10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Fiscal Year Ended March 30, 2012

or

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 0-23832

PSS WORLD MEDICAL, INC.

(Exact name of Registrant as specified in its charter)

FLORIDA	59-2280364
(State of incorporation)	(I.R.S. Employer Identification No.)
4345 Southpoint Boulevard Jacksonville, Florida	32216
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (904) 332-3000

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Name of Exchange on which registered
Common Stock, $0.01 par value per share	NASDAQ GS Stock Market

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

    Yes  x     No  ¨

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.    Yes  ¨    No  x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.    ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.:

Large accelerated filer	x	Accelerated filer	¨
Non-accelerated filer	¨	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes  ¨    No  x

The aggregate market value of common stock held by non-affiliates, computed by reference to the closing price as reported on the NASDAQ GS, as of September 30, 2011 was approximately $999,962,086.

The number of shares of Common Stock, $0.01 par value, of the Registrant outstanding as of May 18, 2012, was 50,427,436.

Document Incorporated by Reference

Portions of the Registrant’s Definitive Proxy Statement for the 2012 Annual Meeting of Stockholders, which will be filed with the Securities and Exchange Commission not later than 120 days after March 30, 2012, are incorporated by reference into Part III of this Annual Report on Form 10-K.

TABLE OF CONTENTS

Item		Page
	Cautionary Statements - Forward-Looking Statements		1
	Part I
1.	Business		3
1A.	Risk Factors		12
1B.	Unresolved Staff Comments		23
2.	Properties		23
3.	Legal Proceedings		25
4.	Mine Safety Disclosures		25
	Part II
5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities		25
6.	Selected Financial Data		28
7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		29
7A.	Quantitative and Qualitative Disclosures About Market Risk		57
8.	Financial Statements and Supplementary Data		F-1
9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure		59
9A.	Controls and Procedures		59
9B.	Other Information		61
	Part III
10.	Directors, Executive Officers and Corporate Governance		62
11.	Executive Compensation		62
12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters		62
13.	Certain Relationships and Related Transactions, and Director Independence		62
14.	Principal Accountant Fees and Services		62
	Part IV
15.	Exhibits and Financial Statement Schedules		63
	Signatures		68

CAUTIONARY STATEMENTS

Forward-Looking Statements

Management may from time-to-time make written or oral forward-looking statements with respect to the Company’s annual or long-term goals, including statements contained in this Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, reports to shareholders, press releases, and other communications. These statements are subject to risks and uncertainties that could cause actual results to differ materially from historical earnings and those currently anticipated or projected. Management cautions readers not to place undue reliance on any of the Company’s forward-looking statements, which speak only as of the date made.

Words such as “anticipates,” “expects,” “intends,” “plans,” “purpose,” “mission,” “believes,” “seeks,” “estimates,” “may,” “could,” and similar expressions identify forward-looking statements. Forward-looking statements contained in this Annual Report on Form 10-K involve risks and uncertainties include, but may not be limited to:

• Management’s belief that the Company’s strategic restructuring will positively impact its financial results and better position the Company to participate among the fastest growing of the alternate-site healthcare market segments;

• Management’s belief that the healthcare services industry will continue to be subject to extensive regulation at the federal, state, local and foreign levels and that enforcement activities will continue to increase;

• Management’s belief that consolidation in the healthcare industry will continue among provider groups, long-term care facilities, and other alternate site providers, as well as health systems created through alliances between hospitals and long-term care facilities or physician practices;

• Management’s belief that the outcome of legal proceedings or claims which are pending or known to be threatened will not have a material adverse effect on the Company’s consolidated financial position, liquidity, or results of operations;

• Management’s expectation that the remaining federal and state net operating loss carryforwards will be utilized prior to their expiration date, that the Company’s deferred tax assets as of March 30, 2012 will be realizable to reverse deferred tax liabilities and offset a portion of projected future taxable income, and that the Company’s unrecognized tax benefits will not change significantly over the next twelve months;

• Management’s expectation to make strategic business acquisitions to increase market share and leverage distribution capabilities;

• Management’s expectation that future working capital needs, capital expenditures, and the overall growth in the business will be funded through a combination of cash flows from operating activities, borrowings under the revolving line of credit, cash proceeds from the sale of the businesses outlined in the Company’s strategic restructuring plan, proceeds from the Company’s debt offerings, capital markets, and/or other financing arrangements;

