<PAGE>   1
 
   AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER 13, 1998
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
 
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
 
                             ---------------------
 
                                   FORM 10-Q
 
<TABLE>
<C>               <S>
   (MARK ONE)

      [X]         QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                  SECURITIES EXCHANGE ACT OF 1934

                  FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1998

                                               OR

      [  ]        TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF
                  THE SECURITIES EXCHANGE ACT OF 1934

                  FOR THE TRANSITION PERIOD FROM ____________ TO ____________
</TABLE>
 
                          COMMISSION FILE NO.: 0-22585
 
                          HEALTHCARE RECOVERIES, INC.
             (Exact name of registrant as specified in its charter)
 
<TABLE>
<S>                                            <C>
                  DELAWARE                                      61-1141758
       (State or other jurisdiction of                       (I.R.S. Employer
       incorporation or organization)                       Identification No.)

 1400 WATTERSON TOWER, LOUISVILLE, KENTUCKY                        40218
  (Address of Principal Executive Offices)                      (Zip Code)
</TABLE>
 
                                 (505) 454-1340
               Registrant's Telephone Number, Including Area Code
 
     Indicate by check mark whether registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.  Yes [X]  No [ ]
 
     As of November 12, 1998, 11,499,247 shares of the registrant's Common
Stock, $0.001 par value (the only class of Common Stock) were outstanding.
 
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
<PAGE>   2
 
                          HEALTHCARE RECOVERIES, INC.
 
                                   FORM 10-Q
                               SEPTEMBER 30, 1998
 
                                     INDEX
 
<TABLE>
<CAPTION>
                                                              PAGE
                                                              ----
<S>                                                           <C>
PART I: FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
  Condensed Balance Sheets as of September 30, 1998 and
     December 31, 1997......................................    1
  Condensed Statements of Income for the three and nine
     months ended September 30, 1998 and 1997...............    2
  Condensed Statements of Cash Flows for the nine months
     ended September 30, 1998 and 1997......................    3
  Notes to Condensed Financial Statements...................    4
Item 2. Management's Discussion and Analysis of Financial
  Condition and Results of Operations.......................    6
Item 3. Quantitative and Qualitative Disclosures About
  Market Risk...............................................   11
PART II: OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K....................   12
Signatures..................................................   13
</TABLE>
 
     THIS FORM 10-Q AND OTHER STATEMENTS ISSUED OR MADE FROM TIME TO TIME BY
HEALTHCARE RECOVERIES, INC. OR ITS REPRESENTATIVES CONTAIN STATEMENTS WHICH MAY
CONSTITUTE "FORWARD-LOOKING STATEMENTS" WITHIN THE MEANING OF THE SECURITIES ACT
OF 1933 AND THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED BY THE PRIVATE
SECURITIES LITIGATION REFORM ACT OF 1995, 15 U.S.C.A. SECTIONS 77Z-2 AND 78U-5
(SUPP. 1996). THOSE STATEMENTS INCLUDE STATEMENTS REGARDING THE INTENT, BELIEF
OR CURRENT EXPECTATIONS OF HEALTHCARE RECOVERIES, INC. AND MEMBERS OF ITS
MANAGEMENT TEAM, AS WELL AS THE ASSUMPTIONS ON WHICH SUCH STATEMENTS ARE BASED.
PROSPECTIVE INVESTORS ARE CAUTIONED THAT ANY SUCH FORWARD-LOOKING STATEMENTS ARE
NOT GUARANTEES OF FUTURE PERFORMANCE AND INVOLVE RISKS AND UNCERTAINTIES, AND
THAT ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE CONTEMPLATED BY SUCH
FORWARD-LOOKING STATEMENTS. IMPORTANT FACTORS CURRENTLY KNOWN TO MANAGEMENT THAT
COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE IN FORWARD-LOOKING
STATEMENTS ARE SET FORTH IN THE SAFE HARBOR COMPLIANCE STATEMENT FOR
FORWARD-LOOKING STATEMENTS INCLUDED AS EXHIBIT 99.1 TO THIS FORM 10-Q, AND ARE
HEREBY INCORPORATED BY REFERENCE HEREIN. HEALTHCARE RECOVERIES, INC. UNDERTAKES
NO OBLIGATION TO UPDATE OR REVIEW FORWARD-LOOKING STATEMENTS TO REFLECT CHANGES
IN ASSUMPTIONS, THE OCCURRENCE OF UNANTICIPATED EVENTS OR CHANGES TO FUTURE
OPERATING RESULTS OVER TIME.
<PAGE>   3
 
                                     PART I
 
                             FINANCIAL INFORMATION
 
ITEM 1.  FINANCIAL STATEMENTS (UNAUDITED)
 
                          HEALTHCARE RECOVERIES, INC.
 
