill members, including the dual eligible; and the realization of administrative cost efficiencies. So far, 2014 has been a success in all three areas. Of course, we have much work left to do in 2014. Many factors outside of our direct control, such as the reimbursement of the Affordable Care Act’s Health Insurer Fee, are still not resolved. But we remain confident in the prospects for our company and take satisfaction from our progress this year.”

Overview of Financial Results, Continuing Operations

The Company previously reported that its first quarter results were adversely affected by delays in securing agreements for the reimbursement (including reimbursement for tax effect) of the Affordable Care Act’s Health Insurer Fee (ACA HIF) and delays in the recognition of quality related revenue. Those circumstances continued through the end of the second quarter of 2014.

Net income reported for the second quarter of 2014 and the six months ended June 30, 2014, would have been higher except for:

• ACA HIF not reimbursed by the Company’s state partners reduced earnings approximately $16 million, or $0.14 per diluted share, for the second quarter and $32 million, or $0.29 per diluted share, for the six months ended June 30, 2014 (per-share amounts for both periods on a GAAP and adjusted basis). The Company remains guardedly optimistic that it will secure reimbursement agreements with all of its state partners prior to the close of 2014.
• The Company’s non-recognition of a portion of the Texas health plan’s quality incentive program reduced earnings approximately $7 million, or $0.06 per diluted share, for the second quarter and $13 million, or $0.12 per diluted share, for the six months ended June 30, 2014 (per-share amounts for both periods on a GAAP and adjusted basis). The Company remains guardedly optimistic that it will be able to recognize most of its quality revenue in Texas prior to the close of 2014.

Second Quarter of 2014 Compared with the Second Quarter of 2013

The Company believes that the following items are of significance when comparing financial results from continuing operations for the second quarter of 2014 with the second quarter of 2013:

• Thus far in 2014, certain of the Company’s state partners have failed to reimburse it for the ACA HIF reduced revenue, representing approximately $16 million in the second quarter of 2014;
• Approximately $7 million of quality revenue was not recognized by the Company’s Texas health plan in the second quarter of 2014;
• The non-deductibility of ACA HIF resulted in a much higher effective tax rate in the second quarter of 2014 than in the second quarter of 2013; and
• A non-cash charge of approximately $4 million was recorded in the second quarter of 2013 in connection with the Company’s convertible senior notes offering in February 2013.

Net Income Per Share Guidance

The Company’s guidance for fiscal year 2014 remains unchanged and is as follows:

As previously stated, the underlying assumptions for fiscal year 2014 guidance include full reimbursement of ACA HIF and receipt of the Texas Health plan’s quality incentive program revenue, and exclude the effect of hepatitis C drugs such as Sovaldi.

Conference Call

The Company’s management will host a conference call and webcast to discuss its second quarter results at 5:00 p.m. Eastern time on Wednesday, July 30, 2014. The number to call for the interactive teleconference is (212) 231-2936. A telephonic replay of the conference call will be available from 7:00 p.m. Eastern time on Wednesday, July 30, 2014, through 6:00 p.m. on Thursday, July 31, 2014, by dialing (800) 633-8284 and entering confirmation number 21721183. 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 managed health care services under the Medicaid and Medicare programs and through the state insurance marketplaces. Through our locally operated health plans in 11 states across the nation, Molina currently serves approximately 2.3 million members. Dr. C. David Molina founded our company in 1980 as a provider organization serving low-income families in Southern California. Today, we continue his mission of providing high quality and cost-effective health care to those who need it most. For more information about Molina Healthcare, please visit our website at www.molinahealthcare.com.

Notes:

1. Adjusted net income per diluted share, continuing operations, is a non-GAAP financial measure used by management as a supplemental metric in evaluating its financial performance, its financing and business decisions, and in forecasting and planning for future periods. This measure is not determined in accordance with accounting principles generally accepted in the United States of America (GAAP) and should not be viewed as a substitute for the most directly comparable GAAP measure, which is diluted net income per share, continuing operations. See below for reconciliations of the Company’s non-GAAP measures to the most directly comparable GAAP measures.

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 known risks and uncertainties include, but are not limited to, the following:

• uncertainties associated with the implementation of the Affordable Care Act, including the full grossed up reimbursement by states of the non-deductible health insurer fee, the expansion of Medicaid eligibility in the states that participate to previously uninsured populations unfamiliar with managed care, the implementation of state insurance marketplaces, the effect of various implementing regulations, and uncertainties regarding the impact of other federal or state health care and insurance reform measures, including the dual eligibles demonstration programs in California, Illinois, Michigan, Ohio, and South Carolina;
• newly FDA-approved drugs such as Sovaldi, Olysio, and other drugs for hepatitis C or other medical conditions that are exorbitantly priced but not factored into the calculation of our capitated rates for 2014;
• 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 ability to reduce over time the high medical costs commonly associated with new patient populations;
• the accurate estimation of incurred but not paid medical costs across our health plans;
• retroactive adjustments to premium revenue or accounting estimates which require adjustment based upon subsequent developments, including Medicaid pharmaceutical rebates or retroactive premium rate increases;
• efforts by states to recoup previously paid amounts, including claims by the Washington Health Care Authority (HCA) that it overpaid our Washington health plan for certain claims related to psychotropic drugs and the Washington Community Options Program Entry System (COPES);
• 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, including the success of the proposal of Molina Medicaid Solutions in New Jersey;
• the 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, including the extension of the Louisiana contract of Molina Medicaid Solutions through 2015;
• government audits and reviews, and any fine, enrollment freeze, or monitoring program that may result therefrom;
• changes with respect to our provider contracts and the loss of providers;
• federal or state medical cost expenditure floors, administrative cost and profit ceilings, and profit sharing arrangements;
• the interpretation and implementation of at-risk premium rules regarding the achievement of certain quality measures, including 2014 at-risk premium rules in the state of Texas;
• 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 or unfavorable resolution of litigation, arbitration, or administrative proceedings, including the litigation commenced against us by the state of Louisiana alleging that Molina Medicaid Solutions and its predecessors used an incorrect reimbursement formula for the payment of pharmaceutical claims;
• the relatively small number of states in which we operate health plans;
• our management of a portion of College Health Enterprises’ hospital in Long Beach, California;
• the availability of adequate financing on acceptable terms to fund and capitalize our expansion and growth, repay our outstanding indebtedness at maturity and meet our liquidity needs, including the interest expense and other costs associated with such financing;
• the failure of a state in which we operate to renew its federal Medicaid waiver;
• an 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 July 30, 2014, 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.

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