8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-KCURRENT REPORTPursuant to Section 13 or 15 (d) ofthe Securities Exchange Act of 1934Date of Report (date of earliest event reported):September 17, 2010

AIRGAS, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-9344	56-0732648
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

259 North Radnor-Chester Road, Suite 100
Radnor, PA  19087-5283

(Address of principal executive offices)

Registrant's telephone number, including area code: (610) 687-5253

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:

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

On September 17, 2010, the Board of Directors (the “Board”) of Airgas, Inc. (“Airgas” or the “Company”) elected James C. van Roden, Jr. as Chairman of the Board.

The information concerning Mr. van Roden set forth in the Company’s Definitive Proxy Statement on Schedule 14A, which was filed with the SEC on July 23, 2010, is hereby incorporated by reference.  Mr. van Roden’s current term as an Airgas director expires at Airgas’s 2011 annual meeting of stockholders.

On September 23, 2010, in accordance with Airgas’ Certificate of Incorporation and By-Laws, the Board increased the size of the Board to ten members.  After the Airgas directors who meet the applicable independence requirements of the New York Stock Exchange unanimously approved his eligibility to serve on the Board (having retained and consulted with nationally recognized legal and financial advisors that have not represented and are not representing the Company in any other capacity), the Board unanimously appointed Peter McCausland as an Airgas director.  Because he is President of the Company, Mr. McCausland will be a member of the Executive Committee of the Board pursuant to the Company’s By-Laws.  Under Airgas’ By-Laws, Mr. McCausland’s term as director will expire at Airgas’ 2011 annual meeting of stockholders.  Airgas announced Mr. McCausland’ ;s appointment in a press release dated September 23, 2010, which is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 5.07 Submission of Matters to a Vote of Security Holders

The final voting results for each of the nominees and proposals submitted to a vote of stockholders at Airgas’ annual meeting held on September 15, 2010 are identical to the preliminary results disclosed on the Current Report on Form 8-K filed with the SEC on September 21, 2010.

Item 9.01 Financial Statements and Exhibits

 (d)  Exhibits.

99.1 – Press Release issued by Airgas, dated September 23, 2010.

Signature

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

Dated:	September 23, 2010	AIRGAS, INC.
		(Registrant)
		BY:	/s/ Robert H. Young, Jr.
		Robert H. Young, Jr.
		Senior Vice President and General Counsel

Exhibit Index

(d) Exhibits.
Exhibit 99.1	Press Release issued by Airgas, dated September 23, 2010.

EX-99.1

Exhibit 99.1

 

For release: Immediately

JOHN C. VAN RODEN, JR. NAMED CHAIRMAN OF AIRGAS BOARD OF DIRECTORS

Peter McCausland Reappointed as Airgas Director

RADNOR, PA – September 23, 2010 – Airgas, Inc. (NYSE: ARG) today announced that the Company’s Board of Directors has unanimously appointed John C. van Roden, Jr. to serve as Chairman. Mr. van Roden has served as an Airgas director since October 2006 and brings over 20 years of experience in strategic and financial management from his senior leadership positions at P.H. Glatfelter, Conectiv and Lukens.

The Company also announced that the independent directors of the Board have unanimously reappointed Peter McCausland, Airgas’ Chief Executive Officer, to serve as a director of the Company.

Separately, IVS Associates, Inc., the independent Inspector of Elections, certified the results of the stockholder vote at Airgas’ 2010 Annual Meeting. Accordingly, John P. Clancey, Robert L. Lumpkins and Ted B. Miller, Jr. have joined the Airgas Board of Directors.

The Inspector of Elections’ certified results show that less than 50% of all outstanding shares, but a slight majority of votes cast, voted in favor of Air Products’ By-Law Amendment proposal to require that a Meeting of Stockholders be held on January 18, 2011. Airgas continues to believe that the January proposal is invalid under both Delaware law and Airgas’ Certificate of Incorporation. The Company also believes that the proposal has not been approved because it received the affirmative vote of less than 67% of the shares entitled

to vote. Airgas has filed suit in the Delaware Chancery Court to invalidate the proposed By-Law Amendment.

BofA Merrill Lynch and Goldman, Sachs & Co. are serving as financial advisors, and Wachtell, Lipton, Rosen & Katz is serving as legal counsel to Airgas and its Board of Directors.