                            CONDENSED BALANCE SHEETS
                                  (UNAUDITED)
                                 (IN THOUSANDS)
 
<TABLE>
<CAPTION>
                                                              SEPTEMBER 30,   DECEMBER 31,
                                                                  1998            1997
                                                              -------------   ------------
<S>                                                           <C>             <C>
                                          ASSETS
Current assets:
  Cash and cash equivalents.................................     $28,003        $24,674
  Restricted cash...........................................      16,001         14,207
  Accounts receivable, less allowance for doubtful accounts
     of $265 -- September 30, 1998 and $251 -- December 31,
     1997...................................................       3,129          2,507
  Other current assets......................................       1,065            676
                                                                 -------        -------
          Total current assets..............................      48,198         42,064
                                                                 -------        -------
Property and equipment, at cost:
  Furniture and fixtures....................................       2,462          2,177
  Office equipment..........................................       1,715          1,471
  Computer equipment........................................       7,262          5,066
  Leasehold improvements....................................         830            649
                                                                 -------        -------
                                                                  12,269          9,363
  Accumulated depreciation and amortization.................      (6,412)        (4,920)
                                                                 -------        -------
                                                                   5,857          4,443
Other assets................................................       1,753          1,663
                                                                 -------        -------
          Total assets......................................     $55,808        $48,170
                                                                 =======        =======
                           LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Trade accounts payable....................................     $   885        $   986
  Accrued expenses..........................................       4,802          4,770
  Funds due clients.........................................      12,311         11,643
  Income taxes payable......................................       1,840          1,754
                                                                 -------        -------
          Total current liabilities.........................      19,838         19,153
Other liabilities...........................................       1,192          1,152
                                                                 -------        -------
          Total liabilities.................................      21,030         20,305
                                                                 -------        -------
Contingencies Stockholders' equity:
  Preferred stock, $.001 par value, 2,000,000 shares
     authorized, no shares issued or outstanding............          --             --
  Common stock, $.001 par value, 20,000,000 shares
     authorized, 11,499,247 -- September 30, 1998 and
     11,470,000 -- December 31, 1997 shares issued and
     outstanding............................................          11             11
Capital in excess of par value..............................      22,373         22,001
Retained earnings...........................................      12,394          5,853
                                                                 -------        -------
          Total stockholders' equity........................      34,778         27,865
                                                                 -------        -------
          Total liabilities and stockholders' equity........     $55,808        $48,170
                                                                 =======        =======
</TABLE>
 
   The accompanying notes are an integral part of these financial statements
 
                                        1
<PAGE>   4
 
                          HEALTHCARE RECOVERIES, INC.
 
                         CONDENSED STATEMENTS OF INCOME
                                  (UNAUDITED)
        FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                    (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
 
<TABLE>
<CAPTION>
                                                            THREE MONTHS ENDED    NINE MONTHS ENDED
                                                               SEPTEMBER 30,        SEPTEMBER 30,
                                                            -------------------   -----------------
                                                              1998       1997      1998      1997
                                                            --------   --------   -------   -------
<S>                                                         <C>        <C>        <C>       <C>
Revenues..................................................  $12,719    $10,180    $35,940   $28,421
Cost of services..........................................    5,667      4,762     16,538    13,447
                                                            -------    -------    -------   -------
          Gross profit....................................    7,052      5,418     19,402    14,974
Support expenses..........................................    3,003      2,332      7,767     6,638
Depreciation and amortization.............................      612        317      1,701       799
Non-recurring compensation charge.........................       --         --         --     2,848
                                                            -------    -------    -------   -------
          Operating income................................    3,437      2,769      9,934     4,689
Interest income...........................................      428        411      1,243       740
                                                            -------    -------    -------   -------
          Income before income taxes......................    3,865      3,180     11,177     5,429
Provision for income taxes................................    1,588      1,341      4,636     3,479
                                                            -------    -------    -------   -------
Net income................................................  $ 2,277    $ 1,839    $ 6,541   $ 1,950
                                                            =======    =======    =======   =======
Basic earnings per common share...........................  $  0.20    $  0.16    $  0.57   $  0.19
                                                            =======    =======    =======   =======
Diluted earnings per common share.........................  $  0.20    $  0.16    $  0.57   $  0.18
                                                            =======    =======    =======   =======
</TABLE>
 
   The accompanying notes are an integral part of these financial statements
 
                                        2
<PAGE>   5
 
                          HEALTHCARE RECOVERIES, INC.
 
                       CONDENSED STATEMENTS OF CASH FLOWS
                                  (UNAUDITED)
             FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                 (IN THOUSANDS)
 
