Moderator: Larry Thede
                                                            08-14-03/9:15 am EDT
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                                                          FILED BY QUOVADX, INC.
                           PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933
                                              SUBJECT COMPANY: CARESCIENCE, INC.
                                                   COMMISSION FILE NO. 000-30859

Quovadx intends to commence an exchange offer and to file with the Securities
and Exchange Commission (SEC) a Schedule TO and Registration Statement on Form
S-4 relating to the exchange offer. CareScience intends to file a
Solicitation/Recommendation Statement on Schedule 14D-9 with the SEC relating to
the exchange offer. Quovadx expects to mail a Prospectus/Offer to Exchange and
related offer materials to stockholders of CareScience, and CareScience expects
to mail a Schedule 14D-9 to its stockholders. Investors and security holders are
urged to read these documents carefully when they are available because they
will contain important information about the transaction. Documents filed by
Quovadx with the SEC may be obtained without charge at the SEC's website at
www.sec.gov and at Quovadx's website at www.quovadx.com. Documents filed by
CareScience with the SEC may be obtained without charge at the SEC's website and
at CareScience's website at www.carescience.com.

                                  QUOVADX, INC.

                             MODERATOR: LARRY THEDE
                                 AUGUST 14, 2003
                                   9:15 AM EDT

Operator:             Good morning.  My name is (Tina), and I will be your
                      conference facilitator.

                      At this time I would like to welcome everyone to the
                      Quovadx /Care Science Investor Briefing Conference call.
                      All lines have been placed on mute to prevent any
                      background noise.

                      After the speakers' remarks there will be a question and
                      answer period. If you would like to ask a question during
                      this time, simply press Star then the number 1 on your
                      telephone keypad.

                      If you would like to withdraw your question, press Star
                      then the number 2 on your telephone keypad.

                      Thank you.  Mr. Thede, you may begin your conference.

Larry Thede:          Good morning, and thank you for joining us for today's
                      conference call. With us today are Quovadx' president and
                      CEO, Lorine Sweeny, and Care Sciences President and CEO,
                      Dr. Ron Paulus. Gary Scherping, Quovadx' CFO, will join us
                      for the question and answer session.

                                                                   QUOVADX, INC.
                                                          Moderator: Larry Thede
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                     We've prepared several slides for you to review as we go
                     through our presentation. To access the presentation you
                     can go to the Webcast link for the call that can be found
                     on the Events page of the Investors section of our Quovadx

                     That Web address is www.quovadx.com/investors/calendar.jsp.
                     Those slides are there now on the Webcast link.

                     We'll begin the call with Management's formal comments
                     concerning today's announcement of Quovadx' agreement to
                     acquire CareScience in a cash and stock offer. We will then
                     open the call to your questions.

                     Before we begin, I'd like to draw you attention to Slide 2,
                     where you will find additional information regarding the
                     CareScience acquisition.

                     We would like to advise you as to where you can find more
                     information about the transaction. Quovadx will be filing a
                     Schedule TO and a registration statement on Form S-4 with
                     the SEC relating to the offer of cash and Quovadx stock to
                     CareScience shareholders.

                     And CareScience will be filing a Solicitation
                     Recommendation Statement on Schedule 14D-9 with the SEC
                     regarding the offer.

                     We urge you to read these documents carefully when they are
                     available, because they will contain important information
                     about the transaction.

                     Documents filed by Quovadx with the SEC may be obtained
                     without charge at the SEC's website at www.sec.gov, and at
                     Quovadx' website at www.quovadx.com.

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                                                          Moderator: Larry Thede
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                      Documents filed by CareScience with the SEC may be
                      obtained without charge at the SEC's website and at
                      CareScience's website at www.carescience.com.

                      I'd like you to move to Slide 3. Please note that during
                      the course of this call Management will be making
                      forward-looking statements regarding the CareScience
                      acquisition, including statements regarding the timing of
                      the transaction, the anticipated effect of the acquisition
                      on Quovadx' operating results and financial condition, the
                      anticipated improvement in Quovadx' position in the
                      industry in which it competes as a result of the
                      transaction, and the expected effect of the transaction on
                      Quovadx' product offerings.

