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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 Form 10-K/A
 (Amendment No. 1)
 (Mark One)
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the Fiscal Year Ended December 31, 2006
 or
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to
 Commission File Number 0-29291
 Corillian Corporation
  Oregon
    
    91-1795219(State or other jurisdiction of incorporation or organization)
    
    (I.R.S. Employer Identification No.)3400 NW John Olsen Place Hillsboro, Oregon
    
    97124(Address of principal executive offices)
    
    (Zip Code)
 Registrants telephone number, including area code (503) 629-3300
 Securities registered pursuant to Section 12(b) of the Act:
 Title of each class
    
    Name of each exchange on which registeredCommon stock, no par value
    
    The NASDAQ Stock Market LLC
 o þ
 o þ
 þ o
 o
  o þ o
 o þ




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##### 



Table of Contents
  
 PageExplanatory Note
    
    iiPART III:
    
    
    
    
    1Item 10.
    
    DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
    
    
    1Item 11.
    
    EXECUTIVE COMPENSATION
    
    
    4Item 12.
    
    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
AND RELATED SHAREHOLDER MATTERS
    
    
    12Item 13.
    
    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
    
    
    15Item 14.
    
    PRINCIPAL ACCOUNTANT FEES AND SERVICES
    
    
    16PART IV:
    
    
    
    
    17Item 15.
    
    EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
    
    
    17SIGNATURES
    
    
    18EXHIBIT 31.1EXHIBIT 31.2




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Explanatory Note




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PART III
 
 Item 10. Directors, Executive Officers and Corporate Governance
 Directors
  Name
    
    Age
    
    

Director SinceClass 1 Director (Term to expire in 2007)Alex P. Hart
    
    
    44
    
    
    
    2001Class 2 Directors (Terms to expire in 2008)Tyree B. Miller
    
    
    53
    
    
    
    2005James R. Stojak
    
    
    60
    
    
    
    2004Class 3 Directors (Terms to expire in 2009)Eric Dunn
    
    
    49
    
    
    
    2001Jay N. Whipple, III
    
    
    50
    
    
    
    1997
  Alex P. Hart
 Tyree B. Miller
 James R. Stojak
 Eric Dunn
 Jay N. Whipple III
 - 1 -




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Executive Officers
  Name
    
    Age
    
    TitleAlex P. Hart (1)
    
    44
    
    Chief Executive Officer and PresidentPaul K. Wilde
    
    56
    
    Chief Financial OfficerChris Brooks
    
    39
    
    Chief Technology OfficerErich J. Litch
    
    36
    
    Executive Vice President of Sales
and Marketing and SecretaryAndre Bouchard
    
    45
    
    Senior Vice President of Professional ServicesBrian Kissel
    
    47
    
    Senior Vice President Corporate
Strategy and Product Management
 
 (1)
    
    For information regarding Mr. Hart, see Directors above. Paul K. Wilde
 Chris Brooks
 Erich J. Litch
 Andre Bouchard
 Brian Kissel
 - 2 -




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Section 16(a) Beneficial Ownership Reporting Compliance
  Code of Ethics
 www.corillian.com www.corillian.com
 Shareholder Nominations of Directors
   Audit Committee
  - 3 -




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Item 11. Executive Compensation.
 EXECUTIVE COMPENSATION
 Compensation Discussion and Analysis
  Objective of Our Executive Compensation Programs
  
    
    Attract and retain talented executives;
    
    Motivate executives to successfully implement business strategies to achieve long-term
and near-term financial targets; and
    
    Align executive performance with our strategic and tactical goals.
  How We Set Executive Compensation
  Elements of Executive Compensation
  
    
    Base salary and benefits.
    
    Annual cash bonus opportunity.
    
