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): 10/25/06

Amedisys, Inc.

(Exact name of registrant as specified in its charter)

Commission File Number: 0-24260

Delaware	11-3131700
(State or other jurisdiction of incorporation)	(IRS 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)

(Former name or former address, if changed since 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:

¨ 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))

Information to be included in the report

Item 2.02. Results of Operations and Financial Condition

On October 25, 2006, Amedisys, Inc. (the “Company”) issued a press release announcing its earnings for the third quarter ended September 30, 2006. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

In accordance with General Instruction B.2 of this Current Report on Form 8-K, the information presented herein shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Exchange Act of 1933, as amended, except as previously set forth by specific reference in such a filing.

When included in this Current Report on Form 8-K, the words “intends,” “anticipates,” “believes,” “estimates” and analogous expressions are intended to identify forward-looking statements. Such statements inherently are subject to a variety of risks and uncertainties that could cause actual results to differ materially from those projected. Such risks and uncertainties include, among others, general economic and business conditions, current cash flows and operating deficits, debt service needs, adverse changes in federal and state laws relating to the health care industry, competition, regulatory initiatives and compliance with governmental regulations, patient preferences and various other matters, many of which are beyond the Company’s control. These forward-looking statements speak only as of the date of this Current Report on Form 8-K. The Company expressly disclaims any obligation or undertaking to release publicly any updates or any changes in the Company’s expectations with regard thereto or any changes in events, conditions or circumstances on which any statement is based.

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 October 25, 2006, announcing the Company’s operating results for the third quarter ended September 30, 2006

Signature(s)

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.
Date: October 25, 2006	By:	/s/ Donald Loverich, Jr.
		Donald Loverich, Jr.
		Principal Financial Officer

Exhibit Index

Exhibit No.	Description
EX-99.1	Press release dated October 25, 2006, announcing the Company’s earnings for the third quarter ended September 30, 2006

EX-99.1

Exhibit 99.1

Contact: Amedisys, Inc. Donald Loverich, Jr. Principal Financial Officer (225) 292-2031 dloverich@amedisys.com   Noonan Russo Investor Relations Brian Ritchie (212) 845-4269 brian.ritchie@eurorscg.com

AMEDISYS REPORTS RECORD THIRD QUARTER 2006

REVENUES AND EARNINGS

COMPANY TO HOST CONFERENCE CALL

TODAY AT 10:00 AM ET

BATON ROUGE, Louisiana (October 25, 2006) – Amedisys, Inc. (Nasdaq: “AMED”, “Amedisys” or “the Company”), America’s leading home health nursing company, today reported its financial results for the third quarter ended September 30, 2006.

For the quarter ended September 30, 2006, the Company reported record quarterly net income of $10.6 million, or $0.64 per diluted share, a 33 percent increase in earnings per share over the same quarter last year. These earnings were achieved on record quarterly net service revenue of $137.0 million. Net service revenue increased by 22 percent when compared with the $112.2 million reported for the comparable period in the prior year. Amedisys reported net income of $7.8 million, or $0.48 per diluted share, for the quarter ended September 30, 2005. The diluted weighted average number of shares outstanding approximated 16.4 million for the quarter ended September 30, 2006 and 16.1 million for the comparable period of 2005.

For the nine-month period ended September 30, 2006, the Company reported year-to-date net income of $26.9 million, or $1.65 per diluted share, on year-to-date net service revenue of $397.1 million. Net service revenue increased by 51 percent when compared with the $262.7 million reported for the comparable period in the prior year. Amedisys reported net income of $22.8 million, or $1.44 per diluted share, for the nine-month period ended September 30, 2005.

“We are pleased with our improved operating results for the third quarter of 2006 and the continuing momentum we are experiencing in many key areas of our business,” said William F. Borne, Chief Executive Officer of Amedisys. “We believe that our continuing strong internal growth, start ups and selective acquisitions combined with ongoing efficiencies will drive earnings and enhance shareholder returns.”

“We are increasing our EPS guidance to $2.30 to $2.35 cents per diluted share for fiscal 2006,” added Mr. Borne. “This guidance is based upon outstanding shares of approximately 16.5 million. Also, this guidance reflects the Company’s 2006 estimated income tax rate of approximately 38.8 percent. Annual revenue is expected to be in the $530 to $540 million range, exclusive of potential acquisitions.”