                      These statements reflect Management's current expectations
                      regarding future events. Actual events may differ
                      materially from these statements.

                      These statements are subject to a number of risks and
                      uncertainties, including risks relating to the
                      consummation of the acquisition, potential difficulties in
                      the assimilation of CareScience's business, the risk of
                      loss of key personnel at CareScience, and the risk of
                      diversion of Management attention from other business

                      We do not undertake any obligation to update or correct
                      any forward-looking statements included in this
                      presentation to reflect events or circumstances occurring
                      after the date of this presentation.

                      Let's move on to Slide 4, and I'd now like to turn the
                      call over to Lorine.

Lorine Sweeny:        Thanks Larry, and good morning everyone.

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                      Earlier today we announced that the Board of Directors of
                      Quovadx and of CareScience had each approved a transaction
                      for Quovadx to acquire CareScience, one of the nation's
                      leading healthcare management companies.

                      We have signed a definitive agreement and will soon
                      commence an exchange offer for the outstanding stock of

                      Before I go into details on the terms of the offer, I'd
                      like to express my enthusiasm for this transaction and for
                      what it means for our future.

                      CareScience is one of the nation's leading care management
                      companies. Founded in 1992, it currently supports more
                      than 170 provider organizations in 34 states.

                      They have a highly visible, high-margin recurring revenue
                      model with significant backlog. Their trailing 12-months
                      revenue is $13.5 million. And at June 30 of this year
                      their total backlog, which represents unrecognized revenue
                      on signed customer contracts, was $33.2 million.

                      This backlog, which has been growing significantly, will
                      be recognized as revenue in the future in accordance with
                      the terms of the contracts.

                      CareScience offers products and services that help
                      hospitals and health systems deliver high quality,
                      efficient care. CareScience has developed a proprietary
                      clinical analysis method and clinical data sharing and
                      collaboration tools.

                      Their expertise in care management is a natural extension
                      to our medical management product offerings in the health
                      care provider and payer segments.

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                      This transaction further solidifies our leadership in the
                      large and growing healthcare market, and it extends our
                      reach in the clinical process improvement in care
                      management arenas.

                      I'm especially pleased to welcome CareScience's President
                      and CEO, Dr. Ron Paulus, to Quovadx and today's call.

                      Ron and I have been working on this transaction for
                      several weeks. And I've been impressed by his passion for
                      CareScience, and for what they bring to their customers.

                      Their products truly do make a difference in the lives and
                      quality of care for medical patients.

                      Ron joined CareScience in March of 1993. And he became the
                      president in 1998. Earlier this year he was named Chief
                      Executive Officer.

                      I'd like to have Ron comment on CareScience and on today's
                      news. Ron?

Ron Paulus:           Thanks Lorine, and good morning everyone.

                      Today is truly an exciting day for CareScience and for me.
                      I'm absolutely thrilled to be joining the Quovadx team.
                      And I'm very enthusiastic for what this means for the
                      future of our company as we combine our organization with

                      As Lorine mentioned, CareScience is a company specializing
                      in clinical knowledge. We supply the people and technology
                      required to support the delivery of high-quality,
                      efficient care.

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                      By combining our deep care management expertise and our
                      industry leading care process analysis and data sharing
                      tools with Quovadx' existing integration technology and
                      work flow applications, our offerings will become more
                      robust and even more effective.

                      I am very eager to complete this transaction and look
                      forward to bringing our products to new markets.

Lorine Sweeny:        Thanks Ron.

                      I'd like to offer some details about today's announcement
                      and about the transaction.

                      On Slide 5 you'll see a summary of the agreement. The
                      value of our offer for CareScience is $2.09 per share,
                      based on yesterday's closing price. They have 13.3 million
                      shares outstanding. So the total value of the transaction
                      is $27.8 million.

                      At June 30 of this year CareScience had $14.3 million of
                      cash and equivalents, net of debt. This results in an
                      enterprise value of $13.5 million. This also equates to
                      one times CareScience's trailing 12-months revenue.

                      Our offer is a combination of cash and stock. We're
                      offering $1.40 per share in cash and 0.1818 share of
                      Quovadx for each share of CareScience.