• Management’s belief that the Company’s global sourcing initiative will continue to impact net operating working capital levels and will continue to positively impact the Company’s results of operations;

• Management’s expectation that the reorganization of the Company’s global sourcing subsidiaries will have a sustained positive impact on the Company’s effective tax rate;

• Management’s intention to permanently reinvest undistributed earnings attributable to foreign operations;

• Management’s intention to retain earnings for the growth and development of the Company’s business and not declare cash dividends in the immediate future;

• Management’s belief that the Company may seek to retire a portion of its outstanding equity through cash purchases and may also seek to issue additional equity to meet its future liquidity requirements;

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• Management’s belief that the medical products distribution industry is expected to experience continued growth due to the aging U.S. population, increased healthcare awareness, the introduction of new medical technology, the development of new pharmacology treatments, and recently enacted health care reform legislation;

• Management’s belief that the extended care market is expected to benefit from the increasing growth rate of the U.S. elderly population, the increased incidence of chronic conditions, the growing acceptance of and emphasis on lower-cost alternate site treatment and the increased treatment of higher acuity patients in nursing homes;

• Management’s belief that the physician market is expected to grow, due, in part, to the shift of procedures and diagnostic testing away from acute care settings to lower cost settings, such as the physician’s office, and from increased consumption of healthcare products and services, resulting from an aging U.S. population and the expected increase in utilization from the implementation of health care reform in 2014, offset by slower growth in the near term due to economic conditions and unemployment rates;

• Management’s intent to either renegotiate existing leases or execute new leases upon the expiration date of such agreements, except for those that may be exited through the Company’s restructuring plan;

• Management’s estimation and expectation of future payouts of long-term incentive compensation;

• Management’s expectation that near term sales growth rates, excluding acquisitions, will remain lower than historical growth rates, due to economic conditions and lower patient utilization;

• Management’s expectation that government funded programs will become more prevalent and that, as a result, reimbursements may become more reliant on federal and state budgets; and

• Management’s belief that the Company’s distribution infrastructure is adequate to carry on its business as currently conducted and that, if necessary, the Company could find additional and/or replacement facilities to lease without suffering a material adverse effect on its business.

In connection with the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, management has identified important factors that could affect the Company’s financial performance and could cause actual results for future periods to differ materially from those expressed in any forward-looking statements, including the risks described or referred to in Item 1A. Risk Factors.

The Company cautions readers not to place undue reliance on any of these forward-looking statements, which speak only as of the date made. The Company undertakes no duty and is under no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Third-Party Statistical Data

This report contains estimates and other information concerning the Company’s industry, including market size and growth rates, which are based on industry publications, analyst reports, surveys and forecasts. These estimates involve a number of assumptions and limitations, and you are cautioned not to give undue weight to these estimates. Although the Company believes the information in these industry publications, surveys and forecasts is reliable, it has not been independently verified and therefore the accuracy or completeness of the information cannot be guaranteed.

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PART I

ITEM 1. BUSINESS

THE COMPANY

PSS World Medical, Inc. (the “Company” or “PSSI”), a Florida corporation, began operations in 1983. The Company is a national distributor of medical products and supplies, diagnostic equipment, healthcare information technology and pharmaceutical products, and provides professional and consulting services to the physician, long-term care, assisted living, home health care, and hospice markets. The Company has full service distribution centers strategically located to efficiently serve all 50 states throughout the United States.

The Company’s business decisions and strategies are guided by its Purpose and Mission. The Company’s stated Purpose is to strengthen the clinical success and financial health of caregivers by solving their biggest problems. The Company’s Mission is to improve caregivers’ financial performance by 20%.

The Company currently conducts business through two operating segments, the Physician Business and the Extended Care Business, which serve a diverse customer base. During the year ended March 30, 2012, the Company rebranded its Elder Care Business to the “Extended Care Business” to more appropriately align with its customer base. A third reporting segment, Shared Services, consists of departments that support the operating segments through the delivery of standardized service. For information on comparative segment revenue, segment profit and related financial information, refer to Footnote 18, Segment Information, of the consolidated financial statements.

PSSI is a market leader in the two alternate-site customer segments it serves as a result of a high-touch, differentiated business model; value-added, solutions-based marketing programs; a consultative sales force with extensive product, disease state, reimbursement, and supply chain knowledge; a successfully expanded product and service offering including unique arrangements with manufacturers and a full line of the Company’s store brands; innovative information systems and customer-facing technologies that serve its core markets; and a culture of performance.