The Company’s Board of Directors approved a four-for-three split of Amedisys’ common stock, effective November 27, 2006, in the form of a stock dividend. Each shareholder of record at the close of business on

November 27, 2006, will receive one additional share for every three outstanding shares held. Any fractional shares resulting from the stock split will be rounded up such that one whole share of Common Stock would be delivered to any stockholder of record in lieu of a fractional share. Full year 2006 earnings per share guidance provided above does not take into account the impact of the four-for-three stock split.

To participate in the conference call, please dial 800-632-2975 (Domestic) or 973-935-8755 (International) a few minutes before 10:00 a.m. ET on Wednesday, October 25, 2006. A replay of the conference call will be available from 12:00 p.m. ET on October 25, 2006 until 12:00 p.m. ET on November 1, 2006. The replay dial in number is 877-519-4471 (Domestic) or 973-341-3080 (International). The replay pin number is 7990887.

The call will also be available on the Internet live and for seven days thereafter at the following:

http://www.videonewswire.com/event.asp?id=36129

Amedisys, Inc., America’s leading home health nursing company, is headquartered in Baton Rouge, Louisiana. Its common stock trades on The Nasdaq Global Select 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 the Company can be found at

http://www.amedisys.com

AMEDISYS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands, except share data)

	September 30, 2006 (Unaudited)			December 31, 2005
ASSETS
Current assets:
Cash and cash equivalents	$	9,855		$	17,231
Patient accounts receivable, net		81,109			68,139
Prepaid expenses		3,222			2,693
Other current assets		2,824			4,277
Total current assets		97,010			92,340
Property and equipment, net		42,857			27,389
Goodwill		210,337			197,002
Intangible assets, net		12,837			11,447
Other assets, net		7,147			11,819
Total assets	$	370,188		$	339,997
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	13,643		$	29,922
Accrued expenses		53,273			45,165
Obligations due Medicare		6,139			10,551
Current portion of long-term obligations		11,416			10,144
Current portion of deferred income taxes		7,653			4,173
Total current liabilities		92,124			99,955
Long-term obligations, less current portions		36,513			43,063
Deferred income taxes		8,499			3,556
Other long-term obligations		1,298			824
Total liabilities		138,434			147,398
Stockholders’ equity:
Preferred stock, $.001 par value, 5,000,000 shares authorized; none issued and outstanding		—			—
Common stock, $.001 par value, 30,000,000 shares authorized; 16,256,922 and 15,881,691 shares issued at September 30, 2006 and December 31, 2005, respectively, and 16,252,039 and 15,877,524 shares outstanding at September 30, 2006 and December 31, 2005, respectively		16			16
Additional paid-in capital		158,342			146,684
Treasury stock at cost, 4,883 and 4,167 shares held at September 30, 2006 and December 31, 2005, respectively		(52	)		(25	)
Unearned compensation		—			(628	)
Retained earnings		73,448			46,552
Total stockholders’ equity		231,754			192,599
Total liabilities and stockholders’ equity	$	370,188		$	339,997

AMEDISYS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED INCOME STATEMENTS

(Amounts in thousands, except per share data)

(Unaudited)

	Three-month periods ended September 30,						Nine-month periods ended September 30,
	2006			2005			2006			2005
Net service revenue	$	137,041		$	112,166		$	397,138		$	262,665
Cost of service, excluding depreciation and amortization		59,877			49,011			172,311			110,517
General and administrative expenses:
Salaries and benefits		32,389			27,798			98,559			64,661
Non-cash compensation		797			128			1,990			241
Other		23,326			19,077			70,367			44,000
Depreciation and amortization		2,487			2,123			7,337			4,984
Operating expense		118,876			98,137			350,564			224,403
Operating income		18,165			14,029			46,574			38,262
Other (expense) income:
Interest income		209			240			635			1,140
Interest expense		(873	)		(1,537	)		(3,119	)		(1,824	)
Miscellaneous, net		(247	)		74			(142	)		46
Total other (expense) income		(911	)		(1,223	)		(2,626	)		(638	)
Income before income taxes		17,254			12,806			43,948			37,624
Income tax expense		6,695			5,046			17,052			14,824
Net income	$	10,559		$	7,760		$	26,896		$	22,800
Net income per common share:
Basic	$	0.66		$	0.49		$	1.68		$	1.46
Diluted	$	0.64		$	0.48		$	1.65		$	1.44
Weighted average shares outstanding:
Basic		16,101			15,692			15,981			15,531
Diluted		16,446			16,064			16,334			15,887