<TABLE>
<CAPTION>
                                                              NINE MONTHS ENDED
                                                                SEPTEMBER 30,
                                                              -----------------
                                                               1998      1997
                                                              -------   -------
<S>                                                           <C>       <C>
Cash flows from operations:
Net income..................................................  $ 6,541   $ 1,950
Adjustment to reconcile net income to net cash provided by
  operations:
  Non-recurring compensation charge.........................       --     2,848
  Depreciation and amortization.............................    1,701       799
  Deferred income taxes.....................................       54      (891)
  Changes in operating assets and liabilities:
     Restricted cash........................................   (1,794)    4,894
     Accounts receivable....................................     (622)     (660)
     Other current assets...................................     (424)     (654)
     Other assets...........................................     (318)     (944)
     Trade accounts payable.................................     (101)     (103)
     Accrued expenses.......................................       32     1,031
     Funds due clients......................................      668    (3,538)
     Income taxes payable...................................       86     2,306
     Other liabilities......................................       40      (109)
                                                              -------   -------
          Net cash provided by operations...................    5,863     6,929
                                                              -------   -------
Cash flows from investing activities:
  Purchases of property and equipment.......................   (2,906)   (1,442)
                                                              -------   -------
          Net cash used in investing activities.............   (2,906)   (1,442)
                                                              -------   -------
Cash flows from financing activities:
  Issuance of common stock..................................      372    19,194
  Distributions to Medaphis Corporation.....................       --    (2,249)
                                                              -------   -------
          Net cash provided by financing activities.........      372    16,945
                                                              -------   -------
Net increase in cash and cash equivalents...................    3,329    22,432
Cash and cash equivalents, beginning of period..............   24,674        53
                                                              -------   -------
Cash and cash equivalents, end of period....................  $28,003   $22,485
                                                              =======   =======
</TABLE>
 
   The accompanying notes are an integral part of these financial statements
 
                                        3
<PAGE>   6
 
                          HEALTHCARE RECOVERIES, INC.
 
                    NOTES TO CONDENSED FINANCIAL STATEMENTS
                                  (UNAUDITED)
 
1.  BASIS OF PRESENTATION
 
     Healthcare Recoveries, Inc. (the "Company") was incorporated on June 30,
1988 under the laws of the State of Delaware. The Company's services comprise
the complete outsourcing of the identification, investigation and recovery of
accident-related medical benefits incurred by its clients for which other
persons or entities have primary responsibility. The rights of the Company's
clients to recover the value of these medical benefits, arising by law or
contract, are known generally as the right of subrogation and are generally paid
from the proceeds of liability or workers' compensation insurance.
 
     The Company operated as an independent entity until August 28, 1995 when
the Company was merged with and into a subsidiary of Medaphis Corporation
("Medaphis") in a transaction accounted for as a pooling of interests (the
"Merger"). Prior to the Merger, the Company's redeemable convertible preferred
stock was converted to common stock. As of the effective time of the Merger,
each share of the then issued and outstanding Company common stock was exchanged
for Medaphis common stock. Employee stock options of the Company outstanding at
the effective time of the Merger were also substituted with similar options on
common stock. Subsequent to the Merger, Medaphis recapitalized the Company
effectively canceling all but 100 shares of common stock used as collateral for
Medaphis' bank debt, and made the Company a guarantor for Medaphis' bank debt.
 
     On May 21, 1997, the Company completed its initial public offering (the
"Offering") of 9,800,000 shares of common stock, excluding 200,000 shares
granted by the Company to certain members of the Company's executive management
upon consummation of the Offering. As a result of Medaphis selling all of the
shares, the Company received no proceeds from the sale of shares in the
Offering. On June 9, 1997, the Company sold 1,470,000 shares of common stock to
the underwriters of the Offering under an over-allotment option, resulting in
proceeds to the Company of approximately $19.2 million.
 
     The accompanying financial statements are presented in a condensed format
and consequently do not include all of the disclosures normally required by
generally accepted accounting principles or those normally made in the Company's
annual financial statements. Accordingly, for further information, the reader of
this Form 10-Q may wish to refer to the Company's audited financial statements
as of and for the year ended December 31, 1997, contained in the Company's Form
10-K, filed on March 31, 1998 (file no. 0-22585).
 
     The preparation of the Company's financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect (a) the reported amounts of assets and liabilities,
(b) disclosure of contingent assets and liabilities at the date of the financial
statements and (c) reported amounts of revenues and expenditures during the
reporting period. Actual results could differ from those estimates.
 
     The financial information has been prepared in accordance with the
Company's customary accounting practices and has not been audited. In the
opinion of management, the information presented reflects all adjustments
necessary for a fair presentation of interim results. All such adjustments are
of a normal and recurring nature.
 
2.  CONTINGENCIES
 
     The Company is engaged in the business of identifying and recovering
subrogation and related claims of its clients, many of which arise in the
context of personal injury lawsuits. As such, the Company operates in a
litigation-intensive environment. The Company has from time to time been, and in
the future expects to be, named as a party in litigation incidental to its
business operations. To date, the Company has not been involved in any
litigation which has had a material adverse effect upon the Company, but there
can be no assurance that pending litigation or future litigation will not have a
material adverse effect on the Company's business, results of operations or
financial condition.
                                        4
<PAGE>   7
                          HEALTHCARE RECOVERIES, INC.
 
             NOTES TO CONDENSED FINANCIAL STATEMENTS -- (CONTINUED)
 
3.  EARNINGS PER COMMON AND COMMON EQUIVALENT SHARE
 
     In February 1997, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 128, "Earnings Per
Share." SFAS 128 specifies the computation, presentation, and disclosure
requirements for earnings per share and requires presentation of both basic and
fully diluted earnings per share for both interim and annual periods ended after
December 15, 1997.
 