During the first quarter of fiscal year 2013, the Company’s Board of Directors approved a strategic restructuring plan (“the restructuring plan”), designed to transform the Company by focusing on four lines of business – Physician, Laboratory, In-Office Dispensing, and Home Care and Hospice. The restructuring plan will include the sale of two business units serving skilled nursing facilities within the Extended Care Business and specialty dental practices within the Physician Business. Additionally, the restructuring plan includes the integration of warehouse operations into one common distribution infrastructure, as well as a redesign of the shared services function. These efforts are expected to reduce operating costs as a percentage of net sales, while streamlining decision making and improving service. The Company expects to complete the restructuring plan within the next several fiscal years. Except as otherwise noted, the information contained in this Form 10-K reflects Company information as of March 30, 2012, before the announcement and commencement of the strategic restructuring plan.

THE INDUSTRY

The Company’s business strategies focus on the alternate site healthcare provider market, which is comprised of the estimated $12 billion physician office market, the $4 billion long-term care and assisted living market, and the $11 billion home health and hospice markets, in each case as estimated in industry analyst reports. The Company targets approximately 212,000 sites in the physician office market and 40,000 sites in the extended care market.

The medical products distribution industry is expected to experience continued growth due to the aging U.S. population, increased healthcare awareness, the introduction of new medical technology, new pharmaceutical treatments, and recently enacted health care reform legislation, which includes expanded insurance coverage. The physician market is expected to grow, due, in part, to the shift of procedures and diagnostic testing away from acute care settings to lower cost settings, such as the physician’s office, and from increased consumption of healthcare products and services, resulting from an aging U.S. population and the expected increase in utilization from the

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implementation of health care reform legislation. This growth may be slowed somewhat in the near term due to general economic conditions. The extended care markets are also expected to benefit from the increasing growth rate of the U.S. elderly population, the increased incidence of chronic conditions, the growing acceptance of and emphasis on lower-cost alternate site treatment and the increased treatment of higher acuity patients in nursing homes. As of August 2008, the U.S. Bureau of the Census report estimated the U.S. elderly population will more than double by 2050, with Americans age 85 years and older, the population in the greatest need of extended care services, projected to more than triple during this period.

According to industry analyst reports, the physician office end market is expected to grow at a long-term rate of 5% to 7%, the long-term care market is expected to grow at a rate of 1% to 3%, and the home health care market is expected to grow at a rate of 5% to 7%.

In recent years, the healthcare industry has experienced consolidation among provider groups, long-term care facilities, and other alternate site providers, as well as health systems created through alliances between hospitals and long-term care facilities or physician practices. The Company expects such consolidation activities to continue.

THE PHYSICIAN BUSINESS

The Physician Business operates through the Company’s Physician Sales & Service division and is a leading distributor of medical supplies, diagnostic equipment, healthcare information technology, pharmaceutical products and provider of professional and consulting services, based on revenues, number of customers and number of sales professionals. The Physician Business serves alternate site healthcare providers, including independent physicians and physician groups, community health centers, urgent care facilities, health system affiliated practices and other non-hospital based caregivers. The Physician Business has approximately 850 sales professionals trained in solution-focused selling, disease state management, and diagnostic and therapeutic products used by healthcare providers.

Customers

The Physician Business distributes products and offers services to office-based physicians who specialize in internal medicine, family practice, primary care, pediatrics, OB/GYN, cardiology, orthopedics, general practice, and other specialties. The Physician Business’ target market consists of approximately 498,000 independent physicians practicing at approximately 212,000 offices in the United States.

The Physician Business also distributes products and offers services to office-based physicians operating under the ownership of private or public companies or acute care facilities that range in size from small hospitals to large integrated delivery network systems (collectively “health systems”). Physicians employed by health systems are generally concentrated in the same specialties as independent physicians.

Customer pricing for each product is generally either negotiated directly with the physician office or contracted through group purchasing organizations (“GPOs”). GPOs negotiate directly with medical product manufacturers and distributors on behalf of their members, establishing exclusive or multi-supplier relationships.

