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 the earliest event reported):  October 1, 2008

HEMACARE CORPORATION

(Exact name of registrant as specified in its charter)

California	000-15223	95-3280412
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

15350 Sherman Way, Suite 350, Van Nuys, CA  91406

(Address of principal executive offices) (Zip Code)

(818) 226-1968

(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))

Item 5.02.  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

5.02(b)  Resignation of Officer

On October 1, 2008, Julian Steffenhagen resigned as Interim Chief Executive Officer of HemaCare Corporation (the “Company”).  Mr. Steffenhagen, continues to serve on the Board of Directors of the Company and retains the title of Chairman of the Board.

5.02(c)  Appointment of Officer

Effective October 1, 2008, the Board of Directors of the Company appointed Mr. John Doumitt to the position of Chief Executive Officer.

Mr. Doumitt, age 44, has served since October 2007 as the Company’s Executive Vice President and General Manager, Transfusable Products.  Previously Mr. Doumitt was Vice President, Operations at Activus Healthcare Solutions from January 2007 to June 2007, Senior Director, Operations Finance, North America for Ingram Micro from 2005 to 2007 and Director, Field Services for Cardinal Health, Nuclear Pharmacy Services, formerly Syncor International Corporation, from 1998 through the end of 2004.  Mr. Doumitt received his Bachelor Degree in Industrial Engineering from the University of Southern California, and his Masters Degree in Management from Purdue University, and is a registered Professional Engineer in Industrial Engineering.  There is no family relationship between Mr. Doumitt and any officer or director of the Company.

5.02(d)  Appointment of Directors

(1) Effective October 1, 2008, the Board of Directors of the Company elected Mr. John Doumitt as a member of the Board of Directors.  Mr. Doumitt is the Company’s Chief Executive Officer as of October 1, 2008, and is, and has been since October 2007, the Company’s General Manager, Transfusable Products.  Previously Mr. Doumitt was Vice President, Operations at Activus Healthcare Solutions from January 2007 to June 2007, Senior Director, Operations Finance, North America for Ingram Micro from 2005 to 2007 and Director, Field Services for Cardinal Health, Nuclear Pharmacy Services, formerly Syncor International Corporation, from 1998 through the end of 2004.  Mr. Doumitt received his Bachelor Degree in Industrial Engineering from the University of Southern California, and his Masters Degree in Management from Purdue University, and is a registered Professional Engineer in Industrial Engineering.  There is no family relationship between Mr. Doumitt and any officer or director of the Company.

(2) Effective October 1, 2008, the Board of Directors of the Company elected Mr. Robert Chilton as a member of the Board of Directors.  Mr. Chilton is, and has been since October 2003, the Company’s Executive Vice President and Chief Financial Officer, and is as of October 1, 2008, the Company’s General Manager, Therapeutic Services.  Prior to joining the Company, Mr. Chilton was Executive Vice President and Chief Financial Officer of Preferred Health Management, Inc. from 1999 to 2003, and from 1997 to 1999 was Chief Financial Officer of OrthAlliance, a publicly traded dental practice management company.  Mr. Chilton previously was associated with KPMG Peat Marwick, and is a Certified Public Accountant.  Mr. Chilton received his Bachelor in Economics and MBA Degrees from the University of California, Los Angeles.  There is no family relationship between Mr. Chilton and any officer or director of the Company.

5.02(e)  Compensatory Arrangements with Officer

(1) Associated with Mr. Doumitt’s new position as Chief Executive Officer, the Board of Directors approved the following effective October 1, 2008:  (i) a bi-weekly salary of $9,615.38, (ii) participation in the Company’s 2008 bonus plan with a maximum potential bonus of 40% of annual base salary, (iii) $1,000 per month car allowance, and (iv) stock option for 75,000 shares of the Company’s Common Stock with an exercise price based on the closing market price on October 1, 2008, and vesting in four equal annual amounts starting October 1, 2009.

(2) Effective October 1, 2008, the Board of Directors approved the following compensation changes for Mr. Robert Chilton, the Company’s Executive Vice President and Chief Financial Officer:  (i) a biweekly salary of $8,846.15, (ii) participation in the Company’s 2008 bonus plan with a maximum potential bonus potential of 40% of annual base salary, (iii) $1,000 per month car allowance, and (iv) stock option for 50,000 shares of the Company’s Common Stock with an exercise price based on the closing market price on October 1, 2008, and vesting in four equal annual amounts starting October 1, 2009.

Item 7.01  Regulation FD Disclosure

On October 1, 2008, the Company issued a press release announcing the appointment of John Doumitt as Chief Executive Officer and a member of the Board of Directors of the Company, and Robert Chilton as a member of the Board of Directors of the Company.  A copy of the Company’s press release is attached as Exhibit 99.1 and incorporated herein by reference.

The information in this Item 7.01 of this report on Form 8-K, including Exhibit 99.1, will not be treated as filed for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section.  This information will not be incorporated by reference into a filing under the Securities Act of 1933, or into another filing under the Exchange Act, unless that filing expressly refers to information in this report.  The furnishing of the information in this Item 7.01 of this report is not intended to and does not, constitute a representation that such furnishing is required by Regulation FD or that the information in this Item 7.01 is material investor information that is not otherwise publicly available.

Item 9.01.  Financial Statements and Exhibits

(d)	Exhibits
	Exhibit No.	Description
	99.1	Press release of HemaCare Corporation, dated October 1, 2008, announcing the appointment of John Doumitt as Chief Executive Officer and a member of the Board of Directors, and the appointment of Robert Chilton as a member of the Board of Directors.

