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 earliest event reported): April 23, 2007

Lincare Holdings Inc.

(Exact name of registrant as specified in its charter)

Delaware	0-19946	51-0331330
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

19387 U.S. 19 North, Clearwater, FL 33764

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: 727-530-7700

(Former name or address, if changed from 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 2.02 Results of Operations and Financial Condition

On April 23, 2007, Lincare Holdings Inc. issued a press release announcing its results of operations for the quarter ended March 31, 2007. A copy of the company’s press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits

99.1 Press release of Lincare Holdings Inc., dated April 23, 2007

SIGNATURES

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.

Lincare Holdings Inc.
By:	/s/    Paul G. Gabos
	Paul G. Gabos
	Chief Financial Officer, Treasurer and Secretary

April 24, 2007

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Contact: Paul G. Gabos

(727) 530-7700

LINCARE HOLDINGS INC. ANNOUNCES

24 % INCREASE IN FIRST QUARTER 2007 EPS

Clearwater, Florida (April 23, 2007) — Lincare Holdings Inc. (NASDAQ:LNCR), a leading provider of oxygen and other respiratory therapy services delivered to patients in the home, today announced financial results for the quarter ended March 31, 2007.

For the quarter ended March 31, 2007, revenues were $378.5 million, a 13.5% increase over revenues of $333.6 million for the first quarter of 2006. The Company estimates that the increase in net revenues was comprised of approximately 10.0% internal growth and 4.5% growth from acquisitions, partially offset by Medicare price changes taking effect in the first quarter of 2007. Net income for the quarter ended March 31, 2007, was $53.9 million compared to net income of $47.9 million for the first quarter of 2006. Diluted earnings per share were $0.59 for the quarter ended March 31, 2007, compared with $0.48 diluted earnings per share for the comparable prior year period.

Lincare added 12 new operating centers in the first quarter derived from internal development. The total number of Lincare locations expanded to 990 at the end of the first quarter.

John P. Byrnes, Lincare’s Chief Executive Officer, said, “We are pleased with Lincare’s operating and financial performance in the first quarter of 2007. We continue to make strong gains in market share in our core respiratory business through internal expansion, and we are pleased with the pace of integration of the pediatric respiratory assets that we acquired late last year.”

Mr. Byrnes added, “Our financial position is strong and we achieved significant operating cash flows in the first quarter of 2007.” Lincare generated $106.7 million of cash from operating activities and invested $29.8 million in net capital expenditures during the quarter. The Company repurchased 6,958,400 shares of its common stock during the quarter for $275.0 million. Total debt at March 31, 2007 included $275.3 million of long-term obligations, $265.0 million of short-term borrowings under a revolving credit facility, and $9.8 million of deferred acquisition obligations. Cash and cash equivalents were $35.2 million at March 31, 2007.

Lincare, headquartered in Clearwater, Florida, is one of the nation’s largest providers of oxygen and other respiratory therapy services to patients in the home. The Company provides services and equipment to over 679,000 customers in 47 states.

Lincare will hold its annual meeting of stockholders on May 7, 2007, at 9:00 A.M. at the Holiday Inn Select, 3535 Ulmerton Road, Clearwater, Florida. Stockholders of record at the close of business on March 30, 2007, are entitled to vote the shares held on that date at the annual meeting. The Company has posted its expected earnings release dates for the remainder of the 2007 fiscal year under the Investor Relations section of its web site at www.lincare.com.

Statements in this release concerning future results, performance or expectations are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. All forward-looking statements included in this document are based upon information available to Lincare as of the date hereof and Lincare assumes no obligation to update any such forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors that may cause Lincare’s actual results, levels of activity, performance or achievements to be materially different from any results, levels of activity, performance or achievements expressed or implied by any forward-looking statements. In some cases, forward-looking statements that involve risks and uncertainties contain terminology such as "may," "will," "should," "could," "expects," "intends," "plans," "anticipates," "believes," "estimates," "predicts," "potential," or "continue" or variations of these terms or other comparable terminology.

Key factors that have an impact on Lincare’s ability to attain any estimates contained in this release include potential reductions in reimbursement rates by government and other third party payors, changes in reimbursement policies, the demand for Lincare’s products and services, the availability of appropriate acquisition candidates and Lincare’s ability to successfully complete and integrate acquisitions, efficient operations of Lincare’s existing and future operating facilities, regulation and/or regulatory action affecting Lincare or its business, economic and competitive conditions, access to borrowed and/or equity capital on favorable terms and other risks described in the filings of Lincare with the Securities and Exchange Commission, including its annual report on Form 10-K for the year ended December 31, 2006.

In developing its forward-looking statements, Lincare has made certain assumptions relating to reimbursement rates and policies, internal growth and acquisitions and the outcome of various legal and regulatory proceedings. If the assumptions used by Lincare differ materially from what actually occurs, then actual results could vary significantly from the performance projected in the forward-looking statements. Lincare is under no duty to update any of the forward-looking statements after the date of this release.

LINCARE HOLDINGS INC.

Financial Summary

(Unaudited)

(In thousands, except share and per share data)

	For the three months ended
	March 31, 2007		March 31, 2006
Net revenues	$	378,459	$	333,591
Costs and expenses:
Costs of goods and services		88,134		74,401
Operating expenses		91,884		79,094
Selling, general and administrative expenses		76,367		70,493
Bad debt expense		5,677		5,004
Depreciation expense		25,901		24,508
Amortization expense		67		419
Operating income		90,429		79,672
Interest expense, net		4,376		1,821
Income before income taxes		86,053		77,851
Income taxes		32,158		29,965
Net income	$	53,895	$	47,886
Basic earnings per common share	$	0.62	$	0.50
Diluted earnings per common share	$	0.59	$	0.48
Weighted average number of common shares outstanding		86,400,977		95,791,438
Weighted average number of common shares and common share equivalents outstanding		93,179,867		102,875,766

LINCARE HOLDINGS INC.

Selected Balance Sheet Data

(Unaudited)

(In thousands)

	March 31, 2007		December 31, 2006
Cash and cash equivalents	$	35,185	$	25,075
Accounts Receivable, Net		190,029		170,533
Current Assets		251,922		242,279
Total Assets		1,788,599		1,775,310
Current Liabilities		410,200		189,464
Long-Term Obligations, including Current Maturities of Bank Debt		540,272		335,000
Stockholders' Equity		896,968		1,110,577