Distribution Infrastructure

As of March 30, 2012, the Physician Business operated a distribution network consisting of 33 full-service distribution centers, 39 break-freight locations, 2 other operations-related facilities, and 2 redistribution facilities, some of which are shared with the Extended Care Business, to serve customers throughout the United States. The operations of a full-service distribution center include sales support and certain administrative functions, such as customer billing and customer service, as well as general warehousing functions, inventory management, and product delivery. Inventory purchasing is centralized at the Company’s Shared Services segment in Jacksonville, Florida. Full-service distribution centers receive inventory directly from manufacturers and redistribution centers. The distribution centers deliver product to customers and break-freight locations on a daily basis via the Company’s fleet of leased vehicles or third party transportation providers. Break-freight locations are warehouse facilities that receive packaged customer orders from full-service distribution centers and distribute them directly to customers on a daily basis. The Physician Business provides service to its customers through myPSS.com, a customer and sales force internet ordering portal, and SmartScan, a handheld inventory management device that allows customers to order product electronically and provides basic inventory management functions.

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Products

The Physician Business distributes approximately 164,000 different products consisting of disposable supplies, pharmaceuticals, diagnostic equipment, and non-diagnostic equipment. Additionally, the Physician Business offers healthcare information technology solutions and physician dispensing solutions.

Branded Medical-Surgical Disposable Supplies. This product category includes a broad range of medical supplies, including paper goods, needles and syringes, gauze and wound dressings, surgical instruments, sutures, examination gloves, orthopedic soft goods, tongue blades and applicators, sterilization and intravenous solutions, specimen containers, reagents for diagnostic equipment, and diagnostic rapid test kits. The Physician Business offers a broad array of branded products sourced from various medical product manufacturers.

Store Brand Medical-Surgical Disposable Supplies and Equipment. The Company offers its own products in connection with its strategy of sourcing through global channels to drive enhanced customer satisfaction and profitability. This product category includes a broad range of medical supplies, including paper goods, needles and syringes, gauze and wound dressings, surgical instruments, sutures, examination gloves, orthopedic soft goods, tongue blades and applicators, sterilization products, specimen containers, reagents for diagnostic equipment, and diagnostic rapid test kits marketed under various Company brand names.

Pharmaceutical Products. This product category includes various vaccines, injectables, inhalants, topicals, ophthalmic ointments and solutions, otic solutions and oral analgesics, antacids and antibiotics, and controlled pharmaceutical products, which are used or administered in the physician’s office. Controlled pharmaceutical products include injectable anesthesia agents, narcotics, and pain management drugs.

Diagnostic Equipment. This product category includes various equipment lines such as blood chemistry analyzers, automated cell and differential counters, immunoassay analyzers, bone densitometers, electrocardiograph monitors and defibrillators, cardiac stress systems, cardiac and OB/GYN ultrasound, holter monitors, flexible sigmoidoscopy scopes, and microscopes. Sales of certain diagnostic equipment generate recurring orders of disposable diagnostic reagents and supplies consumed in the operation of the equipment.

Non-Diagnostic Equipment. This category includes all other equipment used in a medical practice such as aesthetic lasers, autoclaves, examination tables, medical scales, and furniture.

Healthcare Information Technology. This category includes healthcare information technology products and services designed to improve the accuracy, efficiency, and effectiveness of physician business practices.

Physician Dispensing Solutions. The Physician Business provides dispensing solutions to physician business practices which include repackaging of medical products, dispensing software, claims processing services, formulary consultation services and compliance necessary for such practices to dispense medical products to their patients on-site. Medical products provided include pharmaceuticals repackaged for patient dispensing and equipment such as transcutaneous electrical nerve stimulation units.

Competition

The Physician Business operates in a highly competitive industry where products and services are readily available to customers from a number of manufacturers, distributors, and suppliers. Competitors of the Physician Business include large, national, full-line distributors, many smaller regional and local distributors, and manufacturers who sell directly to customers. Competitive factors within the medical/surgical supply distribution and services industry include pricing, product availability, sales force capabilities, delivery time, electronic commerce capabilities and relationships with customers, as well as the ability to meet customer-specific requirements.

