S-3 424B2 EX-FILING FEES 333-277916 0000888491 OMEGA HEALTHCARE INVESTORS INC The prospectus is not a final prospectus for the related offering. Y N 0000888491 2024-09-06 2024-09-06 0000888491 1 2024-09-06 2024-09-06 0000888491 1 2024-09-06 2024-09-06 0000888491 2 2024-09-06 2024-09-06 iso4217:USD xbrli:pure xbrli:shares

Calculation of Filing Fee Tables

S-3

OMEGA HEALTHCARE INVESTORS INC

Table 1: Newly Registered and Carry Forward Securities

Security Type

Security Class Title

Fee Calculation or Carry Forward Rule

Amount Registered

Proposed Maximum Offering Price Per Unit

Maximum Aggregate Offering Price

Fee Rate

Amount of Registration Fee

Carry Forward Form Type

Carry Forward File Number

Carry Forward Initial Effective Date

Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward

Newly Registered Securities
Fees to be Paid Equity Common Stock, par value $0.10 per share 457(o) $ 1,250,000,000.00 0.0001476 $ 184,500.00
Fees Previously Paid
Carry Forward Securities
Carry Forward Securities

Total Offering Amounts:

$ 1,250,000,000.00

$ 184,500.00

Total Fees Previously Paid:

$ 0.00

Total Fee Offsets:

$ 11,675.42

Net Fee Due:

$ 172,824.58

Table 2: Fee Offset Claims and Sources

Registrant or Filer Name Form or Filing Type File Number Initial Filing Date Filing Date Fee Offset Claimed Security Type Associated with Fee Offset Claimed Security Title Associated with Fee Offset Claimed Unsold Securities Associated with Fee Offset Claimed Unsold Aggregate Offering Amount Associated with Fee Offset Claimed Fee Paid with Fee Offset Source
Rules 457(b) and 0-11(a)(2)
Fee Offset Claims
Fee Offset Sources
Rule 457(p)
Fee Offset Claims 1 Omega Healthcare Investors, Inc S-3 333-277916 03/14/2024 $ 11,675.42 Equity Common Stock, par value $0.10 per share $ 79,116,241.00
Fee Offset Sources Omega Healthcare Investors, Inc S-3 333-277916 03/14/2024 $ 104,524.83

Rule 457(p) Statement of Withdrawal, Termination, or Completion:

1

On March 14, 2024, the Registrant filed with the Securities and Exchange Commission (the "SEC") a prospectus supplement (the "Prior Prospectus Supplement"), which registered a proposed maximum aggregate offering price of $708,162,849 of shares of the Registrant's Common Stock, $0.10 par value per share, pursuant to a prospectus and accompanying Registration Statement on Form S-3ASR (File No. 333-277916) filed with the SEC on March 14, 2024, of which an aggregate offering amount of $79,116,241 was not sold. This unsold amount represents approximately 11.17% of the $104,524.83 of filing fees previously paid and results in an available fee offset of $11,675.42. The Registrant has terminated or completed the offering that included the unsold securities associated with the claimed offset under the Prior Prospectus Supplement.