UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 14A
(Rule 14a-101)

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )

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o Soliciting Material Pursuant to Rule 14a-11(c) and Rule 14a-12

PSYCHIATRIC SOLUTIONS, INC.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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6640 Carothers Parkway
Suite 500
Franklin, Tennessee 37067

     As disclosed in a proxy statement dated April 10, 2008, the 2008 Annual Meeting of Stockholders (the “Annual Meeting”) of Psychiatric Solutions, Inc. (the “Company”) is to be held on Tuesday, May 20, 2008, at 8:00 a.m. (Central Time), at the Company’s executive offices located at 6640 Carothers Parkway, Suite 500, Franklin, Tennessee 37067. Proposal 2 included in the proxy statement distributed by the Company in connection with the Annual Meeting relates to a proposed amendment to the Psychiatric Solutions, Inc. Equity Incentive Plan (the “Equity Incentive Plan”). As described in the proxy statement, the sole purpose of the amendment to the Equity Incentive Plan is to increase the number of shares of Common Stock subject to grant under the Equity Incentive Plan by 2,000,000.

     In connection with the proposed amendment to the Equity Incentive Plan, the Company’s Compensation Committee has adopted a policy that provides that beginning with 2008 and for the years ended December 31, 2008, 2009 and 2010, the Company’s prospective three-year average burn rate with respect to its equity awards will not exceed the greater of two percent of its shares outstanding or the mean and one standard deviation of its Global Industry Classification Standards Peer Group (351020 – Health Care Equipment and Services) of 4.57 percent. This policy will apply to shares issued pursuant to the Psychiatric Solutions, Inc. Outside Directors Non-Qualified Stock Option Plan and the Equity Incentive Plan. For the purposes of calculating the three-year average burn rate, each restricted stock (unit) or stock award or any forms of full-value awards granted under the Company’s equity plans will be counted as 2.5 award shares. The burn rate will be calculated as (i) the number of equity awards granted in each fiscal year by the Compensation Committee to employees and directors, excluding awards granted to replace securities assumed in connection with a business combination transaction, divided by (ii) the weighted basic shares outstanding.