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THE EXTENDED CARE BUSINESS

The Extended Care Business operates through the Gulf South Medical Supply, Inc. subsidiary and is a national distributor of medical supplies and related products and solutions to the extended care industry in the United States. The Extended Care Business serves the skilled nursing home, assisted living, home health care and hospice markets. In addition, the Extended Care Business provides Medicare Part B and Medicaid billing services. The home health care industry refers to providers (companies, agencies, and care givers) of medical services, medical supplies, and equipment to patients in a residential setting. The Extended Care Business has approximately 170 sales professionals trained in solution-focused selling, disease state management and diagnostic and therapeutic products used in extended care settings.

Customers

The Extended Care Business’ target market consists of approximately 40,000 independent, regional, and national nursing home facilities, home health agencies, assisted living centers, hospices, and home medical equipment dealers. Approximately 16%, 16%, and 15%, of the Extended Care Business’ net sales for fiscal years 2012, 2011, and 2010, respectively, represent net sales to its largest five customers.

Distribution Infrastructure

As of March 30, 2012, the Extended Care Business operated a distribution network consisting of 18 full-service distribution centers, 10 break-freight locations, 2 other operations-related facilities, and 2 redistribution centers, some of which are shared with the Physician Business, to serve customers throughout the United States. The operations of a full-service distribution center include general warehousing functions such as inventory management, warehouse management, and product delivery directly to customers on a daily basis. Full-service distribution centers receive inventory directly from manufacturers and redistribution centers and distribute product to customers and break-freight locations. Break-freight locations receive packaged customer orders from full-service distribution centers and distribute them directly to customers on a daily basis. Product is delivered using either the Company’s fleet of leased delivery vehicles or third party transportation providers. Accounts receivable collections, cash application, customer billing, and inventory purchasing are centralized in the Company’s Shared Services segment in Jacksonville, Florida, while customer order processing, customer service, and sales support are centralized in Jackson, Mississippi. Coupled with a team of sales professionals, myGSOnline, an automated customer internet platform, and SmartScan, the Extended Care Business provides service to customers ranging from nursing homes to providers of home health, hospice, sub-acute, rehabilitation, and transitional care.

Products

The Extended Care Business distributes approximately 46,000 different medical and related products consisting of medical supplies, incontinent supplies and personal care items, enteral feeding supplies, point of care testing devices, advanced wound care, home medical equipment, and other supplies required to provide long-term care. The Extended Care Business offers a broad array of branded products from various manufacturers. In addition, the Company offers its own store brands, including Select Medical Products and other specialty brand products, in connection with its strategy of sourcing through global channels to drive enhanced customer satisfaction and profitability.

Services

The Extended Care Business, through its wholly-owned subsidiary, Proclaim, Inc., provides Medicare Part B and Medicaid billing services to the nursing home and assisted living markets. The Extended Care Business also provides consulting services to extended care providers through its noncontrolling interest in Pathway Health Services, Inc. (“Pathway”).

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Competition

The Extended Care Business operates in a highly competitive industry where products and services are readily available to customers from a number of manufacturers, distributors, suppliers, and service providers. Competitors of the Extended Care Business include large, multinational, full-line distributors, many smaller regional and local distributors, manufacturers who sell directly to customers, and Medicare Part B billing service providers. Competitive factors within the extended care industry include pricing, product availability, delivery time, electronic commerce capabilities, as well as the ability to meet customer-specific requirements.

SHARED SERVICES

The Company’s Shared Services segment consists of departments that support the Company’s operating segments through the delivery of standardized service. Shared Services includes executive and administrative services; accounting and finance; information technology development and support; shared operations management; legal and regulatory compliance; human resources; training and development; supplier management; and sourcing and procurement of inventory. Shared Services allocates a portion of its operating costs and interest expense to the operating segments. The allocation of these costs is generally proportionate to the revenues of each operating segment. Interest expense is allocated based on an internal carrying value of historical capital used to acquire or develop the operating segments’ operations.

SUPPLIER RELATIONSHIPS

Supplier relationships are an integral part of the Company’s businesses. Sales support, performance incentives, product literature, samples, demonstration units, training, marketing intelligence, distributor discounts and rebates, and new products are important elements of developing successful supplier relationships. The Company seeks to increase profitability by purchasing certain medical supplies, pharmaceutical products, and equipment at the lowest available price through volume discounts, rebates, and product category consolidation under contracts with terms negotiated by the Company’s supplier management professionals.