     The table below sets forth a reconciliation of the numerators and
denominators of the basic and diluted earnings per common share calculations
(dollars and shares in thousands, except per share results):
 
<TABLE>
<CAPTION>
                                                    THREE MONTHS ENDED    NINE MONTHS ENDED
                                                       SEPTEMBER 30,        SEPTEMBER 30,
                                                    -------------------   -----------------
                                                      1998       1997      1998      1997
                                                    --------   --------   -------   -------
<S>                                                 <C>        <C>        <C>       <C>
Weighted average number of common shares
  outstanding.....................................   11,497     11,470     11,479    10,511
Add: Dilutive stock options.......................        1        176         94        72
                                                    -------    -------    -------   -------
Number of common and common equivalent shares
  outstanding.....................................   11,498     11,646     11,573    10,583
                                                    =======    =======    =======   =======
Net earnings for basic and diluted earnings per
  share...........................................  $ 2,277    $ 1,839    $ 6,541   $ 1,950
Earnings per share:
  Basic...........................................  $  0.20    $  0.16    $  0.57   $  0.19
                                                    =======    =======    =======   =======
  Diluted.........................................  $  0.20    $  0.16    $  0.57   $  0.18
                                                    =======    =======    =======   =======
</TABLE>
 
     For the three and nine month periods ended September 30, 1998, options to
purchase 1,075,676 and 172,068 shares, respectively, were not included in the
computation of earnings per common share because the options' exercise prices
exceeded the average price of the common diluted shares during the respective
periods.
 
4.  CHANGES IN ACCOUNTING STANDARDS
 
     The Company adopted SFAS No. 130, "Reporting Comprehensive Income," and
SFAS No. 131, "Disclosure about Segments of an Enterprise and Related
Information," on January 1, 1998. Based on the Company's current operations,
these new standards, which are primarily disclosure oriented, did not have a
material impact on the presentation of the Company's financial condition,
results of operations or cash flows. Comprehensive income of the Company for the
three and nine months ended September 30, 1998 and 1997 is the same as net
income presented in the accompanying condensed statements of income.
 
     In March 1998, the Accounting Standards Executive Committee of the American
Institute of Certified Public Accountants issued Statement of Position ("SOP")
98-1, "Accounting for the Costs of Computer Software Developed or Obtained for
Internal Use." SOP 98-1 requires capitalization of internal and external costs
incurred to develop or obtain computer software for internal use. The Company
elected adoption of SOP 98-1 as of January 1, 1998. For the three and nine
months ended September 30, 1998, the Company capitalized $131,000 and $400,000,
respectively, of certain software development costs associated with the upgrade
of the SubroSystem.
 
                                        5
<PAGE>   8
 
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS
 
OVERVIEW
 
     Healthcare Recoveries, Inc. (hereinafter referred to as "HRI" or the
"Company") provides insurance subrogation and related recovery services to the
private healthcare payor industry. HRI's services comprise the complete
outsourcing of the identification, investigation and recovery of
accident-related medical benefits incurred by its clients for which other
persons or entities have primary responsibility. The rights of HRI's clients to
recover the value of these medical benefits, arising by law or contract, are
known generally as the right of subrogation and are generally paid from the
proceeds of liability or workers' compensation insurance.
 
     For a typical new client, it takes three to six months from the contract
signing (when the lives are "sold") to complete the construction of electronic
data interfaces necessary for the Company to begin service; at this point, the
new client is considered "installed." During the installation period, the
Company must also hire and train qualified staff necessary to provide
contractual services. After installation, HRI receives data from the client from
which it creates an inventory of backlog.
 
     "Backlog" is the total dollar amount of potentially recoverable claims that
the Company is pursuing on behalf of its clients at a given point in time. These
claims are gross figures, prior to estimates of claim settlement and rejection.
Backlog increases when the Company opens new files of potentially recoverable
claims and decreases when files of claims are recovered or, after further
investigation, determined to be non-recoverable. Historically, subrogation
recoveries (the amount actually recovered for its clients prior to the Company's
fee) have been produced from the backlog in a generally predictable cycle,
because any group of potential recoveries that has been sufficiently large in
number to display statistically significant characteristics and that originate
from a defined time period, tended to produce recovery results that have been
comparable to other groups having similar characteristics. Although some
recoveries will be made during the first year of service, the average time to
make a recovery is 18 to 24 months, with substantially all recoveries made by
the sixth year. Backlog for a client will range in age from newly identified
potential recoveries (which will be identified each year) to potential
recoveries that are in the late stages of the recovery process. As a result of
this cycle, approximately nine years from the date of installation, the client's
annual amounts of subrogation recoveries as a percent of the client's backlog
will be generally constant, except for variations due to the number of installed
lives for the client.
 
     The Company is paid a contingency fee from the amount of recoveries it
makes from backlog on behalf of its clients. The Company's revenues are a
function of subrogation recoveries and effective fee rates. Effective fee rates
vary depending on the mix between recovery services provided and client fee
schedules. The fee schedules for each client are separately negotiated and
reflect the Company's standard fee rates, the services to be provided and
anticipated volume of services. The Company grants volume discounts and
negotiates a lower fee when it assumes backlog from a client because the client
will have already completed some of the recovery work. Since the Company records
expenses as costs are incurred and records revenues only when a file is settled,
there is a significant lag between recording expense and revenue recognition.
 
