8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): January 10, 2006

AmerisourceBergen Corporation

(Exact name of Registrant as specified in its charter)

Delaware	1-16671	23-3079390
(State or Other Jurisdiction of Incorporation or Organization)	Commission File Number	(I.R.S. Employer Identification Number)

1300 Morris Drive Chesterbrook, PA	19087
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (610) 727-7000

N/A

(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 (see General Instruction A.2. below):

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

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

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

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

Item 8.01. Other Events.

On January 10, 2006 AmerisourceBergen Corporation (the “Registrant”) issued news releases announcing that it (1) will raise operating revenue guidance and affirm diluted earnings per share guidance for the fiscal year ending September 30, 2006 at the JP Morgan Healthcare Conference in San Francisco during such day and (2) has signed a definitive agreement to purchase Network for Medical Communications & Research, LLC, a privately held provider of physician accredited continuing medical education and analytical research for the oncology market. Copies of the news releases are filed as Exhibits 99.1 and 99.2 to this report and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.

99.1	News Release dated January 10, 2006 regarding fiscal 2006 guidance
99.2	News Release dated January 10, 2006 regarding Network for Medical Communications & Research, LLC

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.

	AMERISOURCEBERGEN CORPORATION
Date: January 10, 2006	By:	/s/    MICHAEL D. DICANDILO
	Name:	Michael D. DiCandilo
	Title:	Executive Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

	AmerisourceBergen Corporation
	P.O. Box 959
	Valley Forge, PA 19482

Contact:	Michael N. Kilpatric	Barbara Brungess
	610-727-7118	610-727-7199
	mkilpatric@amerisourcebergen.com	bbrungess@amerisourcebergen.com

AMERISOURCEBERGEN RAISES OPERATING REVENUE GROWTH

EXPECTATIONS AND REAFFIRMS DILUTED EPS GUIDANCE FOR THE

DECEMBER QUARTER AND FISCAL YEAR 2006 AT JP MORGAN CONFERENCE

Valley Forge, Pa. January 10, 2006—AmerisourceBergen Corporation (NYSE:ABC) today will raise its operating revenue growth expectations and reaffirm its previous diluted earnings per share guidance for the December quarter and fiscal year 2006 at the JP Morgan Healthcare Conference in San Francisco. President and Chief Operating Officer, Kurt J. Hilzinger, and Executive Vice President and Chief Financial Officer, Michael D. DiCandilo, will speak at the conference.

The Company expects the December quarter operating revenue growth to be between 10 percent and 11 percent, due to greater sales to its larger customers in the December quarter. For fiscal year 2006, AmerisourceBergen is raising its operating revenue growth expectations to a range of 7 percent to 9 percent from the previous range of 6 percent to 8 percent.

AmerisourceBergen continues to anticipate diluted earnings per share for the December quarter to be in the range of $0.37 to $0.43.

The Company also continues to expect diluted earnings per share of between $1.98 and $2.13 for fiscal year 2006. Diluted earnings per share expectations for the fiscal year include the impact of a $0.045 charge for equity compensation expense and the anticipation that expected litigation recovery gains will be offset by facility consolidation and employee severance expense. The Company also reaffirmed that for fiscal year 2006, pharmaceutical distribution segment operating margins are expected to be in the range of 115 basis points to 125 basis points, and cash flow from operations is anticipated to be in the range of $500 million to $600 million.

AmerisourceBergen also continues to expect to repurchase approximately $400 to $450 million of its stock by the end of fiscal 2006 under its previously announced $750 million share repurchase authorization.

AmerisourceBergen plans to release its results for the First Quarter of Fiscal Year 2006 on Wednesday, January 25, 2006 prior to the opening of trading on the New York Stock Exchange. The Company will host a conference call to discuss the results at 11:00 a.m. Eastern Standard Time on January 25, 2006.

About AmerisourceBergen

AmerisourceBergen (NYSE:ABC) is one of the largest pharmaceutical services companies in the United States. Servicing both pharmaceutical manufacturers and healthcare providers in the pharmaceutical supply channel, the Company provides drug distribution and related services designed to reduce costs and improve patient outcomes. AmerisourceBergen’s service solutions range from pharmacy automation and pharmaceutical packaging to pharmacy services for skilled nursing and assisted living facilities, reimbursement and pharmaceutical consulting services, and physician education. With more than $54 billion in annual revenue, AmerisourceBergen is headquartered in Valley Forge, PA, and employs more than 13,000 people. AmerisourceBergen is ranked #23 on the Fortune 500 list. For more information, go to www.amerisourcebergen.com.

FORWARD-LOOKING STATEMENTS

This news release may contain certain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements are based on management’s current expectations and are subject to uncertainty and changes in circumstances. Actual results may vary materially from the expectations contained in the forward-looking statements. Forward-looking statements may include statements addressing AmerisourceBergen’s future financial and operating results and the benefits, efficiencies and savings to be derived from the Company’s integration plans to consolidate its distribution network.

