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

~~November~~April 527, ~~2003~~2004

Date of Report (date of earliest event reported)

Landacorp, Inc.

(Exact name of Registrant as specified in its charter)


Delaware	000-29377	94-3346710

(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification Number)

4151 Ashford Dunwoody Road, Suite 505
Atlanta Georgia 30319

(Address of principal executive offices)

(404) 531-9956

(Registrant’s telephone number, including area code)

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SIGNATURE EXHIBIT INDEX EX-99.1 PRESS RELEASE ISSUED ON NOVEMBER 5, 2003

Item 12. Results of Operations and Financial Condition.


SIGNATURE

EXHIBIT INDEX EX — 99.1

Item 12 5. ~~Results~~Other ofEvents ~~Operations~~ and ~~Financial~~Required ~~Condition~~FD Disclosure.

~~The~~On ~~information~~March 1, in2004, ~~this~~Landacorp, ~~Form 8-K~~Inc., ~~and~~a Delaware corporation (the ~~exhibit~~“Company”), SHPS ~~attached~~Holdings, ~~hereto~~Inc., ~~shall~~a ~~not be~~Delaware ~~deemed~~corporation (“~~filed~~SHPS”), ~~for~~and ~~purposes~~Sonic ofAcquisition Corp., ~~Section 18~~a ofDelaware ~~the~~corporation ~~Securities~~and ~~Exchange~~a ~~Act~~wholly-owned subsidiary of SHPS (“Merger ~~1934~~Sub”), ~~nor~~entered ~~shall~~into itan beAgreement ~~deemed~~and ~~incorporated~~Plan byof ~~reference~~Merger in(the ~~any~~“Merger ~~filing~~Agreement”) pursuant ~~under~~to which, and subject to the conditions thereof, the Company would ~~Securities~~become ~~Act~~a ofwholly-owned ~~1933,~~subsidiary ~~except~~of asSHPS ~~shall~~through bethe ~~expressly~~merger ~~set~~of ~~forth~~Merger bySub ~~specific~~with ~~reference~~and ininto ~~such~~the ~~filing~~Company (the “Merger”).

The consummation of the transactions contemplated by the Merger Agreement was subject to, among other things, the approval of the Company’s stockholders. On ~~November~~April 523, ~~2003~~2004, the Company’s stockholders approved and adopted the Merger Agreement, the Merger and the other transactions contemplated by such agreement at a Special Meeting of Stockholders held for such purpose. There were present in person or by proxy 9,924,962 shares of Landacorp common stock, ~~Inc~~representing 61.3% ~~issued~~of athe ~~press~~16,182,445 ~~release~~shares ~~announcing~~of ~~its~~Landacorp common stock outstanding on March ~~results~~29, 2004, the record date for the ~~quarterly~~Special ~~period~~Meeting. ~~ended~~The ~~September 30~~proposal was approved by a vote of 9,558,941 ~~2003~~shares for, 365,871 shares against and 150 shares abstained. AThe ~~copy~~votes for represented approximately 59.1% of ~~this press~~the ~~release~~total isshares of ~~attached~~common ~~hereto~~stock outstanding as ~~Exhibit 99~~of the record date and approximately 96.13% of the votes cast. The closing of the Merger occurred on April 27, 2004.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	LANDACORP, INC.
Date: November 5, 2003	By:	/S/ MARK RAPOPORT Mark Rapoport Chief Operating Officer and Chief Financial Officer
Date: April 27, 2004	By:	/S/ MERLE A. RYLAND Merle A. Ryland Vice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit
Number		Description
99.1		Press Release issued by Landacorp, Inc. on November 5, 2003

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Filing Compare · LANDACORP INC