     The Company's expenses are determined primarily by the number of employees
directly engaged in recovery activities (cost of services) and by the number of
employees engaged in a variety of support activities (support expenses).
Recovery-related employees must be hired and trained in advance of the
realization of recoveries and revenues and, during times of rapid growth,
installed lives and cost of service will grow more rapidly than revenue. The
number of employees accounted for in support expenses generally grows less
rapidly than revenue due to economies of scale.
 
                                        6
<PAGE>   9
 
RESULTS OF OPERATIONS
 
     The following tables present certain key operating indicators for the
Company for the periods indicated:
 
                            KEY OPERATING INDICATORS
              (IN MILLIONS, EXCEPT FOR PERCENTAGES AND EMPLOYEES)
 
<TABLE>
<CAPTION>
                                                              THREE MONTHS
                                                                  ENDED        NINE MONTHS ENDED
                                                              SEPTEMBER 30,      SEPTEMBER 30,
                                                             ---------------   -----------------
                                                              1998     1997     1998       1997
                                                             ------   ------   ------     ------
<S>                                                          <C>      <C>      <C>        <C>
Cumulative lives sold, beginning of period.................    38.3     34.3     38.5       29.5
  Lives from existing client growth........................     0.4      0.4     (2.7)(1)    1.3
  Lives added from contracts with existing clients.........     0.6      3.1      1.5        5.4
  Lives added from contracts with new clients..............     0.1      0.0      2.1        1.6
                                                             ------   ------   ------     ------
Cumulative lives sold, end of period.......................    39.4     37.8     39.4       37.8
                                                             ======   ======   ======     ======
Lives installed............................................    37.4     34.3     37.4       34.3
Backlog(2).................................................  $758.4   $642.2   $758.4     $642.2
Subrogation recoveries.....................................  $ 45.7   $ 37.3   $130.6     $105.1
Throughput(3)..............................................     6.1%     6.0%    18.3%      17.9%
Effective fee rate.........................................    27.8%    27.3%    27.4%      27.0%
Subrogation revenues.......................................  $ 12.7   $ 10.2   $ 35.9     $ 28.4
Employees:
  Direct operations........................................     398      362      398        362
  Support..................................................     107       82      107         82
                                                             ------   ------   ------     ------
         Total employees...................................     505      444      505        444
                                                             ======   ======   ======     ======
</TABLE>
 
---------------
 
(1) The decline in lives sold from existing clients for the nine months ended
    September 30, 1998, is mainly attributable to the loss of 2.0 million Oxford
    Health Plans' lives and 600,000 lives from Healthsource, which was acquired
    by CIGNA. See "Concentration of Clients."
(2) Backlog represents the total dollar amount of potentially recoverable claims
    that the Company was pursuing on behalf of its clients as of September 30,
    1997 and 1998.
(3) Throughput equals recoveries for the period divided by the average of
    backlog at the beginning and end of the period presented.
 
     The following table presents, for the periods indicated, certain items in
the statements of income as a percentage of revenue:
 
                STATEMENTS OF INCOME AS A PERCENTAGE OF REVENUES
 
<TABLE>
<CAPTION>
                                                               THREE MONTHS      NINE MONTHS
                                                                  ENDED             ENDED
                                                              SEPTEMBER 30,     SEPTEMBER 30,
                                                              --------------    --------------
                                                              1998     1997     1998     1997
                                                              -----    -----    -----    -----
<S>                                                           <C>      <C>      <C>      <C>
Revenues....................................................  100.0%   100.0%   100.0%   100.0%
Cost of services............................................   44.6     46.8     46.0     47.3
Support expenses............................................   23.6     22.9     21.6     23.4
Depreciation and amortization...............................    4.8      3.1      4.7      2.8
Operating income............................................   27.0     27.2     27.6     16.5
Income before income taxes..................................   30.4     31.2     31.1     19.1
Net income..................................................   17.9     18.1     18.2      6.9
</TABLE>
 
                                        7
<PAGE>   10
 
 Three and nine months ended September 30, 1998 compared to three and nine
 months ended September 30, 1997
 
     Revenues.  Revenues increased approximately 24.9% to $12.7 million in the
three months ended September 30, 1998 as compared with $10.2 million in the
three months ended September 30, 1997, and increased 26.5% to $35.9 million in
the nine months ended September 30, 1998 as compared with $28.4 million in the
comparable period in 1997. Growth in subrogation revenues occurred primarily
because of the growth in subrogation recoveries from $37.3 million for the three
months ended September 30, 1997 to $45.7 million for the three months ended
September 30, 1998, a 22.5% increase, and from $105.1 million for the nine
months ended September 30, 1997 to $130.6 million for the comparable period in
1998, a 24.3% increase.
 