                      Since CareScience has 13.3 million shares outstanding, we
                      will issue 2.4 million new shares of Quovadx stock in this
                      transaction. And we will pay $18.6 million in cash to
                      CareScience shareholders.

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                      Since they have over $14 million in cash, our net cash
                      outflow will be under $5 million.

                      We anticipate that the transaction will close early in the
                      fourth quarter. We intend to file our registration
                      statement with the SEC and commence our exchange offer in
                      the next week.

                      The steps to closing include the acceptance of our
                      exchange offer by at least 80% of the outstanding shares
                      of CareScience.

                      We expect this transaction to be accretive to our 2004
                      results. I'll talk more about this after the next slide.

                      On Slide 6 you'll see summary financial statistics for
                      CareScience. Their trailing 12-months revenue was $13.5

                      Their gross margin is 50%. The margin has improved
                      significantly over the past several years.

                      In the past 12 months they incurred $4.1 million in R&D
                      costs and another $9.2 million in SG&A expenses. We
                      believe we will be able to recognize significant cost
                      synergies once we complete the transaction.

                      They have a strong balance sheet and had $14.6 million in
                      cash and investments at June 30 of this year. They have
                      $325,000 of debt.

                      They have a history of good collections and have working
                      capital of $10.7 million as of June 30.

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                      Their main product offering, the Care Management System,
                      is offered on a subscription basis. Typically the
                      subscriptions are for three to five year periods.

                      They are not performance-based contracts and do not have
                      early termination provisions.

                      They have an excellent track record of renewal. And they
                      currently support over 170 provider organizations.

                      Backlog revenue at June 30 of this year was $33.2 million.
                      This was up 31% from their backlog at the end of 2002.

                      As I've already mentioned, this backlog will be recognized
                      as revenue in accordance with the terms of contracts with
                      customers. And this amount also represents future cash
                      collections less deferred revenue remaining on those

                      I'd like to have Ron talk a bit about their product
                      offerings, which we've summarized on Slide 7.

Ron Paulus:           Thanks Lorine.

                      As noticed previously, CareScience is a solutions provider
                      to hospitals and healthcare systems nationally.

                      We have two primary product sets. First and foremost is
                      our Care Management System.

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                      Clients use our Care Management System for quality
                      measurement and for quality documentation and for care
                      management analysis, support and execution.

                      I am particularly excited about the ability to link this
                      product with Quovadx' data integration and workflow
                      technologies to create an even more robust and effective

                      As the business case for quality is increasingly apparent,
                      organizations are turning to the Care Management System
                      and related services to help drive quality improvements,
                      cost efficiencies and ultimately, strategic advantage.

                      The second product set is our Care Data Exchange, which is
                      currently deployed in Santa Barbara, California.

                      The Care Data Exchange is a peer-to-peer clinical data
                      sharing solution that enables clinicians to access a
                      patient-centered view of clinical information regardless
                      of where that information may be located and without a
                      centralized database, so long as the data reside within a
                      participating data sharing organization.

                      In addition to both these technologies, CareScience also
                      provides the people and services required to support
                      organizations' deployment of integrated care management
                      solutions ranging from quality improvement to care
                      coordination and liability prevention.

                      Within our service offerings we currently have two
                      business processing outsourcing partners, Cooper Health
                      System and the University of Tennessee Medical Center.

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                      Within these two organizations we have management
                      responsibility for quality management and both quality
                      management and care coordination, respectively.

                      Taken together, our technologies and services provide an
                      impactful solution for our care management clients. Now
                      back to Lorine, who will discuss potential synergies and
                      the strategic fit between our organizations.

Lorine Sweeny:        As our press release states, we expect this transaction to
                      be accretive to our 2004 results. On Slide 8 are some
                      synergies we have identified.

                      On the revenue front, we believe there is opportunity for
                      each of our product offerings to be introduced and cross
                      sold to the combined installed based of customers.

                      We bring a very large installed base of healthcare
                      customers to CareScience. And we will aggressively target
                      these accounts with our newly expanded suite of products.

                      Similarly, there is an opportunity for us to approach the
                      installed base of CareScience customers with our
                      technology platform and adaptive application offerings.