The Company pursues opportunities to market and sell medical equipment and supplies through unique or exclusive marketing arrangements. Manufacturers of medical supplies and diagnostic equipment often seek to optimize the number of distributors selling their products to end users in order to reduce the cost associated with marketing and field sales support. The Company has been successful in obtaining unique or exclusive arrangements to sell certain products based on the size of its sales force and the effectiveness of its marketing programs.

GLOBAL PRODUCT SOURCING

The Company’s global sourcing activities include identification of manufacturers in foreign locations, selection and specification of products to be manufactured, management of quality assurance programs and controls, and alignment of product availability and customer needs. The Company’s global sourcing team, located in U.S. and foreign locations, consists of fully dedicated functional experts in areas such as product development, global sourcing, logistics, supply chain design and management, supplier relations, product management, quality assurance, and quality control.

As of March 30, 2012, the Company had approximately $49.6 million of globally-sourced product inventory, which represented approximately 1,200 SKUs and 200 product categories. These products were sourced from approximately 72 manufacturers located in countries including Canada, China, India, Japan, Malaysia, Mexico, Philippines, Poland, South Korea, Taiwan, and the United Kingdom.

INFORMATION SYSTEMS

The Physician and Extended Care Businesses operate the Oracle JD Edwards XE platform as the primary enterprise resource planning (“ERP”) system.

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The Physician Business’ internet portal, myPSS.com, provides its customers and sales representatives with sales history, accounts receivable detail, available inventory and supports a number of ordering methods. The Physician Business’ laptop-based sales force automation application, known as “ICON”, carries customer order history and accounts receivable detail, reflects on-hand inventory quantities for the local distribution center, and transmits orders over a secure wireless network. During the fourth quarter of fiscal year 2012, the Company enhanced the myPSS.com internet portal to allow for sales force ordering and began to phase out ICON. Online order processing is supplemented in the Physician Business with SmartScan, the Company’s handheld inventory management device. Approximately 75% of customer orders in the Physician Business are electronic orders.

The Extended Care Business’ internet portal, myGSOnline.com, provides its customers and sales representatives with sales history, accounts receivable detail, available inventory, and supports a number of ordering methods. The Extended Care Business offers its customers a wide variety of electronic data interchange (“EDI”) services whereby orders, order acknowledgments, invoices, and other industry standard EDI transactions are available electronically. This improves efficiency and timeliness for the Company and its customers. Approximately 83% of customer orders in the Extended Care Business are electronic orders.

During fiscal year 2012, the Company continued its focus on increasing its internet, e-commerce and EDI capabilities to connect more effectively with customers and suppliers. Additionally, the Company continued the implementation of a warehouse management system to streamline warehouse management, enhance inventory controls, and improve customer service.

REGULATORY MATTERS

General

Federal, state, local, and foreign government agencies extensively regulate the distribution and sale of medical devices, medical supplies and pharmaceutical products, and the billing of government-sponsored healthcare programs. Applicable federal, state and foreign statutes and regulations require the Company to meet various standards relating to, among other things, licensure, personnel, physical security, maintenance of proper records, privacy of health information, maintenance and repair of equipment, and quality assurance programs.

The Company’s costs associated with complying with the various applicable federal and state statutes and regulations, as they now exist and as they may be modified, could be material. Although the Company intends to comply with all applicable laws and regulations, many of them have been recently enacted, are broadly worded, and have not been interpreted by regulators and the courts. Consequently, they have been and may continue to be interpreted or applied by governmental authorities in a manner that differs from the Company’s interpretation, which has required and could continue to require the Company to make changes in its operating procedures which may increase operating costs. Future allegations by a state or the federal government that the Company has not complied with these laws could have a material adverse impact on the Company. If it is determined that the Company has not complied with these laws, or if the Company enters into settlement agreements to resolve allegations of non-compliance, the Company could be required to make settlement payments, quarantine or destroy inventory, or be subject to civil and criminal penalties, including fines and the loss of licenses or its ability to participate in Medicare, Medicaid, and other federal and state healthcare programs. In addition, the enforcement of these laws and regulations has increased and is expected to increase in the future. Any of the foregoing could have a material adverse impact on the Company. The Company believes that the healthcare services industry will continue to be subject to extensive regulation and enforcement at the federal, state, local, and foreign levels.