     The increase in subrogation recoveries was due primarily to growth in
backlog, attributable to a 9.0% increase in the number of lives installed.
Backlog increased 18.1% to $758.4 million at September 30, 1998 from $642.2
million at September 30, 1997. The Company obtained subrogation recoveries at a
throughput rate of 6.1% of backlog for the three months ended September 30, 1998
and 6.0% for the same period in 1997.
 
     Cost of Services.  Cost of services for the third quarter of 1998 was $5.7
million, an increase of 19.0% from $4.8 million in the three months ended
September 30, 1997, and was $16.5 million for the nine months ended September
30, 1998, an increase of 23.0% from $13.4 million for the comparable period in
1997. The increase in cost of services for the three and nine months ended
September 30, 1998 resulted from installing additional lives, which requires
increased processing activities, and correspondingly led to increased staffing
and investigation cost. As a percentage of subrogation revenues, cost of
services for the three months ended September 30, 1998 was 44.6%, a decrease
from 46.8% in the three months ended September 30, 1997, and for the nine months
ended September 30, 1998 was 46.0%, a decrease from 47.3% for the comparable
period in 1997. The decline in cost of services as a percentage of subrogation
revenues for the three and nine months ended September 30, 1998 was a result of
productivity improvements.
 
     Support Expenses.  Support expenses increased 28.8%, to $3.0 million, for
the three months ended September 30, 1998, from $2.3 million for the comparable
period in 1997, and 17.0%, to $7.8 million, for the nine months ended September
30, 1998 from $6.6 million in 1997, due to hiring of additional support staff.
Support expenses increased as a percentage of revenues from 22.9% for the three
months ended September 30, 1997 to 23.6% for the three months ended September
30, 1998, as a result of increased hiring in the Systems area to support the
upgrade of the SubroSystem. Support expenses decreased as a percentage of
revenues from 23.4% for the nine months ended September 30, 1997 to 21.6% for
the comparable period in 1998, as a result of improved economies of scale in the
support functions and capitalization of $131,000 and $400,000, respectively, of
certain software development costs associated with the upgrade of the
SubroSystem for the three and nine months ended September 30, 1998,
respectively. These costs were capitalized in conjunction with the requirements
under SOP 98-1.
 
     Compensation Charge.  In connection with the divestiture of the Company by
Medaphis in May 1997, the Company incurred a one-time $2.8 million non-cash,
non-recurring compensation charge from the issuance by the Company of 200,000
shares of common stock to the Company's management as a bonus for the successful
completion of the sale of the Company by Medaphis. These shares represented 2%
of the 10,000,000 shares of common stock outstanding after the initial public
offering that closed on May 28, 1997 and 1.7% of the 11,470,000 shares of common
stock outstanding after the sale of 1,470,000 newly issued shares upon exercise
of the underwriters' over-allotment option.
 
     Depreciation and Amortization.  Depreciation and amortization expenses
increased 93.1%, to $612,000 for the three months ended September 30, 1998 from
$317,000 for the comparable period in 1997, and increased 112.9% to $1,701,000
for the nine months ended September 30, 1998 from $799,000 in the comparable
period in 1997, due mainly to the expenditures related to the upgrade of the
SubroSystem.
 
     Interest Income.  Net interest income totaled $428,000 and $411,000 for the
three months ended September 30, 1998 and 1997, respectively, and $1,243,000 and
$740,000 for the nine months ended September 30, 1998 and 1997, respectively.
The increase in interest income was mainly a result of interest
 
                                        8
<PAGE>   11
 
income earned on $19.2 million of proceeds from the issuance by the Company of
1,470,000 shares of common stock as of June 9, 1997 upon the exercise of the
underwriters' over-allotment option.
 
     Tax.  Provisions for income taxes were 41.1% of pre-tax income for the
three month ended September 30, 1998 and 42.2% for the three months ended
September 30, 1997, and 41.5% and 42.0% excluding the non-cash non-recurring
compensation charge for the nine months ended September 30, 1998 and 1997,
respectively. The decrease in tax rate is mainly due to tax-exempt interest
income from certain investments. The effective tax rates exceeded the U.S.
statutory tax rate as a consequence of state and local taxes and non-deductible
expenses.
 
     Net Income.  Net income for the three months ended September 30, 1998
increased $438,000, or 23.8%, to $2.3 million, or $0.20 per share, from $1.8
million, or $0.16 per share, in the comparable period of 1997. Net income
(excluding the $2.8 million non-cash, non-recurring compensation charge) for the
nine months ended September 30, 1998 increased $1.7 million, or 36.3%, to $6.5
million, or $0.57 per share, from $4.8 million, or $0.45 per share, in the
comparable period in 1997. Net income as reported for the nine months ended
September 30, 1998 was $6.5 million, or $0.57 per share, compared to $2.0
million, or $0.18 per share, for the nine months ended September 30, 1997.
 