                      In addition to significant revenue opportunity, we'll
                      eliminate duplicate costs between our two companies. There
                      are obvious cost elimination opportunities, as CareScience
                      ceases to be a publicly traded company.

                      Costs associated with stock exchange filing fees, SEC
                      compliance costs, Board costs, D&O insurance costs and so

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                      CareScience also has a data center in Philadelphia that we
                      intend to continue operating. This will allow us to
                      consolidate operations from our two existing data centers.

                      We will continue to operate our Albuquerque facility. But
                      we will discontinue a third-party backup facility we have
                      been using in California.

                      We see opportunity on the R&D front. And we'll use our
                      resources to bring real time capabilities to CareScience's

                      We'll also absorb a number of overhead functions within
                      our existing cost structure. While we have additional work
                      to do to fine-tune our expectations, I'm comfortable
                      targeting a minimum 5 cents per share contribution from
                      this transaction in 2004.

                      As in any acquisition, there will be some one-time costs
                      associated with this transaction. They include things like
                      investment banker fees, exchange agent fees, severance
                      costs and related deal costs.

                      I'd like to talk briefly about the strategic fit for our
                      two companies. Slide 9 highlights some of the strengths of
                      each company.

                      CareScience brings to Quovadx tremendous experience and
                      expertise in care management and clinical process

                      They have a history of working with healthcare providers
                      and health systems to manage clinical processes
                      surrounding the point of care so that fundamental
                      reductions can be achieved in operating costs, clinical
                      inefficiencies and medical errors. And they offer
                      industry-leading care process analysis technology.

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                      They support over 170 provider organizations in 34 states.

                      They bring Quovadx significant talent in the medical
                      profession. And they bring us a highly visible, high
                      margin recurring revenue model with significant backlog
                      that will add visibility to future revenue streams.

                      Quovadx has proven technology, an industry-leading
                      integration platform and adaptive application offerings
                      that have traditionally focused on the healthcare

                      I believe we can make the CareScience offerings even more
                      robust by bringing data to users of their products in real

                      Our interface engines are in hospitals all over the
                      country, so we can offer real time transaction capability
                      to users of CareScience products.

                      We've made tremendous progress over the past year in
                      building our sales force and strengthening our
                      distribution networks. These improvements will help us
                      aggressively market and sell CareScience products to more
                      customers than they have been able to achieve on their

                      And we'll aggressively cross-sell CareScience products to
                      our existing base of over 1700 healthcare customers.

                      Well, let me stop with that and welcome any questions that
                      you may have. Operator, I'll be happy to take questions
                      from the floor.

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Operator:             At this time I would like to remind everyone that in order
                      to ask a question, please press Star then the number 1 on
                      your telephone keypad. We'll pause for just a moment to
                      compile the Q&A roster.

                      Your first question comes from the line of (William Haus)
                      with (Advest).

(William Haus):       Hi everyone, congratulations on a nice deal.

Lorine Sweeny:        Hi Bill.

(William Haus):       I was wondering if you could maybe talk about - and maybe
                      this is for Ron. In your core care management area you've
                      had quite a bit of growth recently. I think the last Q was
                      about 40% there or plus.

                      Could you talk a bit about your pipeline there, and what
                      is driving that growth for you?

Ron Paulus:           Sure. Our pipeline has been strong and continues to get

                      And you noted the fact that our core care management
                      revenue has been growing at about 40% on a regular basis
                      quarter over quarter over quarter.

                      And we're expecting to have a similar growth in that core
                      care management arena on a going-forward basis.

                      So we see the signs in the marketplace, and just looking
                      back historically that this is consistent with where we've

(William Haus):       And Ron, is there any particular area within the three
                      product segments or offerings that you highlighted where
                      you're seeing - is it the care management

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                      system and the quality care? Or is it this patient-
                      centered data access? What is the driver for you?

Ron Paulus:           The driver has been on the revenue side of the equation,
                      is the care management quality business.

                      And that's where I'm particularly excited about the
                      opportunities to link with Quovadx' real-time data and
                      workflow applications, which really marries together the
                      quality and care coordination piece that we've done
                      through services. And now we'll have a technology base.