About Airgas, Inc.

Airgas, Inc. (NYSE: ARG), through its subsidiaries, is the largest U.S. distributor of industrial, medical, and specialty gases, and hardgoods, such as welding equipment and supplies. Airgas is also one of the largest U.S. distributors of safety products, the largest U.S. producer of nitrous oxide and dry ice, the largest liquid carbon dioxide producer in the Southeast, and a leading distributor of process chemicals, refrigerants, and ammonia products. More than 14,000 employees work in approximately 1,100 locations, including branches, retail stores, gas fill plants, specialty gas labs, production facilities and distribution centers. Airgas also distributes its products and services through eBusiness, catalog and telesales channels. Its national scale and strong local presence offer a competitive edge to its diversified customer base. For more information, please visit www.airgas.com.

# # #

ADDITIONAL INFORMATION

This communication does not constitute an offer to buy or solicitation of an offer to sell any securities. In response to the tender offer commenced by Air Products Distribution, Inc., a wholly owned subsidiary of Air Products and Chemicals, Inc., Airgas has filed a solicitation/recommendation statement on Schedule 14D-9 with the U.S. Securities and Exchange Commission (“SEC”). INVESTORS AND SECURITY HOLDERS OF AIRGAS ARE URGED TO READ THESE AND OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY IN THEIR ENTIRETY BECAUSE THEY CONTAIN IMPORTANT INFORMATION. Investors and security holders may obtain free copies of these documents and other documents filed with the SEC by Airgas through the web site maintained by the SEC at http://www.sec.gov. Also, materials related to Air Products’ Unsolicited Proposals are available in the “Investor Information” section of the Company’s website at www.airgas. com, or through the following web address: http://investor.shareholder.com/arg/airgascontent.cfm.

Airgas has filed a definitive proxy statement on Schedule 14A with the SEC on July 23, 2010 in connection with the solicitation of proxies for the 2010 annual meeting of Airgas stockholders. Airgas may file an additional proxy statement with the SEC. Any definitive proxy statement will be mailed to stockholders of Airgas. INVESTORS AND SECURITY HOLDERS OF AIRGAS ARE URGED TO READ THESE AND OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors and security holders will be able to obtain free copies of these documents (when available) and other documents filed with the SEC by Airgas through the web site maintained by the SEC at http://www.sec.gov.

CERTAIN INFORMATION REGARDING PARTICIPANTS

Airgas and certain of its directors and executive officers may be deemed to be participants under the rules of the SEC. Security holders may obtain information regarding the names, affiliations and interests of Airgas’ directors and executive officers in Airgas’ Annual Report on Form 10-K for the year ended March 31, 2010, which was filed with the SEC on May 27, 2010, and its proxy statement for the 2010 Annual Meeting, which was filed with the SEC on July 23, 2010. To the extent holdings of Airgas securities have changed since the amounts printed in the proxy statement for the 2010 Annual Meeting, such changes have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC. These documents can be obtained free of charge from the sources indicated above. Additional information regarding the interests of these participants in any proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will also be included in any proxy statement and other relevant materials to be filed with the SEC if and when they become available.

FORWARD-LOOKING STATEMENTS

This communication contains statements that are forward looking. Forward-looking statements include the statements identified as forward-looking in the Company’s press release announcing its quarterly earnings, as well as any statement that is not based on historical fact, including statements containing the words “believes,” “may,” “plans,” “will,” “could,” “should,” “estimates,” “continues,” “anticipates,” “intends,” “expects” and similar expressions. All forward-looking statements are based on current expectations regarding important risk factors and should not be regarded as a representation by us or any other person that the results expressed therein will be achieved. Airgas assumes no obligation to revise or update any forward-looking statements for any reason, except as required by law. Important factors that could cause actual results to differ materially from those contained in any forward-looking statement include the factors identified in the Company’s press release announcing its quarterly earnings, as well as other factors described in the Company’s reports, including its March 31, 2010 Form 10-K, subsequent Forms 10-Q, and other forms filed by the Company with the Securities and Exchange Commission. The Company notes that forward-looking statements made in connection with a tender offer are not subject to the safe harbors created by the Private Securities Litigation Reform Act of 1995. The Company is not waiving any other defenses that may be available under applicable law.