================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A AMENDMENT NO. 1 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT - January 5, 2004 (Date of Earliest Event Reported) MAGELLAN HEALTH SERVICES, INC. ------------------------------ (Exact name of registrant as specified in its charter) Commission File No. 1-6639 Delaware 58-1076937 -------- ---------- (State of Incorporation) (I.R.S. Employer Identification No.) 6950 Columbia Gateway Drive Suite 400 Columbia, Maryland 21046 -------------------------------------- ----- (Address of principal Zip Code executive offices) Registrant's telephone number, including area code: (410) 953-1000 Not Applicable (Former Name or Former Address, if Changed Since Last Report) ================================================================================ ITEM 5. OTHER MATERIAL EVENTS. On January 5, 2004, Magellan Health Services, Inc. filed a Current Report on Form 8-K announcing the consummation of its Chapter 11 plan. Certain of the exhibits to the Form 8-K were incorrect in not reflecting the final forms of the documents as signed. Accordingly, to remedy this clerical error, filed with this Amendment No. 1 are the corrected exhibits. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (a) Financial Statements Not applicable. (b) Pro Forma Financial Information Not applicable (c) Exhibits. Exhibit No. Description ----------- ----------- 2.4 Stock Purchase Agreement between Magellan Health Services, Inc. and Magellan Holdings LP, dated as of December 18, 2003 2.6 New Aetna Note issued by Magellan Health Services, Inc. to Aetna, Inc. with a final maturity date of December 31, 2005, dated as of January 5, 2004 2.11 Employment Agreement for Steven J. Shulman, dated as of January 5, 2004 2.12 Employment Agreement for Dr. Rene Lerer, dated as of January 5, 2004 2.13 Employment Agreement for Mark S. Demilio, dated as of January 5, 2004 2 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. MAGELLAN HEALTH SERVICES, INC. By: /s/ Mark S. Demilio ------------------------------------------ Name: Mark S. Demilio Title: Executive Vice President and Chief Financial Officer Dated: January 7, 2004 3 EXHIBIT INDEX ------------- Exhibit No. Description ----------- ----------- 2.4 Stock Purchase Agreement between Magellan Health Services, Inc. and Magellan Holdings LP, dated as of December 18, 2003 2.6 New Aetna Note issued by Magellan Health Services, Inc. to Aetna, Inc. with a final maturity date of December 31, 2005, dated as of January 5, 2004 2.11 Employment Agreement for Steven J. Shulman, dated as of January 5, 2004 2.12 Employment Agreement for Dr. Rene Lerer, dated as of January 5, 2004 2.13 Employment Agreement for Mark S. Demilio, dated as of January 5, 2004 4