SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Kornwasser Laizer

(Last)

(First)

(Middle)

100 PARSONS POND DRIVE

(Street)

FRANKLIN LAKES

07417

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/24/2007

3. Issuer Name and Ticker or Trading Symbol
MEDCO HEALTH SOLUTIONS INC [ MHS ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP, Channel & Generic Stratg.

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	16,080⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option	⁽²⁾	08/25/2013	Common Stock	15,000	$26.92	D
Stock Option	⁽³⁾	02/26/2014	Common Stock	20,000	$32.51	D
Stock Option	⁽⁴⁾	02/24/2015	Common Stock	14,200	$44.19	D
Stock Option	⁽⁵⁾	02/23/2016	Common Stock	11,520	$56.34	D

Explanation of Responses:

1. Represents awards of restricted stock units that will vest subject to continued employment as follows: 5,800 shares on 2/25/2008, 4,480 shares on 2/24/2009 and 5,800 shares on 8/1/2009.

2. The option vests and becomes exercisable in three annual installments beginning August 26, 2004, subject to continued employment.

3. The award is vested with respect to 13,333 shares. The balance of the award will vest subject to continued employment on 2/27/2007.

4. The award is vested with respect to 4,733 shares. The balance of the award will vest subject to continued employment as follows: 4,733 shares on 2/27/2007 and 4,734 shares on 2/27/2008.

5. The award vests subject to continued employment in three annual installments beginning on 2/24/2007.

Remarks:

	By: Colleen McIntosh, Attorney in Fact	01/30/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.