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.

Date:  October 2, 2008   HEMACARE CORPORATION   By /s/ Robert S. Chilton  Robert S. Chilton,  Executive Vice President and Chief Financial Officer  

Exhibit Index

Exhibit No.	Description
99.1	Press release of HemaCare Corporation, dated October 1, 2008, announcing the appointment of John Doumitt as Chief Executive Officer and a member of the Board of Directors, and the appointment of Robert Chilton as a member of the Board of Directors.

EX-99.1

Exhibit 99.1

N E W S   R E L E A S E

For Immediate Release

Contact:            HemaCare Corporation

Robert S. Chilton, Executive Vice President and Chief Financial Officer

877-310-0717

www.hemacare.com

RELEASE DATE:  October 1, 2008

HEMACARE ANNOUNCES NEW CEO AND DIRECTORS

___________________________________________________________________________________

LOS ANGELES - - - HemaCare Corporation (OTC Bulletin Board: HEMA.OB) today announced that John Doumitt, age 44, currently the Company’s General Manager, Transfusable Products, has been named Chief Executive Officer and been appointed to the Company’s Board of Directors.  He will also continue as General Manager, Transfusable Products.

Julian Steffenhagen, age 65, who has been serving as Interim Chief Executive Officer, will continue as Chairman of the Board of Directors.

Mr. Doumitt joined HemaCare in October of 2007 and has successfully overseen the revitalization of the Company’s Transfusable Products business.  His healthcare background includes management positions at Activus Healthcare Solutions, Cardinal Health Nuclear Pharmacy Services and Syncor International.  John holds a BS in Industrial Engineering from the University of Southern California, a Masters in Management from Purdue University and is a registered Professional Engineer.

Bob Chilton, age 50, HemaCare’s Chief Financial Officer, Corporate Secretary and General Manager, Therapeutic Services, has also been appointed to the Company’s Board of Directors.  Mr. Chilton joined HemaCare in October of 2003 as CFO and has been the driver of several key initiatives since that time, including the transition to all volunteer donors, closure of the HemaCare BioScience subsidiary and consolidation of Southern California activities in the new Van Nuys location.  Recently

- more - -

15350 Sherman Way, Suite 350 , Van Nuys , CA 91406 ·       Phone 818.226.1968      ·       Fax 818.251.5300

Exhibit 99.1

he also assumed operating responsibility for the Company’s Therapeutic Services business.  Mr. Chilton holds a BS in Economics and an MBA from University of California, Los Angeles, and previously worked with KPMG Peat Marwick.   He is also a Certified Public Accountant.

Chairman Julian Steffenhagen commented, “HemaCare is very fortunate to have individuals the caliber of John Doumitt and Bob Chilton available to lead our management team and participate with our four outside directors in overseeing Company affairs and defining strategic direction.  They understand the healthcare environment and the blood products and services marketplace.  We look forward to their continued success.”

About HemaCare Corporation

Founded in 1978, HemaCare is a provider of blood products and services to the healthcare industry in the U.S.  HemaCare is licensed by the FDA and accredited by the AABB.  The Company focuses on providing cost effective, high quality solutions to organizations with a need for blood-related products and services.

This press release contains “forward-looking statements” under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 (Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended).  Statements herein that are not historical facts are forward-looking statements pursuant to the safe harbor provisions referenced above. You may also identify forward-looking statements by use of the words “anticipates,” “expects,” “intends,” “plans” and similar expressions.  Forward-looking statements are inherently subject to risks and uncertainties some of which cannot be predicted or quantified.  Such risks and uncertainties include, without limitation, the following:   the Company reported losses for all of 2007 and may not return to profitability, the Company is in default under the HemaBio notes which could result in acceleration of note obligations which the Company has insufficient resources to satisfy; its ability to continue to control general and administrative expenses as a percent of sales; the  need to successfully complete its operating plan to improve profits; the potential loss of the Company’s lines of credit; the potential inability of the Company to meet future capital needs; changing demand for blood products could affect profitability; market prices might not rise as costs increase; competition may cause a loss of customers and an increase in costs; operations depend on obtaining the services of qualified medical professionals and competition for their services is strong; declining blood donations; the Company’s dependence on reimbursement rates of third party payors; targeted partner blood drives involve higher collection costs; reliance on relatively few vendors for significant supplies and services could affect the Company’s ability to operate; limited access to insurance; the competitive advantage enjoyed by not-for-profit companies; potential changes in the healthcare industry; future technology for blood collection and blood replacement; the impact of heavy regulation in the Company’s industry; potential liability for undetected blood pathogens and other product safety and liability concerns; environmental risks associated with biohazardous substances; the threat of business interruption due to terrorism and the security measures taken in response to terrorism; the provisions of the Company’s charter documents that might delay or prevent an acquisition or sale of the Company; lack of liquidity and market risk associated with OTC Bulletin Board stocks; strategy to acquire companies may result in unsuitable acquisitions or failure to successfully integrate acquired companies, which could lead to reduced profitability; volatility in stock price; potential dilution that could result from future sales of the Company’s common stock; and the other risks and uncertainties discussed from time to time in the documents HemaCare files with the Securities and Exchange Commission. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. Consequently, future events and actual results could differ materially from those set forth in, contemplated by, or underlined in the forward-looking statements contained herein.  The Company undertakes no obligation to update any of these forward-looking statements to reflect actual results or events or circumstances after the date hereof.

###

15350 Sherman Way, Suite 350 , Van Nuys , CA 91406 ·       Phone 818.226.1968      ·       Fax 818.251.5300