8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 11, 2006

GENOMIC HEALTH, INC.

(Exact name of registrant as specified in its charter)

Delaware	000-51541	77-0552594
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

301 Penobscot Drive Redwood City, California	94063
(Address of principal executive offices)	(Zip Code)

(650) 556-3900

(Registrant’s telephone number, including area code)

     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

	ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.
	ITEM 7.01 REGULATION FD DISCLOSURE.
	ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
SIGNATURE
	EXHIBIT INDEX
EXHIBIT 99.1

ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.

     Effective April 11, 2006, the Board of Directors of Genomic Health, Inc. (the “Company”) elected Woodrow A. Myers, M.D., a member of the Board of Directors of the Company. A copy of the Company’s press release announcing Dr. Myers’ election to the Board of Directors as an independent director is attached as Exhibit 99.1 to this report and is incorporated herein by reference.

ITEM 7.01 REGULATION FD DISCLOSURE.

     As disclosed under Item 5.02, effective April 11, 2006, the Company’s Board of Directors elected Woodrow A. Myers, M.D., a member of the Board of Directors. The Company’s press release announcing Dr. Myer’s election is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(c) Exhibits

99.1      Press release issued by Genomic Health, Inc. dated April 11, 2006.

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SIGNATURE

     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 hereunto duly authorized.

     Dated: April 14, 2006

GENOMIC HEALTH, INC.
By:	/s/ G. Bradley Cole
	(signature)
	Executive Vice President and                     Chief Financial Officer                     (title)

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release issued by Genomic Health, Inc. dated April 11, 2006.

  EX-99.1 2 f19570exv99w1.htm EXHIBIT 99.1

Exhibit 99.1

Contacts:
Emily Faucette, WeissComm Partners	415.946.1066
Emily@weisscommpartners.com
Brad Cole, Genomic Health	650.569.2281
investors@genomichealth.com

GENOMIC HEALTH ANNOUNCES APPOINTMENT OF
DR. WOODROW MYERS TO BOARD OF DIRECTORS

REDWOOD CITY, Calif. – April 11, 2006 – Genomic Health, Inc. (Nasdaq: GHDX) today announced the appointment of Woodrow A. Myers, M.D., M.B.A. to its board of directors. Dr. Myers, a director at Stanford University Hospital and visiting adjunct professor of medicine at the UCLA School of Medicine, is the former executive vice president and chief medical officer of WellPoint, Inc., a large publicly traded commercial health benefits company.

“Dr. Myers brings more than 20 years of clinical and public health experience to Genomic Health, with expertise in healthcare policy innovation and ensuring comprehensive and high quality health care benefits for patients and payors,” said Randy Scott, Ph.D, chairman and CEO of Genomic Health. “We welcome Dr. Myers’ insights and perspective as we continue to develop our clinical laboratory service business and as we work with payors to establish appropriate reimbursement policies for these new services, so that people facing cancer can benefit from individualized care.”

While at WellPoint, Dr. Myers established the Health Quality Assurance Division, which was nationally recognized for innovation in the use of information technology and clinical quality measures to benefit physicians and patients. Prior to his position at WellPoint, Dr. Myers served as the director of health care management at the Ford Motor Company where he initiated quality assurance metrics for Ford healthcare vendors and established new global health and safety policies to benefit Ford and its employees. He is a former health commissioner for the city of New York and the state of Indiana, past chairman of the Visiting Committee for the Harvard School of Public Health and has served as a member of the Harvard University Board of Overseers and the Stanford University Board of Trustees. Dr. Myers holds medical and business degrees from Harvard and Stanford, respectively.

(more)

About Oncotype DX

Oncotype DX represents the first diagnostic multi-gene expression test commercially available that has clinical evidence validating its ability to predict the likelihood of breast cancer recurrence, the likelihood of patient survival within 10 years of diagnosis and the likelihood of chemotherapy benefit. The test has been extensively evaluated in multiple independent studies involving more than 2,600 breast cancer patients, including a large validation study published in The New England Journal of Medicine. For more information about Oncotype DX, please visit www.oncotypedx.com.

About Genomic Health

Genomic Health, Inc. (Nasdaq: GHDX) is a life science company focused on the development and commercialization of genomic-based clinical diagnostic tests for cancer that allow physicians and patients to make individualized treatment decisions. In 2004, Genomic Health launched its first test, Oncotype DX™, which has been shown to predict the likelihood of breast cancer recurrence and chemotherapy benefit in early stage breast cancer patients. The company was founded in 2000 and is located in Redwood City, California. For more information, please visit www.genomichealth.com.

Forward Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by words such as “believes,” “anticipates,” “plans,” “expects,” “will,” “intends” and other similar expressions, and include statements regarding our ability to continue to develop our clinical laboratory business and our ability to establish reimbursement policies so that cancer patients can benefit from individualized care. Forward-looking statements are subject to risks and uncertainties which could cause actual results to differ. For a discussion of the factors which may cause our results to differ, please refer to our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the Year Ended December 31, 2005. These forward-looking statements speak only as of the date hereof. We disclaim any obligation to update these forward-looking statements.

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EX-99.1

exv99w1