8-K

                      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) May 19, 2000


                              Hooper Holmes, Inc.
                     ______________________________________
               (Exact name of registrant as specified in charter)


     New York                        1-9972              22-1659359
- ----------------------------       -------------     ------------------
(State or other jurisdiction        (Commission      (IRS Employer
    of incorporation)               File Number)    Identification No.)

               170 Mt. Airy Road, Basking Ridge, New Jersey 07920
               __________________________________________________
               (Address of principal executive officers)   (zip)

       Registrant's telephone number, including area code   908/766-5000


                                      None
             ______________________________________________________
         (Former names or former address, if change since last report.)


                                    FORM 8-K


Item 5.   Other Events.

     On May 19, 2000, the Company issued a press release announcing that its
April revenues indicate that analysts' consensus of $77 million of revenues for
the second quarter of this year may be overly optimistic. It is possible that
the "triple X" regulatory phenomenon that helped boost first quarter revenues
may now be depressing revenues for the second quarter. The Company indicated
that this phenomenon, which is industry wide, appears to have caused some top
line softness during the second quarter to date.


Item 7.   Financial Statements and Exhibits.

     (c)  Exhibits

     99.1 Press Release dated May 19, 2000.



                                   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 thereunto duly authorized.


                                                  Hooper Holmes, Inc.



                                                  By:/s/ Robert William Jewett
                                                     --------------------------
                                                     Robert William Jewett
                                                     Senior Vice President,
                                                     General Counsel & Secretary

Date:  May 24, 2000


                                 EXHIBIT INDEX


          Exhibit Number                        Description
          --------------                        -----------

              99.1                     Press Release dated May 19, 2000

EX-99.1

                         HOOPER HOLMES, INC. ANNOUNCES
                      SECOND QUARTER REVENUE ANTICIPATION


     Basking Ridge, N. J., May 19, 2000 - Hooper Holmes, Inc. (AMEX:HH)
announced today that its April revenues indicate that the analysts consensus of
$77 million of revenues for the second quarter of this year might be overly
optimistic. It is possible that the "triple X" regulatory phenomenon that helped
boost first quarter revenues may now be depressing revenue for the second
quarter, as was indicated in the Company's first quarter conference call with
analysts.

     Jim McNamee, Chairman, President and Chief Executive Officer said, "This is
an industry wide phenomenon that appears to have caused some top line softness
during our second quarter to date. The Company's fundamentals remain strong and
we remain confident that if, as expected, the life insurance industry recovers
later in the second quarter, the Company's revenues will, as well.

     Certain information contained herein includes information that is forward
looking. The matters referred to in forward looking statements may be affected
by the risks and uncertainties involved in the Company's business. These forward
looking statements are qualified in the entirety by cautionary statements
contained in the Company's Securities and Exchange Commission filings.


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