    Stock incentive programs.
   - 4 -




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Base Salary and Benefits
   Annual Cash Bonus
   - 5 -




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2006 Target Bonus
    

Based
on Company Performance
    
    Based on Individual Performance GoalsAlex P. Hart
Chief Executive Officer
and President
    
    
    60
    %
    
    
    50
    %
    
    
    50
    %Paul K. Wilde
Chief Financial Officer
    
    
    35
    %
    
    
    50
    %
    
    
    50
    %Erich J. Litch
Executive Vice
President of Sales and
Marketing and Secretary
    
    
    105
    %
    
    
    25
    %
    
    
    75
    %Chris Brooks
Chief Technology Officer
    
    
    35
    %
    
    
    25
    %
    
    
    75
    %Brian Kissel
Senior Vice President
of Corporate Strategy
and Product Management
    
    
    35
    %
    
    
    25
    %
    
    
    75
    %
     - 6 -




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Severance Agreements
  2006 SUMMARY COMPENSATION
  Non-EquityOption
    
    Incentive Plan
    
    All OtherSalary
    
    
    
    
    
    Awards
    
    Compensation
    
    Compensation
    
    TotalName
    
    ($)
    
    Bonus
    
    ($)(1)
    
    ($)
    
    ($)(2)
    
    ($)Alex P. Hart
Chief Executive
Officer and President
    
    $
    280,000
    
    
    $
    31,500
    
    
    $
    404,511
    
    
    $
    101,243
    
    
    
    0
    
    
    $
    817,254Paul K. Wilde
Chief Financial Officer
    
    
    200,000
    
    
    $
    13,125
    
    
    
    86,776
    
    
    
    28,125
    
    
    
    6,056
    
    
    
    334,082Erich J. Litch
Executive Vice
President of Sales and
Marketing and
Secretary
    
    
    190,000
    
    
    $
    18,750
    
    
    
    173,866
    
    
    
    150,000
    
    
    
    7,500
    
    
    
    540,116Chris Brooks
Chief Technology
Officer
    
    
    200,000
    
    
    $
    6,563
    
    
    
    126,529
    
    
    
    40,050
    
    
    
    5,678
    
    
    
    378,820Brian Kissel
Senior Vice President
of Corporate Strategy
and Product Management
    
    
    199,992
    
    
    $
    6,563
    
    
    
    155,841
    
    
    
    48,375
    
    
    
    3,750
    
    
    
    414,521
 
 (1)
    
    No option awards were granted to our named executive officers in fiscal 2006. The dollar
values included in the option awards column represent the aggregate dollar amounts recognized
for financial statement reporting purposes, excluding the effect of estimated forfeitures,
for the fiscal year ended December 31, 2006, in accordance with SFAS 123(R), for awards
granted prior to 2006. The valuation assumptions for our stock options granted to our named
executive officers are described under Valuation and Expense Information under FAS 123(R)in
Note 6 to our financial statements included in this Annual Report on Form 10-K for the year
ended December 31, 2006.(2)
    
    Consists of matching 401(k) contributions. - 7 -




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2006 GRANTS OF PLAN BASED AWARDS
  Estimated Possible Payouts UnderNon-Equity Incentive Plan Awards (1)Threshold
    
    
    Target
    
    
    MaximumName
    
    ($)
    
    
    ($)
    
    
    ($)Alex P. Hart
    
    $
    0
    
    
    $
    168,000
    
    
    $
    252,000Paul K. Wilde
    
    
    0
    
    
    
    70,000
    
    
    
    105,000Erich J. Litch
    
    
    0
    
    
    
    200,000
    
    
    
    250,000Chris Brooks
    
    
    0
    
    
    
    70,000
    
    
    
    87,500Brian Kissel
    
    
    0
    
    
    
    69,997
    
    
    
    87,497
 
 (1)
    
    All awards are cash bonus awards under our executive bonus plan for 2006, which does
not provide for a threshold amount. Discussion of Summary Compensation Table and Grants of Plan-Based Awards Table
    Percentage of TotalName
    
