HealthSouth, the largest American operator of rehabilitation hospitals, agreed to pay $100 million to settle a Securities and Exchange Commission lawsuit accusing the company of accounting fraud under fired CEO Richard Scrushy.

The money will be paid in five installments over two years starting by October 15, HealthSouth said yesterday in a statement. The SEC sued the Birmingham, Ala.-based company and Mr. Scrushy in March 2003, claiming they overstated earnings by at least $1.4 billion. The settlement doesn’t involve Mr. Scrushy, who is on trial in Birmingham on criminal accounting fraud charges.

Yesterday’s settlement and the company’s plan to restate financial reports from 2000 through 2003 will bring HealthSouth closer to having its shares relisted, analysts said. CEO Jay Grinney, 54, who was hired in May 2004, agreed in December to pay $325 million to settle Justice Department civil charges that the company over billed Medicare.

“This is another cloud that’s been removed from over the company,” said Frank Morgan, an analyst at Jefferies & Company, in a telephone interview from Nashville, Tenn. “This is more evidence Grinney and his management team are doing a good job putting to bed all the company’s legal obstacles.”

Shares of HealthSouth rose 37 cents, or 6.9%, to $5.77 as of 4 p.m. New York time in over-the-counter trading. The stock had fallen 14% this year before yesterday.

HealthSouth founder Mr. Scrushy, 52, blames the company’s $2.7 billion accounting fraud on five former finance chiefs and 10 other executives who pleaded guilty. Federal jurors yesterday finished their 12th day of deliberating on 36 criminal charges against Mr. Scrushy without reaching a verdict.

Mr. Scrushy, who was fired as chief executive in March 2003, also was sued by the SEC on March 19, 2003, one day after the Federal Bureau of Investigation raided the company’s headquarters in Birmingham. The agency accused him of profiting from the fraud and certifying false financial statements. He has denied wrongdoing.

The SEC’s civil lawsuit was halted by U.S. District Judge Inge Johnson in Birmingham until Mr. Scrushy’s criminal trial ends. Many of the SEC’s allegations mirror those that U.S. prosecutors tried to prove in Mr. Scrushy’s case.

While large, the $100 million accord trails the record- setting penalties the SEC has imposed on public companies since the collapse of Enron. In March, Time Warner agreed to pay $300 million to settle an agency probe, and Qwest Communications International last year accepted a plan to pay $250 million to settle allegations of accounting fraud. Neither company admitted or denied wrongdoing. The SEC’s five commissioners have debated internally over whether to levy fines on public companies, with two of the three Republicans arguing that shareholders ultimately bear the costs. SEC Chairman William Donaldson, a Republican who is stepping down this month, has sided with the two Democrats, saying the fines are necessary to deter future corporate misconduct.

The commissioners voted 3-2 in favor of the HealthSouth fine in a closed-door meeting June 6, people familiar with the deliberations said. Mr. Donaldson joined the Democrats to approve it over opposition from his fellow Republicans, the sources said.