(William Haus):       And for you folks on a payer-provider mix, what would you
                      say there in terms of revenue breakdown?

Ron Paulus:           For CareScience?

(William Haus):       Yes, sir.

Ron Paulus:           It's 100% provider.

(William Haus):       Okay.

                      And I guess one last question there, in terms of total
                      revenue in these three product offerings; can you give me
                      a sense of how that breaks down? Or have you discussed
                      that previously?

Ron Paulus:           Well we disclose in our MD&A from our most recent 10Q the
                      fact that for the first half of 2003 we had sort of two
                      things going on in revenue.

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                      Our core care management increased substantially. And we
                      had a decline in revenue in our funded development
                      contracts, which had come to an end, and in our
                      pharmaceutical consulting offerings, which we've

                      So that growth and the revenue itself have driven from
                      that core care management offering that we're now very
                      focused upon.

(William Haus):       And the patient-centric data access that's
                      cross-enterprise, I guess. Is that the identified patient
                      data? Any issues there with HIPAA?

Ron Paulus:           It's identified data. It is a HIPAA compliant application.
                      We get security and authorization in terms of the
                      clinicians that are accessing that information verifying
                      that they have rights to view that information.

                      Essentially it's the same information that they would
                      otherwise view but have to get through a fax or some other
                      means that is less convenient and less efficient.

(William Haus):       I understand. So it's in the giving of care, not for
                      research purposes?

Ron Paulus:           That's correct.

(William Haus):       All right sir, thank you.

Operator:             Your next question comes from the line of (Mark Dishop)
                      with The Boston Company.

(Mark Dishop):        Hi, along similar lines on the revenue, did you say that
                      your core care revenue had been rising 40% sequentially
                      for several quarters?

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Ron Paulus:           At a 40% rate. It has been growing year over year at a 40%
                      rate for some time now.

(Mark Dishop):        So it's year over year.

Ron Paulus:           Yes.

(Mark Dishop):        Okay, and can you say what that revenue was in the last
                      several quarters? Can you give like what it was last three
                      or four quarters, roughly?

Ron Paulus:           Yes, I don't have the numbers in front of me here. But as
                      I mentioned, for the first half of 2003 the core care
                      management revenue increased by $1.8 million on a
                      year-over-year basis. And we reported revenue. So the
                      second quarter of 2003, it was about...

Gary Scherping:       The second quarter of 2003 I have - it was most of the
                      revenue that they reported, so about $3.1 million.

Ron Paulus:           $3.157 million was our reported, I think, of which only
                      $23,000 related to pharmaceutical and other revenue. I
                      apologize for the little math trauma I had there.

(Mark Dishop):        So minus $27,000 was pharma and other?

Ron Paulus:           Yeah, about $23,000 was....

(Mark Dishop):        $23,000.  And the rest was all core care?

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Ron Paulus:           That's right, and this was sort of the end of this
                      transition we've had with a decline in revenue coming from
                      our funded development contract ending the redirection of
                      the pharmaceutical offering.

                      So we won't have any more impact from declines in those
                      lines of business. So the growth that's been underlying
                      our revenue, where it's appeared to be flat or declining,
                      will now be on an upward trajectory.

(Mark Dishop):        Okay, and your...

                      So that's $3.134 million of care revenue last quarter,
                      that was up about 40% or so, year over year?

Ron Paulus:           That's right.

(Mark Dishop):        And you're saying that's likely to continue at that kind
                      of rate of growth for a while?

Ron Paulus:           Yeah, that's our general expectation.

(Mark Dishop):        And what is the driver of that growth?

Ron Paulus:           It's two things. The first is the backlog that Lorine
                      mentioned a number of times.

                      Our backlog has increased significantly on a
                      year-over-year basis and has increased significantly on a
                      quarter-by-quarter basis.

                      Because we recognize all of our revenue (unintelligible)
                      over the life of our agreements, even including
                      implementation fees, when we sign even a large

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                      contract the impact in any given quarter is only for a
                      three-year agreement 1/36th of the total amount.