    CompensationAlex P. Hart
    
    
    51
    %Paul K. Wilde
    
    
    72
    %Erich J. Litch
    
    
    66
    %Chris Brooks
    
    
    65
    %Brian Kissel
    
    
    61
    %
 - 8 -




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2006 OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END
  Option Awards (1)Number of Securities UnderlyingUnexercised Options (#)OptionGrant
    
    
    
    
    
    
    
    
    
    
    Exercise
    
    
    OptionName
    
    Date
    
    
    Exercisable
    
    
    Unexercisable
    
    
    Price
    
    
    Expiration DateAlex P. Hart
    
    
    3/20/2000
    
    
    
    166,667
    
    
    
    0
    
    
    $
    3.77
    
    
    
    3/20/20101/23/2001
    
    
    
    240,000
    
    
    
    0
    
    
    
    12.50
    
    
    
    1/23/20112/11/2002
    
    
    
    250,000
    
    
    
    0
    
    
    
    2.85
    
    
    
    2/11/20124/22/2003
    
    
    
    210,000
    
    
    
    30,000
    
    
    
    0.86
    
    
    
    4/22/20137/28/2003
    
    
    
    580,938
    
    
    
    134,062
    
    
    
    3.00
    
    
    
    7/28/2013Paul K. Wilde
    
    
    10/28/2003
    
    
    
    400,000
    
    
    
    0
    
    
    
    6.01
    
    
    
    10/23/20133/14/2005
    
    
    
    87,500
    
    
    
    112,500
    
    
    
    2.87
    
    
    
    3/14/2015Erich J. Litch
    
    
    4/24/2000
    
    
    
    35,000
    
    
    
    0
    
    
    
    8.00
    
    
    
    4/8/20104/25/2001
    
    
    
    3,125
    
    
    
    0
    
    
    
    3.15
    
    
    
    4/25/20112/11/2002
    
    
    
    15,625
    
    
    
    0
    
    
    
    2.85
    
    
    
    2/11/20124/22/2003
    
    
    
    54,687
    
    
    
    15,625
    
    
    
    0.86
    
    
    
    4/22/20137/28/2003
    
    
    
    45,000
    
    
    
    16,875
    
    
    
    3.00
    
    
    
    7/28/20133/14/2005
    
    
    
    109,375
    
    
    
    140,625
    
    
    
    2.87
    
    
    
    3/14/2015Chris Brooks
    
    
    10/3/2000
    
    
    
    30,000
    
    
    
    0
    
    
    
    9.94
    
    
    
    10/3/201010/4/2000
    
    
    
    3,500
    
    
    
    0
    
    
    
    9.75
    
    
    
    10/4/20104/30/2001
    
    
    
    5,000
    
    
    
    0
    
    
    
    3.32
    
    
    
    4/30/20112/11/2002
    
    
    
    60,071
    
    
    
    0
    
    
    
    2.85
    
    
    
    2/11/20124/22/2003
    
    
    
    122,500
    
    
    
    17,500
    
    
    
    0.86
    
    
    
    4/22/20137/28/2003
    
    
    
    166,563
    
    
    
    38,437
    
    
    
    3.00
    
    
    
    7/28/2013Brian Kissel
    
    
    5/3/2005
    
    
    
    121,875
    
    
    
    203,125
    
    
    
    3.18
    
    
    
    5/3/2015
 
 (1)
    
    All options were granted under the 2000 Stock Incentive Plan, except for Mr. Wildes
initial option grant on October 28, 2003, which was made under the 2003 Nonqualified Stock
Incentive Compensation Plan. All options vest quarterly over four years from the grant date,
except for Mr. Wildes initial option grant, which vests from October 23, 2003, and Mr.
Litchs initial option grant, which vests from April 8, 2000, which are the dates on which
these option grants were approved. POTENTIAL PAYMENTS ON TERMINATION OR CHANGE OF CONTROL
  Executive Severance Agreements .
 Merger with CheckFree.
 - 9 -




