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): July 21, 2008

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 July 21, 2008, Lincare Holdings Inc. issued a press release announcing its results of operations for the quarter ended June 30, 2008. A copy of the company’s press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.

The information in this current report on Form 8-K is being furnished to the Commission and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits
99.1	Press release of Lincare Holdings Inc., dated July 21, 2008

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.

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

July 22, 2008

EX-99.1

Exhibit 99.1

Press Release Source: Lincare Holdings Inc.

Lincare Holdings Inc. Announces Second Quarter and First Half 2008 Financial Results

Monday July 21, 4:30 pm ET

CLEARWATER, Fla., July 21 /PRNewswire-FirstCall/ — Lincare Holdings Inc. (Nasdaq: LNCR - News), a leading provider of oxygen and other respiratory therapy services delivered to patients in the home, today announced financial results for the three and six months ended June 30, 2008.

For the quarter ended June 30, 2008, revenues were $428.4 million, an 8% increase over revenues of $397.1 million for the second quarter of 2007. The Company estimates that the increase in net revenues was comprised of approximately 14% internal growth, partially offset by Medicare price reductions of approximately 6% taking effect in 2008. Net income for the quarter ended June 30, 2008, was $62.6 million compared to net income of $56.0 million for the second quarter of 2007. Diluted earnings per share were $0.82 for the quarter ended June 30, 2008, compared with $0.63 diluted earnings per share for the comparable prior year period.

Revenues for the six months ended June 30, 2008, were $843.8 million, a 9% increase over revenues of $775.5 million for the comparable period in 2007. The Company estimates that the increase in net revenues was comprised of approximately 13% internal growth, partially offset by Medicare price reductions of approximately 4% taking effect in 2008. Net income for the six months ended June 30, 2008, was $123.3 million compared to net income of $109.9 million for the first half of 2007. Diluted earnings per share were $1.61 for the six months ended June 30, 2008, compared with $1.23 diluted earnings per share for the comparable period last year.

Revenues and earnings for the three and six months ended June 30, 2008, were impacted by a change in ordering patterns for certain inhalation drugs by customers concerned about the potential loss of Medicare coverage of these drugs. In April of this year, the Durable Medical Equipment Medicare Administrative Contractors (“DME MACs”) issued a revision of the Nebulizer Local Coverage Determination (“LCD”) that would have effectively eliminated Medicare reimbursement and patient access to these medications as of July 1, 2008. In response to this potential loss of access, a significant number of the Company’s customers placed orders in June to receive a 90-day shipment of these drugs rather than a 30-day shipment. The net effect of this change in ordering patterns was to accelerate approximately $18.9 million of revenues in the second quarter that would otherwise be expected to occur in the third quarter. The Company estimates that diluted earnings per share would have been $0.06 lower in the second quarter without the impact of the increase in pharmacy shipments.

The Centers for Medicare and Medicaid Services (“CMS”) subsequently issued instructions to the DME MACs to delay the implementation of the LCD. As a result of the instructions by CMS to the Medicare contractors to preserve access to these medications, the Company expects its pharmacy customers to place orders to receive a 30-day drug shipment during the third quarter of 2008. The Company would therefore anticipate that its revenues and related direct costs will be reduced in the third quarter by amounts similar to those that increased operating results in the second quarter.

Lincare added 10 new operating centers during the second quarter derived from internal development. During the first half of 2008, Lincare opened 20 new locations. The total number of Lincare locations expanded to 1,039 at June 30, 2008. Lincare also completed the acquisition of a small infusion therapy provider in Mississippi during the second quarter.

John P. Byrnes, Lincare’s Chief Executive Officer, said, “We are pleased with Lincare’s operating and financial performance in the first half of 2008. Our financial position is strong and we achieved significant operating cash flows in the first six months of 2008.”

Lincare generated $193.9 million of cash from operating activities and invested $61.4 million in net capital expenditures during the first half of 2008. As of June 30, 2008, total debt outstanding was $717.2 million, cash and cash equivalents were $28.0 million and long-term investments were $94.5 million. On June 15, 2008, the Company redeemed its $275.0 million of 3.0% Convertible Senior Debentures, pursuant to a notice of redemption.

The Company is revising its previous guidance for the expected impact on the Company’s revenues from Medicare price reductions taking effect in 2008 as a result of recent developments affecting Medicare reimbursement for certain respiratory drugs and recent actions by the United States Congress to retroactively delay for 18 to 24 months the implementation of a competitive bidding program for durable medical equipment that was effective on July 1, 2008. The Company now estimates that revenues in 2008 will be negatively impacted by Medicare price reductions of approximately $70 million compared with previous guidance of approximately $100 million included in its first quarter earnings announcement. These estimates are subject to change as more information becomes available to the Company and the Company assumes no obligation to update these estimates after the date of this announcement.

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 nearly 700,000 customers in 47 states.

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 operation 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.

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 announcement.

LINCARE HOLDINGS INC.

Financial Summary

(Unaudited)

(In thousands, except share and per share data)

	For the three months ended
	June 30, 2008		June 30, 2007
Net revenues	$	428,391	$	397,083
Costs and expenses:
Costs of goods and services		109,806		99,962
Operating expenses		97,656		89,597
Selling, general and administrative expenses		79,348		79,695
Bad debt expense		6,426		5,956
Depreciation expense		29,998		27,703
Amortization expense		41		66
Operating income		105,116		94,104
Interest expense, net		5,127		5,230
Income before income taxes		99,989		88,874
Income taxes		37,396		32,919
Net income	$	62,593	$	55,955
Basic earnings per common share	$	0.86	$	0.66
Diluted earnings per common share	$	0.82	$	0.63
Weighted average number of common shares outstanding		72,841,538		84,166,994
Weighted average number of common shares and common share equivalents outstanding		77,315,478		90,493,933

	For the six months ended
	June 30, 2008		June 30, 2007
Net revenues	$	843,811	$	775,542
Costs and expenses:
Costs of goods and services		207,393		188,096
Operating expenses		193,934		181,481
Selling, general and administrative expenses		161,543		156,062
Bad debt expense		12,657		11,633
Depreciation expense		59,507		53,604
Amortization expense		96		133
Operating income		208,681		184,533
Interest expense, net		9,951		9,606
Income before income taxes		198,730		174,927
Income taxes		75,477		65,077
Net income	$	123,253	$	109,850
Basic earnings per common share	$	1.69	$	1.29
Diluted earnings per common share	$	1.61	$	1.23
Weighted average number of common shares outstanding		72,850,787		85,277,815
Weighted average number of common shares and common share equivalents outstanding		77,845,780		91,668,160

LINCARE HOLDINGS INC.

Selected Balance Sheet Data

(Unaudited)

(In thousands)

	June 30, 2008		December 31, 2007
Cash and Investments	$	122,492	$	149,957
Accounts Receivable, Net		227,209		198,918
Current Assets		286,983		366,211
Total Assets		1,949,478		1,928,364
Current Liabilities		337,509		438,474
Total Debt		717,200		838,207
Stockholders’ Equity		830,982		733,788