                      So we know in any given point in time we'll have a certain
                      amount of revenue coming from backlog directly into that
                      next quarter's revenue as well as impact from the sales
                      that are closed in that particular quarter.

(Mark Dishop):        Okay, so when you said the backlog is up, that's from
                      prior contracts you signed. It just hasn't been recognized
                      fully yet.

Ron Paulus:           That's right.

(Mark Dishop):        And the pipeline is also up?

Ron Paulus:           The pipeline has been steady and climbing in a similar

(Mark Dishop):        So that's up in the neighborhood of 30 or 40%?

Ron Paulus:           On a year-over-year basis I think that's a reasonable

(Mark Dishop):        Okay, has it been increasing sequentially?

Ron Paulus:           Well we've had a mix in the pipeline across the different
                      service areas that I talked, but within care management it
                      has been increasing on a quarter-by-quarter basis as well.

(Mark Dishop):        Okay, thanks very much.

Operator:             Your next question comes from the line of Gene Mannheimer
                      with Roth Capital Partners.

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Gene Mannheimer:      Good morning. Congratulations Lorine and Ron, nice

Lorine Sweeny:        Hi Gene, thanks.

Gene Mannheimer:      Just a question for Ron, could you just discuss a little
                      bit about the competitive landscape and the quality
                      management care / management arena, including Landacorp
                      and others, and how this synergy and this combination will
                      make you more competitive?

Ron Paulus:           Sure. Historically we've thought of this space as being
                      broken up between sort of the benchmarking type companies
                      like Premiere, a company called Solutions and a small
                      group within Cardinal Health called Medicall.

                      They basically collect a lot of information from hospitals
                      and then allow different hospitals to compare their
                      performance to one another. So that's sort of the
                      benchmarking piece of this.

                      We also have noticed organizations like Landacorp and
                      (Camby) and some others that provide case management

                      We sort of sat in the middle between those. We provide a
                      modest amount of benchmarking. But our real focus is not
                      on how you compare but what you can do about it, given
                      whatever your position is, and on the case management side
                      has focused largely on sort of managed-care related
                      coordination and financial metrics.

                      We've focused on the clinical process area. What do
                      clinicians do in caring for patients? How do they make
                      treatment decisions, because fundamentally

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                      that's what determines the cost structure and the quality
                      output of those organizations.

                      We've done that by enabling the organization to measure
                      their quality, to document their quality, and most
                      importantly, to do something about it.

                      Now the doing something about it has historically been a
                      service-based action, whether that's something that our
                      client does directly or that we do in conjunction with
                      them as part of consulting, facilitation, or in the two
                      examples, business process outsourcing.

                      The tremendous opportunity of this transaction, and the
                      reason why I was so excited about this being the company
                      that we linked together with, is the real-time data
                      application and the workflow capacity, because we'll now
                      have the ability not only to measure and document quality
                      but also to effectuate the change actions that relate to
                      those quality issues directly into the workflow of the
                      organization - essentially not just measuring it and
                      documenting what happens, but by doing something about it
                      before it goes wrong.

                      And so that's the space that I see us having a very unique
                      position in, because the benchmarking companies don't have
                      anything related to real-time data, even remotely, and the
                      case management companies don't really do clinical
                      analysis or clinical process improvement.

Gene Mannheimer:      Excellent, thanks Ron.

Operator:             Your next question comes from the line of (Ben Cubit) with

(Ben Cubit):          Yeah, hi there.

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                      You mentioned that one of the requirements was a minimum
                      80% tender. I'm just wondering if you had a kind of a
                      lockup with major shareholders or management.

Gary Scherping:       We have one (unintelligible) agreement signed with a major
                      shareholder that represents about 18.6% I believe of the
                      outstanding shares.

(Ben Cubit):          And so far those are the only people that have agreed to
                      vote or to tender to this offer?

Gary Scherping:       Yes, that's the only agreement we have. And it's really a
                      function of Pennsylvania law. CareScience is a
                      Pennsylvania corporation. And we really didn't approach
                      any other shareholders. We didn't want to go over it with
                      this 20% figure, which is very important in the state of

(Ben Cubit):          Okay, and you mentioned that you expect the offer to begin
                      next week some time?