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Equity Compensation Plans . .
  Payments Under SeveranceAgreement if Termination ofEmployment Without Cause or forGood Reason
    
    Options Vesting Acceleration (1)Termination ofEmployment WithoutCause or for GoodNo Change of
    
    
    
    
    
    Reason Following a
    
    Change of Control andName
    
    Control
    
    Change of Control
    
    Change of Control
    
    Options Not AssumedAlex P. Hart
    
    $
    280,000
    
    
    $
    349,713
    
    
    $
    95,264
    
    
    $
    190,528Paul K. Wilde
    
    
    100,000
    
    
    
    200,000
    
    
    
    50,625
    
    
    
    101,250Erich J. Litch
    
    
    95,000
    
    
    
    190,000
    
    
    
    92,513
    
    
    
    185,025Chris Brooks
    
    
    100,000
    
    
    
    200,000
    
    
    
    40,261
    
    
    
    80,521Brian Kissel
    
    
    99,996
    
    
    
    199,992
    
    
    
    59,922
    
    
    
    119,844
 
 (1)
    
    Value is equal to, for each stock option, the product of the number of shares subject to the
stock option that would accelerate due to the applicable triggering occurring on December 29,
2006, multiplied by the excess of the closing stock price of $3.77 as quoted by Nasdaq on
December 29, 2006 over the exercise per share of such stock option. - 10 -




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DIRECTOR COMPENSATION
 2006 DIRECTOR COMPENSATION
  Fees Earned or
    
    OptionPaid in Cash
    
    Awards
    
    TotalName(1)(5)
    
    ($)(2)
    
    ($)(3)
    
    ($)Robert G. Barrett(4)
    
    $
    27,000
    
    
    $
    0
    
    
    $
    27,000Eric Dunn
    
    
    25,000
    
    
    
    0
    
    
    
    25,000Tyree B. Miller
    
    
    27,500
    
    
    
    20,998
    
    
    
    48,498James R. Stojak
    
    
    26,000
    
    
    
    15,387
    
    
    
    41,387Jay N. Whipple
    
    
    43,000
    
    
    
    0
    
    
    
    43,000
 
 (1)
    
    Alex P. Hart, our chief executive officer and president, is not included in this table
because he is an employee of Corillian and does not receive separate compensation for his
services as a director. The compensation received by Mr. Hart as an executive officer of
Corillian is shown in the Summary Compensation Table above.(2)
    
    Includes all annual retainer fees, committee and chairmanship fees and meeting fees.(3)
    
    No option awards were granted to our directors in fiscal 2006. The dollar values included in
the option awards column represent the aggregate dollar amounts recognized for financial
statement reporting purposes, excluding the effect of estimated forfeitures, for the fiscal
year ended December 31, 2006 in accordance with SFAS 123(R) for awards granted prior to 2006.
The valuation assumptions for our stock options granted to our directors are described under
Valuation and Expense Information under FAS 123(R)in Note 6 to our financial statements
included in this Annual Report on Form 10-K for the year ended December 31, 2006.(4)
    
    Mr. Barrett resigned from the Board of Directors on December 21, 2006.(5)
    
    At December 31, 2006, each director named in the table above held options for the following
number of common shares: Mr. Barrett: 23,334; Mr. Dunn: 25,000; Mr. Miller: 20,000; Mr.
Stojak: 20,000; and Mr. Whipple: 10,000.  Annual Retainer
    
    $
    15,000Additional Annual Retainer for Chairman
    
    $
    15,000Board Meeting Attendance Fees
    
    $
    1,000 per meetingCommittee Meeting Attendance Fees
    
    $
    500 per meeting
   - 11 -




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COMPENSATION COMMITTEE
  Compensation Committee Interlocks and Insider Participation
  Compensation Committee Report
  Compensation CommitteeJames R. StojakTyree B. MillerJay N. Whipple, III
 