The following factors, among others, could cause actual results to differ materially from those described in any forward-looking statements: competitive pressures; the loss of one or more key customer or supplier relationships; customer defaults or insolvencies; changes in customer mix; supplier defaults or insolvencies; changes in pharmaceutical manufacturers’ pricing and distribution policies or practices; adverse resolution of any contract or other disputes with customers (including departments and agencies of the U.S. Government) or suppliers; regulatory changes; changes in U.S. government policies (including reimbursement changes arising from the Medicare Modernization Act); market interest rates; operational or control issues arising from AmerisourceBergen’s outsourcing of information technology activities; success of the Pharmaceutical Distribution segment’s ability to transition its business model to fee-for-service; success of integration, restructuring or systems initiatives; fluctuations in the U.S. dollar – Canadian dollar exchange rate; economic, business, competitive and/or regulatory developments in Canada; acquisition of businesses that do not perform as we expect or that are difficult for us to integrate or control; and other economic, business, competitive, legal, regulatory and/or operational factors affecting the business of AmerisourceBergen generally.

More detailed information about these and other risk factors is set forth in AmerisourceBergen’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for fiscal 2005.

AmerisourceBergen is under no obligation to (and expressly disclaims any such obligation to) update or alter any forward looking statements whether as a result of new information, future events or otherwise.

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EX-99.2

Exhibit 99.2

	AmerisourceBergen Corporation
	P.O. Box 959
	Valley Forge, PA 19482

Contact:	Michael N. Kilpatric	Barbara Brungess
	610-727-7118	610-727-7199
	mkilpatric@amerisourcebergen.com	bbrungess@amerisourcebergen.com

AMERISOURCEBERGEN TO ACQUIRE

ONCOLOGY SERVICE PROVIDER, NMCR, LLC.

AmerisourceBergen Adds Accredited Physician Education and

Analytical Research to Its Oncology Portfolio

VALLEY FORGE, Pa. January 10, 2006 — AmerisourceBergen Corporation (NYSE: ABC) today announced that it has signed a definitive agreement to purchase Network for Medical Communications & Research, LLC. (NMCR), a privately held provider of physician accredited continuing medical education (CME) and analytical research for the oncology market that is headquartered in Atlanta, Georgia, for the purchase price of approximately $90 million including assumed debt. AmerisourceBergen anticipates NMCR will be accretive to fiscal year 2006 earnings per share by approximately $0.01. The acquisition is expected to close during the quarter ending March 31, 2006, subject to regulatory approvals.

“NMCR is an excellent addition to our Specialty Group’s market-leading oncology distribution and services business,” said R. David Yost, AmerisourceBergen Chief Executive Officer. “With services to oncology drug manufacturers and physicians, NMCR supports AmerisourceBergen’s strategy of focusing on servicing the manufacturers and healthcare providers in the pharmaceutical supply channel.”

NMCR’s analytics business uses physician panels and case studies to research and analyze cancer treatment regimes, resulting in practical data that our manufacturing customers find very valuable. The CME business will complement AmerisourceBergen Specialty Group’s Imedex accredited CME unit. AmerisourceBergen will operate NMCR as part of the Specialty Group’s manufacturer services business, which includes physician education, analytics, reimbursement consulting, third party logistics and other support services.

About AmerisourceBergen

AmerisourceBergen (NYSE:ABC) is one of the largest pharmaceutical services companies in the United States. Servicing both pharmaceutical manufacturers and healthcare providers in the pharmaceutical supply channel, the Company provides drug distribution and related services designed to reduce costs and improve patient outcomes. AmerisourceBergen’s service solutions range from pharmacy automation and pharmaceutical packaging to pharmacy services for skilled nursing and assisted living facilities, reimbursement and pharmaceutical consulting services, and physician education. With more than $54 billion in annual revenue, AmerisourceBergen is headquartered in Valley Forge, PA, and employs more than 13,000 people. AmerisourceBergen is ranked #23 on the Fortune 500 list. For more information, go to www.amerisourcebergen.com.

FORWARD-LOOKING STATEMENTS

This news release may contain certain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements are based on management’s current expectations and are subject to uncertainty and changes in circumstances. Actual results may vary materially from the expectations contained in the forward-looking statements. Forward-looking statements may include statements addressing AmerisourceBergen’s future financial and operating results and the benefits, efficiencies and savings to be derived from the Company’s integration plans to consolidate its distribution network.

The following factors, among others, could cause actual results to differ materially from those described in any forward-looking statements: competitive pressures; the loss of one or more key customer or supplier relationships; customer defaults or insolvencies; changes in customer mix; supplier defaults or insolvencies; changes in pharmaceutical manufacturers’ pricing and distribution policies or practices; adverse resolution of any contract or other disputes with customers (including departments and agencies of the U.S. Government) or suppliers; regulatory changes; changes in U.S. government policies (including reimbursement changes arising from the Medicare Modernization Act); market interest rates; operational or control issues arising from AmerisourceBergen’s outsourcing of information technology activities; success of the Pharmaceutical Distribution segment’s ability to transition its business model to fee-for-service; success of integration, restructuring or systems initiatives; fluctuations in the U.S. dollar – Canadian dollar exchange rate; economic, business, competitive and/or regulatory developments in Canada; acquisition of businesses that do not perform as we expect or that are difficult for us to integrate or control; and other economic, business, competitive, legal, regulatory and/or operational factors affecting the business of AmerisourceBergen generally.

More detailed information about these and other risk factors is set forth in AmerisourceBergen’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for fiscal 2005.

AmerisourceBergen is under no obligation to (and expressly disclaims any such obligation to) update or alter any forward looking statements whether as a result of new information, future events or otherwise.

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