LIQUIDITY AND CAPITAL RESOURCES
 
     The Company's statements of cash flows for the nine months ended September
30, 1998 and 1997 are summarized below:
 
<TABLE>
<CAPTION>
                                                                 NINE MONTHS ENDED
                                                                   SEPTEMBER 30,
                                                                --------------------
                                                                 1998         1997
                                                                -------      -------
                                                                   (IN THOUSANDS)
<S>                                                             <C>          <C>
Net cash provided by operations.............................    $ 5,863      $ 6,929
Net cash used in investing activities.......................     (2,906)      (1,442)
Net cash provided by financing activities...................        372       16,945
                                                                -------      -------
Net increase in cash and cash equivalents...................    $ 3,329      $22,432
                                                                =======      =======
</TABLE>
 
     The Company had working capital of $28.4 million at September 30, 1998,
including cash and cash equivalents of $28.0 million, compared with working
capital of $22.9 million at December 31, 1997.
 
     Net cash provided by operations decreased $1.1 million for the nine months
ended September 30, 1998 compared to the nine months ended September 30, 1997,
primarily as a result of timing of recurring cash receipts and disbursements
related to accrued expenses and subrogation recoveries.
 
     Net cash used in investing activities primarily reflects the Company's
capital expenditures for ongoing facility expansion and system enhancements,
including computer hardware, to meet the requirements of the Company's growing
revenue base.
 
     The Company spent $2.9 million in capital expenditures during the nine
months ended September 30, 1998 for facility expansion, computer hardware and
the planned upgrade of the SubroSystem. Over the next 9 to 15 months, the
Company anticipates total expenditures for such upgrade of approximately $1.8
million, of which $1.5 million to be spent on hardware and third-party software
will be capitalized.
 
     Net cash provided by financing activities for the nine months ended
September 30, 1997 reflected the over-allotment offset by the Company's ongoing
distributions to Medaphis prior to the sale of the Company by Medaphis.
 
     In February 1998, the Company entered into a new $50 million senior secured
revolving credit facility (the "Credit Facility") with a group of lenders.
Principal amounts outstanding under the Credit Facility mature on January 31,
2001 and bear interest at the Company's option, at either: (i) the Prime Rate
plus the applicable margin in effect or (ii) the Eurodollar Rate plus the
applicable margin in effect. The applicable margin is determined in accordance
with a Pricing Grid based on the Company's ratio of consolidated total
indebtedness to consolidated earnings before interest, taxes, depreciation and
amortization. The agreement
 
                                        9
<PAGE>   12
 
contains usual and customary covenants including, but not limited to financial
tests for interest coverage, net worth levels and leverage. The obligations
under the Credit Facility are backed by substantially all of the Company's
assets subject to certain permitted exceptions. The agreement also contains a
material adverse change clause. As of September 30, 1998, the Company was in
compliance with the covenants and there were no amounts drawn under the Credit
Facility.
 
     By contract, with respect to its standard recovery services, the Company
disburses recoveries to its clients on or before the 15th day of the month
following the month in which recoveries are made. At September 30, 1998 and
December 31, 1997, the Company reported on its balance sheet, as a current
asset, restricted cash of $16.0 million and $14.2 million, respectively,
representing subrogation recoveries effected by HRI for its clients, and as a
current liability, funds due clients of $12.3 million and $11.6 million,
respectively, representing recoveries to be distributed to clients, net of the
fee earned on such recoveries.
 
     The Company believes that its available cash resources, together with the
borrowings available under the Credit Facility, will be sufficient to meet its
current operating requirements and internal development initiatives.
 
EXTERNAL FACTORS
 
     The business of recovering subrogation and related claims for healthcare
payors is subject to a wide variety of external factors. Prominent among these
are factors that would materially change the healthcare payment, fault-based
liability or workers' compensation systems. Because the Company's profitability
depends in large measure upon obtaining and using claims data, and the
availability of property and casualty and workers' compensation coverages as
sources of recovery, changes in laws that would limit or bar either the access
to or use of claims data or the ability of healthcare payors to recover
subrogation and related claims represent an ongoing risk to the Company.
 
     Moreover, because the Company's revenues derive from the recovery of the
costs of medical treatment of accidents, material changes in such costs will
tend to affect the Company's revenue or its rate of revenue growth. The
healthcare industry, and particularly the business of healthcare payors, is
subject to various external factors that may have the effect of significantly
altering the costs of healthcare. The Company is unable to predict which of
these factors, if any, could have a potentially material impact on healthcare
payors and through them, the healthcare subrogation recovery industry.
 
CONCENTRATION OF CLIENTS
 
     The Company's clients include national and regional healthcare payors,
large third-party administrators or self-insured corporations. The Company's
three largest clients represented 31%, 9% and 9% of the Company's revenues in
1997 and 29%, 9% and 8% for the nine months ended September 30, 1998. The loss
of one or more of these accounts could have a material adverse effect on the
Company's business, results of operations and financial condition. The Company's
revenues are earned under written contracts with its clients that provide for
contingency fees from recoveries under a variety of pricing regimes. These
contracts are generally terminable on 60 to 180 days' notice by either party.
However, the Company's contracts provide that in the event of termination, the
Company is generally entitled to complete the recovery process on the backlog
for that client. During the nine months ended September 30, 1998, HRI covered
approximately 39.4 million lives, an increase of 900,000 lives from December 31,
1997. Compared to last year, lives sold at the end of the current quarter
increased 1.6 million, or 4%, over the end of the same quarter a year ago.
Consistent with these changes in lives sold, installed lives grew by 3.1 million
over the end of the comparable quarter last year, a 9% increase, and grew by 1.7
million, or 5%, over the end of the prior quarter.
 