 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Shareholder
Matters
 EQUITY COMPENSATION PLAN INFORMATION
  Securities Authorized for IssuanceUnder Equity Compensation PlansNumber of Shares to
    
    
    
    
    
    
    Number of Sharesbe Issued Upon
    
    
    Weighted-Average
    
    
    Remaining Available forExercise of
    
    
    Exercise Price of
    
    
    Issuance Under EquityOutstanding Options
    
    
    Outstanding Options
    
    
    Compensation PlansEquity
compensation plans
approved by
shareholders
    
    
    5,863,737
    (1)
    
    $
    3.78
    
    
    
    1,277,137
    (2)(3)Equity compensation
plans not approved
by shareholders
    
    
    568,500
    
    
    
    5.67
    
    
    
    277,6256,432,237
    
    
    $
    3.95
    
    
    
    1,554,762
 
 (1)
    
    Excludes 390 shares of our common stock that are issuable upon the exercise of outstanding
options that were assumed in connection with our acquisition of Hatcher Associates Inc., with
a weighted average exercise price of $6.41.(2)
    
    Includes 1,177,831 shares remaining available for issuance under our 2000 Stock Incentive
Compensation Plan. The 2000 Stock Incentive Compensation Plan includes an evergreen formula
pursuant to which the number of shares authorized for grant will be increased annually by the lesser of (1) 400,000 shares, and
(2) an amount equal to one percent of the average outstanding shares of common stock as of the
end of the immediately preceding fiscal year on a fully-diluted basis; plus any shares subject
to outstanding awards under our 1997 - 12 -




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Stock Option Plan as of the effective date of the 2000
Stock Incentive Compensation Plan that cease to be subject to such awards other than by reason
of exercise or payment of such awards. Excludes 400,000 additional shares of common stock that
became available for purchase under the 2000 Stock Incentive Compensation Plan on January 1,
2007 pursuant to the evergreen formula. Shares that remain available for purchase under our 2000
Stock Incentive Compensation Plan may be granted as stock options, stock awards, restricted
stock awards or restricted stock units.(3)
    
    Includes 99,306 shares remaining available for issuance under our 2000 Employee Stock
Purchase Plan. The 2000 Employee Stock Purchase Plan includes an evergreen formula pursuant to
which the number of shares authorized for grant will be increased annually by the lesser of
(1) 333,333 shares, (2) an amount equal to two percent of the average number of shares of
common stock outstanding on a fully diluted basis as of the end of our immediately preceding
fiscal year, and (3) a lesser amount determined by our Board of Directors. Excludes 333,333
additional shares of common stock that became available for issuance under the 2000 Employee
Stock Purchase Plan on January 1, 2007 pursuant to the evergreen formula. Approximately 99,306
shares included in the number of shares remaining available for issuance under our 2000
Employee Stock Purchase Plan were subject to purchase under the offering period in effect as
of December 31, 2006. Effective February 13, 2007 we terminated the ongoing offering and
purchase periods and suspended our 2000 Employee Stock Purchase Plan in connection with our
planned merger with CheckFree. 2003 Nonqualified Stock Incentive Compensation Plan
      - 13 -




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SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
    Name and Address
    
    Beneficially Owned
    
    OutstandingRaj Rajaratnam and affiliates (1)
590 Madison Avenue

New York, New York 10022
    
    
    4,144,813
    
    
    
    9.15
    %Royce &
Associates, LLC (2) 
1414 Avenue of the Americas

New York, New York 10019
    
    
    3,076,991
    
    
    
    6.79Dreman Value
Management, LLC (3) 
Harborside Financial Center, Plaza 10, Suite 800

Jersey City, New Jersey 07311

    
    
    2,562,700
    
    
    
    5.66Alex P. Hart (4)

    
    
    1,615,837
    
    
    
    3.44Jay N. Whipple, III (5)
    
