8-K

U.S. 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): September 16, 2004

AMEDISYS, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware

(State or Other Jurisdiction of

Incorporation or Organization)

0-24260	11-3131700
(Commission File Number)	(I.R.S. Employer Identification No.)

11100 Mead Road, Suite 300, Baton Rouge, LA 70816

(Address of principal executive offices including zip code)

(225) 292-2031

(Registrant’s telephone number, including area code)

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 Securities Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-(c) under the Exchange Act (17CFR 240.13e-(c))

ITEM 8.01 OTHER EVENTS

On September 16, 2004, Amedisys, Inc., issued a press release announcing the pricing of $67.7 million follow-on offering.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

    (a) Financial Statements of Business Acquired.

Not applicable

    (b) Pro Forma Financial Information

Not applicable

    (c) Exhibits

   99.1    Press release dated September 16, 2004 announcing the pricing of $67.7 million follow-on offering.

SIGNATURES

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

AMEDISYS, INC.
By:	/s/ Gregory H. Browne
	Gregory H. Browne
	Chief Financial Officer

DATE: September 17, 2004

EX-99.1

Exhibit 99.1

AMEDISYS ANNOUNCES PRICING OF $67.7 MILLION FOLLOW-ON OFFERING

Size of Offering Increased to 2.46 Million Shares

BATON ROUGE, Louisiana (September 16, 2004) – Amedisys, Inc. (Nasdaq: “AMED” or the “Company”), one of America’s leading home nursing companies, announced today that it priced an offering of 2.46 million shares of its common stock at $27.50 per share for gross proceeds of approximately $67.7 million. The Company increased the size of the offering by 460,000 shares from the previously announced offering size of 2.0 million shares. For a period of 30 days following the offering, the underwriters of the offering have an option to purchase an additional 300,000 shares of Amedisys, Inc. common stock at the offering price to cover over-allotments. If exercised in full, the over-allotment will include 150,000 shares offered by existing stockholders, and will therefore result in additional gross proceeds to the Company of approximately $4.1 million.

Amedisys intends to use the proceeds from this offering for general corporate purposes, including potential acquisitions.

The managing underwriters of the proposed offering are Raymond James & Associates, Inc., Jefferies & Company, Inc., and Legg Mason Wood Walker, Incorporated.

A copy of the final prospectus may be obtained from Raymond James & Associates, Inc. at 880 Carillon Parkway, St Petersburg, Florida 33716, or Jefferies & Company, Inc. at 520 Madison Ave., 12^th Floor, New York, New York 10012, or Legg Mason Wood Walker, Incorporated at 100 Light St., Baltimore, Maryland 21202.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Amedisys, Inc., one of the nation’s largest providers of home nursing services, is headquartered in Baton Rouge, Louisiana. The Company had approximately $142.5 million in revenue in 2003. Its common stock trades on the Nasdaq Stock Market under the symbol “AMED”.

This press release includes statements that may constitute “forward-looking” statements, usually containing the words “believe”, “estimate”, “project”, “expect” or similar expressions. Forward-looking statements inherently involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Factors that would cause or contribute to such differences include, but are not limited to, continued acceptance of the Company’s services in the marketplace, competitive factors, changes in government reimbursement procedures, dependence upon third-party vendors, and other risks discussed in the Company’s periodic filings with the Securities and Exchange Commission. By making these forward-looking statements, the Company undertakes no obligation to update these statements for revisions or changes after the date of this release.

Additional information on this Company can be found on the World Wide Web

http://www.amedisys.com

Contact:	Amedisys, Inc.	EURO RSCG Life NRP
	Chief Financial Officer	Investors/Media
	Greg Browne	Brian Ritchie
	225.292.2031	212.845.4269
	gbrowne@amedisys.com	brian.ritchie@eurorscg.com