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)             March 18, 2005

Zimmer Holdings, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-16407	13-4151777
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

345 East Main Street
Warsaw, Indiana 46580

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code           (574) 267-6131

Not Applicable

(Former name or former address, if changed since last report.)

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))

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

     Zimmer Holdings, Inc. (the “Company”) issued a press release on March 22, 2005 announcing that Stuart M. Essig has been elected a director of the Company effective March 18, 2005. The press release is attached hereto as Exhibit 99.1 and the information set forth therein is incorporated herein by reference.

     Mr. Essig was elected on March 18, 2005 at a regularly scheduled meeting of the Board of Directors (the “Board”) of the Company, with a term to expire at the Company’s annual meeting of stockholders in 2006. The election of Mr. Essig increases the size of the Board from five to six. Mr. Essig has not been appointed to any committee of the Board at this time; however, the Company expects that Mr. Essig will be appointed to one or more Board committees in the future. There are no arrangements or understandings between Mr. Essig and any other persons pursuant to which Mr. Essig was appointed a director of the Company.

ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS

     (c)     Exhibits

Exhibit No.	Description
99.1	Press Release issued on March 22, 2005

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ZIMMER HOLDINGS, INC.
By:	/s/ David C. Dvorak
	David C. Dvorak
	Executive Vice President, Corporate Services, Chief Counsel and Secretary

Dated: March 22, 2005

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release issued on March 22, 2005

EX-99.1

Contacts:

Media	Investors
Brad Bishop 574-372-4291 bradley.bishop@zimmer.com	Marc Ostermann 574-371-8515 marc.ostermann@zimmer.com	Sam Leno 574-372-4790 sam.leno@zimmer.com

Zimmer Holdings Names Stuart M. Essig to Board of Directors

(WARSAW, IN) March 22, 2005—Zimmer Holdings, Inc. (NYSE and SWX: ZMH), a leader in the orthopaedics industry, announced today that Stuart M. Essig, President and Chief Executive Officer of Integra LifeSciences Holdings Corporation, has been elected to the Company’s Board of Directors.

Mr. Essig has served as President and Chief Executive Officer and a director of Integra LifeSciences since December 1997. Before joining Integra LifeSciences, Mr. Essig supervised the medical technology practice at Goldman, Sachs & Co. as a managing director. Mr. Essig had 10 years of diverse health care experience at Goldman Sachs serving as a senior mergers and acquisitions advisor to a broad range of domestic and international medical technology, pharmaceutical and biotechnology clients.

“We are delighted that Stuart Essig, with his management achievements, his experience in advanced medical devices, and his background in mergers and acquisitions, has agreed to join our Board of Directors,” said Ray Elliott, Zimmer Chairman, President and Chief Executive Officer. “Stuart has led Integra LifeSciences into several growth areas and we look forward to his guidance and counsel as Zimmer addresses its future.”

Mr. Essig received an A.B. degree from the Woodrow Wilson School of Public and International Affairs at Princeton University and an M.B.A. and a Ph.D. degree in Financial Economics from the University of Chicago Graduate School of Business. In addition to serving on the Integra LifeSciences board, Mr. Essig serves on the Board of Directors of St. Jude Medical Corporation and AdvaMed (the Advanced Medical Technology Association).

About the Company

Founded in 1927 and headquartered in Warsaw, Indiana, Zimmer is the worldwide #1 pure-play orthopaedic leader in designing, developing, manufacturing and marketing reconstructive and spinal implants, trauma and related orthopaedic surgical products. In October 2003, the Company finalized its acquisition of Centerpulse AG, a Switzerland-based orthopaedics company and the leader in the European reconstructive market. Zimmer has operations in more than 24 countries around the world and sells products in more than 100 countries. Zimmer’s 2004 sales were approximately $3 billion. The Company is supported by the efforts of more than 6,500 employees worldwide.

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Visit Zimmer on the worldwide web at www.zimmer.com

Zimmer Safe Harbor Statement

This press release contains forward-looking statements within the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 based on current expectations, estimates, forecasts and projections about the orthopaedics industry, management’s beliefs and assumptions made by management. Forward-looking statements may be identified by the use of forward-looking terms such as “may,” “will,” “expects,” “believes,” “anticipates,” “plans,” “estimates,” “projects,” “targets,” “forecasts,” and “seeks” or the negative of such terms or other variations on such terms or comparable terminology. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially. These risks and uncertainties include, but are not limited to, our ability to successfully integrate Centerpulse AG and Implex Corp., the outcome of the pending informal SEC investigation of Centerpulse accounting, price and product competition, rapid technological development, demographic changes, dependence on new product development, the mix of our products and services, supply and prices of raw materials and products, customer demand for our products and services, control of costs and expenses, our ability to form and implement alliances, international growth, governmental laws and regulations affecting our U.S. and international businesses, including tax obligations and risks, product liability and intellectual property litigation losses, reimbursement levels from third-party payors, general industry and market conditions and growth rates and general domestic and international economic conditions including interest rate and currency exchange rate fluctuations. For a further list and

description of such risks and uncertainties, see the disclosure materials filed by Zimmer with the U.S. Securities and Exchange Commission. Zimmer disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Readers of this document are cautioned not to place undue reliance on these forward-looking statements, since, while we believe the assumptions on which the forward-looking statements are based are reasonable, there can be no assurance that these forward-looking statements will prove to be accurate. This cautionary statement is applicable to all forward-looking statements contained in this document.