    
    763,198
    
    
    
    1.68Paul K. Wilde (6)
    
    
    600,000
    
    
    
    1.31Chris Brooks (7)
    
    
    447,138
    
    
    
    *Erich J. Litch (8)
    
    
    440,646
    
    
    
    *Brian Kissel (9)
    
    
    332,489
    
    
    
    *Tyree B. Miller (10)
    
    
    145,000
    
    
    
    *Eric Dunn (12)
    
    
    46,000
    
    
    
    *James R. Stojak (13)
    
    
    20,000
    
    
    
    *All directors and executive officers as a group
(10 persons) (14)
    
    
    4,510,308
    
    
    
    9.22
    %
 
 *
    
    Represents beneficial ownership of less than 1%.(1)
    
    The information is as reported on Schedule 13G as filed February 13, 2007. Of these shares,
687,850 are owned by Galleon Advisors, L.L.C., and the remaining shares are owned by various
entities affiliated with Mr. Rajaratnam as follows: (i) 613,100 shares are held by Galleon
Captains Partners, L.P., (ii) 2,306,900 shares
are held by Galleon Captains Offshore, Ltd., (iii) 248,800 shares are held by Galleon
Buccaneers Offshore, Ltd., (iv) 74,750 shares are held by Galleon Communications Partners,
L.P., (v) 168,213 shares are held by Galleon Communications Offshore, Ltd., and (vi) 45,200
shares are held by SG AM AI EC IV. Pursuant to the - 14 -




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partnership agreement of Galleon Captains
Partners, L.P. and Galleon Communications Partners, L.P., Galleon Management, L.P. and Galleon
Advisors, L.L.C. share all investment and voting power with respect to the securities held by
Galleon Captains Partners, L.P. and Galleon Communications Partners, L.P. Pursuant to an
investment management agreement, Galleon Management, L.P. has all investment and voting power
with respect to the securities held by Galleon Captains Offshore, Ltd., Galleon Communications
Offshore, Ltd., Galleon Buccaneers Offshore, Ltd. and SG AM AI EC IV. Raj Rajaratnam, as the
managing member of Galleon Management, L.L.C., controls Galleon Management, L.L.C., which, as
the general partner of Galleon Management, L.P., controls Galleon Management, L.P. Raj
Rajaratnam, as the managing member of Galleon Advisors, L.L.C., also controls Galleon Advisors,
L.L.C. The shares reported herein by Raj Rajaratnam, Galleon Management, L.P., Galleon
Management, L.L.C., and Galleon Advisors, L.L.C. may be deemed beneficially owned as a result of
the purchase of such shares by Galleon Captains Partners, L.P., Galleon Captains Offshore,
Ltd., Galleon Buccaneers Offshore, Ltd., Galleon Communications Partners, L.P., Galleon
Communications Offshore, Ltd. and SG AM AI EC IV, as the case may be. Each of Raj Rajaratnam,
Galleon Management, L.P., Galleon Management, L.L.C., and Galleon Advisors, L.L.C. disclaims any
beneficial ownership of the shares reported herein, except to the extent of any pecuniary
interest therein.(2)
    
    This information is based on a Schedule 13G filed on January 17, 2006. Royce & Associates
LLC has sole power to vote and dispose of all 3,076,991 shares.(3)
    
    This information is based on a Schedule 13G filed on February 14, 2007. Dreman Value
Management LLC has sole power to vote and dispose of all 2,562,700 shares.(4)
    
    Includes 1,611,667 shares subject to options exercisable within 60 days of March 12, 2007,
1,371,667 of which have an exercise price of less than $5.15.(5)
    
    Includes 10,000 shares subject to options exercisable within 60 days of March 12, 2007, all
of which have an exercise price of less than $5.15.(6)
    
    Consists of 600,000 shares subject to options exercisable within 60 days of March 12, 2007,
200,000 of which have an exercise price of less than $5.15.(7)
    