Gary Scherping:       Yes, that's our expectation.

(Ben Cubit):          And it will be open for about a month or something?

Gary Scherping:       I'm not sure about the exact time. I believe it's four or
                      five weeks, though.

(Ben Cubit):          Oh, great.  Okay.  Thank you very much, then.

Operator:             Your next question comes from the line of (Edward
                      Guinness) with Tiedemann.

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(Edward Guinness):    Yes. I wanted to ask a question. The terms of the offer
                      0.1818 and the $1.40 in cash partially stresses what the
                      acquisition is net of cash, how much it costs. Are those
                      terms changed at all if the cash or working capital or
                      options outstanding or anything else changes? Or are they

Gary Scherping:       They're fixed.

(Edward Guinness):    Is there any walk-away price if QV stock goes down or up
                      as the terms change?

Gary Scherping:       No, there isn't.

(Edward Guinness):    Okay.  Thank you.

Operator:             Again, in order to ask a question, please press star then
                      the number 1 on your telephone keypad. You have a
                      follow-up question from (William Haus) of Advest.

(William Haus):       Hi, Lorine. I was wondering if you could talk maybe about
                      what products you're excited about and might lead with
                      into the client base of CareScience? Are there any
                      products that you might sell to them?

                      I know there's a huge opportunity of, you know, maybe
                      introducing them to some of your stuff and doing cross
                      sell. And clearly, a huge opportunity in selling theirs
                      into your much bigger base. But maybe you could talk about
                      sell to them.

Lorine Sweeney:       Yeah. We're really very, very excited, as Ron mentioned,
                      about the prospect of selling the real time data
                      integration technology into their customer base.

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                      You know, we think that that's a very near term
                      opportunity as people are looking forward to getting the
                      real time data access versus the way they do it today.
                      We're also excited about the fact that CareScience brings
                      the Care Management knowledge. As you know, we view our
                      Medical Management suite of products to be probably one of
                      our most exciting areas.

                      And being able to bring that clinical expertise into the
                      Quovadx family, we just think is just going to be a
                      tremendous benefit to our prospects. And, you know, just
                      enhance our overall credibility and knowledge in this
                      area. We definitely see, both on the hospital side and on
                      the payer side, that clinical quality and medical
                      management are just two very, very leading areas.

                      And as you know, our whole approach is to focus our
                      technology for solving real business problems with
                      measurable return on investment.

(William Haus):       And would medical management be, as Ron was saying,
                      effectuating the change - you would use that to effectuate
                      the change on the care delivery side, I guess? And then
                      maybe to improve quality? Is that what you'd look to lead
                      with there?

Lorine Sweeney:       Yeah. Well I think that, you know, obviously Ron has -
                      that's where the CareScience focus has been, is on the
                      delivery side. And our focus has really been from the
                      payer side.

                      So, you know, I think what we can do here is, using this
                      expertise with the Quovadx customer base and customer
                      prospect base on the medical management side is really
                      begin to integrate, you know, the payer aspects with what
                      is going on in the delivery side.

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                      And I think that's what large payer organizations are
                      looking to do today is, you know, to be able to look more
                      deeply into the whole quality of care issue. And be able
                      to incorporate and integrate what they've been doing
                      previously in utilization management, disease management
                      and case management.

                      Clearly, that's where we've been focusing on, is this
                      integration. And that's what we think CareScience can help
                      us with.

(William Haus):       Thank you.

Ron Paulus:           If I could just add one comment to that, another
                      opportunity for synergy here relates to the growing
                      linkages and interests on the payer side of the market.
                      And sort of, measuring and documenting quality and linking
                      that to payer for performance metrics.

                      We actually had examples already within our client base
                      where organizations have negotiated with payers to use the
                      Care Management system as a quality metric that can then
                      lead to incremental payments to that organization if they
                      can document improved quality.

                      So I believe that there really are a whole myriad of
                      synergy opportunities here. And we're just beginning to
                      scratch the surface of what all those might be.

(William Haus):       Yeah, Ron, I've heard of the pay performance plans. And I
                      know that even the HHS has some pay performance type
                      stuff. Also there seems to be greater emphasis around the
                      publication quality for these different provider
                      organizations and hospitals.