YEAR 2000 COMPUTER ISSUES
 
     The year 2000 presents a problem for computer systems (software and
hardware) that were not designed to handle any dates beyond the year 1999. The
problem is pervasive and complex because virtually every computer operation will
be affected in some way by the rollover of the last two digits of the year to
"00." In consequence, any such software and hardware will need to be modified
some time prior to December 31, 1999
                                       10
<PAGE>   13
 
in order to remain functional. Computer systems that do not properly handle this
rollover could generate erroneous data or fail to function.
 
     The Company has initiated a company-wide program to identify and address
the modifications to or replacements of computer code (including data received
from clients), hardware and office equipment, the testing, and the
implementation procedures necessary to achieve year 2000 readiness ("Y2K
Readiness" or descriptively, "Y2K Ready"). As a result of this program, 9
different areas or functions within the Company have been surveyed in order
first, to identify software and hardware that are not presently Y2K Ready, and
second, to establish a schedule for remediation or replacement of the items of
software and hardware that are not Y2K Ready.
 
     The Company has completed its identification of the elements of its
software and hardware that are not Y2K Ready. Included among these elements are
certain fields contained in SubroSystem, the Company's on-line subrogation
system. The first date of failure for all of these items of software and
hardware, including SubroSystem, is January 1, 2000. The completion date for
replacement or remediation of all elements of Company software and hardware that
are not Y2K Ready, including SubroSystem, is June 30, 1999. To date, the costs
of the Company's efforts to achieve Y2K Readiness have not been material, and
the Company believes that the future costs to complete its program to become Y2K
Ready will not be material.
 
     Management believes that the greatest risk posed to the Company's Y2K
Readiness lies in the possible failure of its clients and other members of the
healthcare payor industry to achieve Y2K Readiness. The Company relies on its
clients to provide electronic claims data, through electronic data interfaces,
as the source of information from which the Company identifies potentially
recoverable claims. If clients are unable to provide such data because they are
not Y2K Ready, the Company could suffer a slow-down in its recovery efforts,
impairing its ability to make the recoveries from which it derives its revenue.
Moreover, to the extent that payors which are potential clients fail to achieve
Y2K Readiness, HRI's ability to sell to and to install such payors may also be
impaired. With respect to current clients, HRI has undertaken a survey of each
client's state of Y2K Readiness. The Company has not, to date, received its
clients' responses to this survey, and is therefore unable to form an opinion as
to the present level of this risk. The Company is unaware of any survey speaking
to the Y2K Readiness of the healthcare payor industry at-large, and is thus
unable to assess the magnitude of this risk with respect to potential clients.
 
     The Company's contingency planning calls for, among other things, early
identification of alternative means of obtaining electronic claims data should
the existing electronic data interfaces with clients fail. However, the Company
does not at present have a developed contingency plan for dealing with clients
that, because of a failure to achieve Y2K Readiness, are unable to process
healthcare claims electronically. This contingency planning will occur on an
as-needed, client-specific basis, as part of the client assessment process
described above.
 
ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 
     Inapplicable
 
                                       11
<PAGE>   14
 
                                    PART II
 
                               OTHER INFORMATION
 
ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K
 
  (a) Exhibits
 
<TABLE>
<S>   <C>  <C>
 3.1  --   Amended and Restated Certificate of Incorporation of the
           Registrant (incorporated by reference to Exhibit 3.1 of
           Registrant's Amendment No. 2 to Registration Statement on
           Form S-1, File No. 333-23287).
 3.2  --   Amended and Restated Bylaws of the Registrant (incorporated
           by reference to Exhibit 3.2 of Registrant's Amendment No. 2
           to Registration Statement on Form S-1, File No. 333-23287).
27.1  --   Financial Data Schedule (for SEC use only)
99.1  --   Healthcare Recoveries, Inc. Private Securities Litigation
           Reform Act of 1995 Safe Harbor Compliance Statement for
           Forward-Looking Statements.
</TABLE>
 
  (b) Reports on Form 8-K
 
     The Company did not file any Current Reports on Form 8-K during the quarter
ended September 30, 1998.
 
                                       12
<PAGE>   15
 
                                   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 thereunto duly authorized.
 
                                          HEALTHCARE RECOVERIES, INC.
 
<TABLE>
<S>                                                  <C>
Date: November 13, 1998                                              /s/ PATRICK B. MCGINNIS
                                                     --------------------------------------------------------
                                                                       Patrick B. McGinnis
                                                                     Chairman, President and
                                                                     Chief Executive Officer
 
Date: November 13, 1998                                               /s/ DOUGLAS R. SHARPS
                                                     --------------------------------------------------------
                                                                        Douglas R. Sharps
                                                             Executive Vice President -- Finance and
                                                           Administration, and Chief Financial Officer
                                                        (Principal Financial and Chief Accounting Officer)
</TABLE>
 
                                       13