    Includes 443,571 shares subject to options exercisable within 60 days of March 12, 2007,
410,071 of which have an exercise price of less than $5.15.(8)
    
    Includes 435,937 shares subject to options exercisable within 60 days of March 12, 2007,
400,937 of which have an exercise price of less than $5.15.(9)
    
    Includes 325,000 shares subject to options exercisable within 60 days of March 12, 2007, all
of which have an exercise price of less than $5.15.(10)
    
    Includes 20,000 shares subject to options exercisable within 60 days of March 12, 2007, all
of which have an exercise price of less than $5.15.(11)
    
    Consists of 100,000 shares subject to options exercisable within 60 days of March 12, 2007,
all of which have an exercise price of less than $5.15.(12)
    
    Includes 25,000 shares subject to options exercisable within 60 days of March 12, 2007, all
of which have an exercise price of less than $5.15.(13)
    
    Consists of 20,000 shares subject to options exercisable within 60 days of March 12, 2007,
all of which have an exercise price of less than $5.15.(14)
    
    Includes 3,591,175 shares subject to options exercisable within 60 days of March 12, 2007,
2,882,675 of which have an exercise price of less than $5.15. 
 Item 13. Certain Relationships and Related Transactions, and Director Independence
 TRANSACTIONS WITH RELATED PERSONS
  - 15 -




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Related Party Transaction Approval Process
  BOARD INDEPENDENCE
   
 Item 14. Principal Accountant Fees and Service
 INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FEES AND SERVICES
  2006
    
    
    2005Audit Fees(1)
    
    $
    600,750
    
    
    $
    541,150Audit-Related Fees
    
    
    0
    
    
    
    0Tax Fees(2)
    
    
    83,085
    
    
    
    59,275All Other Fees
    
    
    0
    
    
    
    0Total Fees
    
    $
    683,835
    
    
    $
    600,425
 
 (1)
    
    Audit Fees consisted of fees for professional services rendered for the audit of
Corillians annual financial statements and internal control over financial reporting included
in Corillians Annual Reports on Form 10-K and for the review of financial statements included
in Corillians Quarterly Reports on Form 10-Q, as well as reviews of regulatory and statutory
filings.(2)
    
    Tax Fees consisted of fees for tax compliance services. Pre-Approval of Audit and Non-Audit Services
   - 16 -




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PART IV
 
 Item 15. Exhibits and Financial Statement Schedules
  Financial Statements
  Financial Statement Schedules
  Exhibits
  - 17 -




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SIGNATURES
  CORILLIAN CORPORATIONBy:
    /s/  PAUL K. WILDEChief Financial Officer(Principal Financial Officer) - 18 -




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Exhibit Index
 ExhibitNo.
    
    Description2.1
    
    Agreement and Plan of Merger, dated March 31, 2005, by and among Corillian Corporation,
InteliData Technologies Corporation and Wizard Acquisition Corporation (incorporated by
reference to Exhibit 2.1 of our report on Form 8-K dated March 31, 2005)2.2
    
    Agreement and Plan of Merger, dated August 5, 2005, by and among Corillian Corporation, qbt
Systems Inc., Quantum Acquisition Corporation, Quarry Acquisition LLC and the Shareholders
of qbt Systems Inc. (incorporated by reference to Exhibit 2.1 of our report on Form 8-K
dated August 5, 2005)2.3
    
    Agreement and Plan of Merger by and among CheckFree Corporation, CF Oregon Inc., and
Corillian Corporation, dated February 13, 2007 (incorporated by reference to Exhibit 2 of
our report on Form 8-K dated February 13, 2007)3.1
    
    Articles of Incorporation (incorporated by reference to Exhibit 3.2 of our Form S-1, as
amended, File No. 333-95513)3.2
    
    Second Restated Bylaws of Corillian, as amended April 10, 2006 (incorporated by reference
to Exhibit 3.1 of our Form 10-Q for the quarter ended March 31, 2006)4.1
    