                      Are you seeing that happening? And is that driving, you
                      know, the providers to maybe look at this stuff and
                      realize the ROI but more in terms of it could

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                      actually affect their reimbursement and certainly could
                      drive customers away if they were to be looked at poorly
                      on a quality rating?

Ron Paulus:           Yes. I think there are four converging forces that are
                      bringing this together. The first is that payers are
                      increasingly preferring quality organizations.

                      And they have to be able to decipher in some manner, which
                      those are. And it can't just be reputation-based, even
                      though that's a part. They're increasingly looking for
                      documentation and that's where the quality measurement
                      piece comes in.

                      Second, consumers also are increasingly preferring quality
                      organizations although it's hard for them to determine.
                      That is another driving factor because consumers are loyal
                      to organizations that they perceive as having quality

                      The third and fourth areas relate to higher revenue and
                      lower cost, not surprisingly. On the higher revenue side
                      we've got significant capacity utilization issues within
                      the inpatient sector. And every day that a patient stays
                      in a bed is a missed opportunity since there's a big chunk
                      of fixed cost reimbursement for that bed.

                      So improving patient through-put is one of the core areas
                      where we focus upon. And that can be dramatically expanded
                      with the real time data and care coordination. Also, from
                      a cost standpoint, medical errors and complications - the
                      typical medical complication costs about $4,500, which is
                      a big piece of the overall profit margin for that patient.

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                      That all comes together in a final piece, which is the
                      medical malpractice, which probably everybody must have
                      read about in the lay press at some point or another.

                      And so we have also been increasingly looking at the
                      linkages between medical malpractice liability and claims
                      paid to the same care process errors or problems that can
                      be potentially avoided, not only to realize those
                      immediate savings but the downstream prevention of, you
                      know, unfortunate patient outcomes as well as malpractice

                      So I really see a tremendous convergence around this
                      business case for quality, not people doing it because
                      it's nice or just mission-based. Those are great because
                      it delivers bottom line value.

(William Haus):       Thank you.  That's real helpful.  Appreciate it.

Operator:             You have a follow-up question from (Mark Dishop) with The
                      Boston Company.

(Mark Dishop):        Hi. Yeah. I was just wondering if you're expecting to save
                      any working capital or if you need to inject any working

Gary Scherping:       We don't think that there's a big need to invest working
                      capital in this company. They have - they do a very good
                      job of collecting their receivables. Their payables are
                      very low.

                      There's $325,000 worth of debt, which we'll probably look
                      into paying off as soon as we can. But other than that
                      $325,000 in debt, you know, their balance sheet is really
                      in great shape.

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(Mark Dishop):        Thank you.

Operator:             You have a follow-up question from (Edward Guinness) of

(Edward Guinness):    Yes. I wonder - you might have already discussed this but
                      how did the transaction come about? What was the process?
                      Was it an auction or was it just the two of you getting
                      together? And how long has it been going on?

Lorine                Sweeney: CareScience was actually brought to us. And we
                      were informed of this process. And over the past several
                      months I believe, they've been looking at other possible
                      opportunities, of which we were one of the people in the
                      process. And we believed our synergies and CareScience
                      believed our offer was the most competitive.

(Edward Guinness):    And what synergies do you see in terms of dollars?

Lorine Sweeney:       You know, we haven't specifically outlined the dollar
                      amount yet. But we are looking at a 5 cents accretive
                      earnings for 2004.

(Edward Guinness):    Okay. Thank you very much.

Operator:             At this time there are no further questions.

Lorine Sweeney:       Well I'd like to thank everyone this morning for spending
                      time on the call. We continue to be extremely excited
                      about this CareScience transaction. I think that this is
                      one more demonstration of our differentiation in our
                      technology space.

                      As you can see, particularly from Ron's comments this
                      morning, we are really spending a lot of our efforts at
                      Quovadx with our customers in terms of really

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                      trying to bring them value for their technology. And
                      understanding what the real issues are versus just a
                      technology solution.

                      So we look forward to speaking with you further about the
                      results of this transaction. Thank you, again.

Operator:             This concludes today's conference. You may now disconnect.