UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) October 28, 2004
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Health Grades, Inc.
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-22019 62-1623449
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(State or Other Jurisdiction (Commission File (IRS Employer
of Incorporation) Number) Identification No.)
44 Union Boulevard, Suite 600
Lakewood, Colorado 80228
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (303) 716-0041
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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 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On October 28, 2004, we issued a press release announcing third quarter 2004
earnings. This information is furnished herewith as Exhibit 99.1.
The information in this Form 8-K and the exhibit attached hereto shall not be
deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934, nor shall they be deemed incorporated by reference in any filing under the
Securities Act of 1933, except as shall be expressly set forth by specific
reference in such filing.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
The following exhibit is being furnished with this report
<Table>
<Caption>
Exhibit No. Description
99.1 Press Release Dated October 28, 2004
</Table>
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.
HEALTH GRADES, INC.
(Registrant)
By: ALLEN DODGE
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Allen Dodge
Senior Vice President -Finance
and Chief Financial Officer
Dated: October 28, 2004
EXHIBIT INDEX
<Table>
<Caption>
Exhibit No. Description
99.1 Press Release Dated October 28, 2004
</Table>