    Form of Common Stock certificate (incorporated by reference to Exhibit 4.1 of our Form S-1,
as amended, File No. 333-95513)10.1*
    
    Corillians Amended and Restated 2000 Stock Incentive Compensation Plan (incorporated by
reference to Exhibit 99.2 of our Form S-8 filed on November 1, 2001, File No. 333-72652)10.2*
    
    Corillians 2000 Employee Stock Purchase Plan (incorporated by reference to Exhibit 99.1 of
Corillians Form S-8 filed on November 1, 2001, File No. 333-72652)10.3*
    
    Corillians Amended and Restated 1997 Stock Option Plan (incorporated by reference to
Exhibit 10.3 of Corillians report on Form 10-K for the year ended December 31, 2005)10.4
    
    Lease between CarrAmerica Realty Corporation and Corillian, dated May 22, 2000
(incorporated by reference to Exhibit 10.4 of our report on Form 10-K for the year ended
December 31, 2005)10.5*
    
    Form of Stock Option Agreement with certain employees (incorporated by reference to Exhibit
10.6 of our report on Form 10-K for the year ended December 31, 2005)10.6*+
    
    Form of Indemnification Agreement between Corillian and its directors and executive officers10.7*
    
    Form of Severance Agreement with Executive Officers and Certain Other Key Employees
(incorporated by reference to Exhibit 10.1 of our report on Form 10-Q for the quarter ended
June 30, 2002)10.8*
    
    Corillian Corporation 2003 Nonqualified Stock Incentive Compensation Plan (incorporated by
reference to Exhibit 10.1 of our report on Form 10-Q for the quarter ended June 30, 2003)10.9*
    
    Form of Stock Option Agreement under Corillian Corporation 2003 Nonqualified Stock
Incentive Compensation Plan (incorporated by reference to Exhibit 10.2 of our report on
Form 10-Q for the quarter ended June 30, 2003)10.10*
    
    Form of Stock Option Agreement with certain employees under Corillian Corporation 2003
Nonqualified Stock Incentive Compensation Plan (incorporated by reference to Exhibit 10.3
of our report on Form 10-Q for the quarter ended June 30, 2003)10.11*
    
    Form of Amendment to Stock Option Letter Agreements for Certain Employees under the 2000
Stock Incentive Compensation Plan (incorporated by reference to Exhibit 10.1 of our report
on Form 10-Q for the quarter ended September 30, 2003)10.12*
    
    Form of Severance Agreement for Certain Employees (incorporated by reference to Exhibit
10.2 of our report on Form 10-Q for the quarter ended September 30, 2003)




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ExhibitNo.
    
    Description10.13
    
    First Amendment to Lease Agreement between CarrAmerica Realty Operating Partnership, L.P.
and Corillian Corporation, dated August 23, 2004 (incorporated by reference to Exhibit 99.1
of our report on Form 8-K dated August 23, 2004)10.14*
    
    Separation Agreement and General Release between Corillian Corporation and an Executive
Officer, dated February, 17, 2005 (incorporated by reference to Exhibit 10.1 of our report
on Form 8-K dated February 17, 2005)10.15*+
    
    Key terms of Executive compensation arrangements10.16*
    
    Key terms of Director compensation arrangements (incorporated by reference to Exhibit 10.20
of our report on Form 10-K for the year ended December 31, 2005)21.1+
    
    Subsidiaries of Corillian Corporation23.1+
    
    Consent of KPMG LLP, Independent Registered Public Accounting Firm31.1
    
    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 302 of the
Sarbanes-Oxley Act of 200231.2
    
    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 302 of the
Sarbanes-Oxley Act of 200232.1+
    
    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
 
 *
    
    Management contract or compensatory plan+
    
    Previously filed with our annual report on Form 10-K for the year ended December 31, 2006,
filed on March 16, 2007.