Healthcare Fraud and Abuse Laws

The Company is subject to extensive state and federal laws and regulations relating to healthcare fraud and abuse. Federal and state governments continue to scrutinize potentially fraudulent practices in the healthcare industry in an attempt to minimize the cost that such practices have on Medicare, Medicaid, and other government healthcare programs. Under Medicare, Medicaid, and other government-funded healthcare programs, the federal government enforces a federal law called the Anti-Kickback Statute. The Anti-Kickback Statute, and the related regulations prohibits any person from offering, paying, soliciting or receiving anything of value to or from another person to

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induce the referral of business, including the sale or purchase of items or services covered by Medicare, Medicaid, or other federally subsidized programs. Many states also have similar anti-kickback statutes. The Federal False Claims Act provides that those who knowingly submit, or cause another person or entity to submit, false claims for payment of government funds are liable for three times the government’s damages, plus civil penalties.

The Patient Protection and Affordable Care Act (“PPACA”), enacted in March 2010, known as “The Health Care Reform Bill,” significantly strengthened the Federal False Claims Act, and the Anti-Kickback provisions, which could lead to increased whistleblower or related suits. The Physician Payment Sunshine Act, which is a provision of the PPACA, imposed new reporting and disclosure requirements for pharmaceutical, medical device, and medical supply distributors and manufacturers with regard to payments or other transfers of value made to physicians and teaching hospitals. The Centers for Medicare and Medicaid Services (“CMS”) has delayed the implementation of the reporting requirements to an unspecified date allowing for the review of comments resulting from the published interim rules. Additional implemented or pending state legislation surrounding payments or other transfers of value made to certain practitioners requires disclosure and reporting.

State and Federal Drug Pedigree Laws

There have been increasing efforts by various levels of government to regulate the pharmaceutical distribution system in order to prevent the introduction of counterfeit, adulterated, or misbranded pharmaceuticals into the distribution system. Several states have enacted or proposed laws and regulations designed to protect the integrity of the supply channel for the distribution of pharmaceutical products. For example, several states have implemented drug pedigree requirements that require prescription drugs to be distributed with records or information documenting the prior distribution of the drug back to the manufacturers. In addition, California has proposed legislation that will require the implementation of an electronic drug pedigree system that provides “track and trace” chain of custody technologies, such as radio frequency identification (“RFID”) technologies by January 1, 2016 for wholesale distributors and repackagers. At the federal level, the FDA issued final regulations pursuant to the Prescription Drug Marketing Act that became effective in December 2006. The regulations impose drug pedigree and other chain of custody requirements that increase the costs and/or burden of selling products and handling product returns. There is currently a case pending in the Federal District Court for the Eastern District Court of New York enjoining the implementation of some of the federal drug pedigree requirements, in response to a case initiated by secondary distributors. Moreover, the United States Food and Drug Administration Amendments Act of 2007 require the FDA to establish standards to provide for the development of a standardized numerical identifier and include track and trace or authentication technologies, such as RFID and other technologies. In the future, Congress may implement legislation that would revise and expand the federal pedigree requirements. If enacted, these pedigree requirements could preempt existing state pedigree requirements and the Company may have to adopt or modify its operations to initiate and transmit electronically-coded pedigree information concerning the purchase and transmittal of prescription drugs in all 50 states.

The Food, Drug and Cosmetic Act, Prescription Drug Marketing Act of 1987, Safe Medical Devices Act of 1990, Controlled Substances Act and Various State Regulations

The Company’s business is subject to regulation under the Federal Food, Drug and Cosmetic Act, the Prescription Drug Marketing Act of 1987, the Safe Medical Devices Act of 1990, and state laws and regulations applicable to the manufacture, importation, and distribution of medical devices and over-the-counter pharmaceutical products, as well as the distribution of prescription pharmaceutical products or dispensing of pre-packaged prescription pharmaceuticals products. In addition, the Company is subject to regulations issued by the United States Food and Drug Administration (“FDA”), the Drug Enforcement Administration (“DEA”), and comparable state agencies.

The Federal Food, Drug, and Cosmetic Act generally regulates the manufacture and importation of drugs and medical devices shipped via interstate commerce, including such matters as labeling, packaging, storage, and handling of such products. The Prescription Drug Marketing Act of 1987, which amended the Federal Food, Drug and Cosmetic Act, establishes certain requirements applicable to the wholesale distribution of prescription drugs, including the requirement that wholesale drug distributors be registered with the Secretary of Health and Human Services or be licensed in each state in which business is conducted in accordance with federally established guidelines on storage, handling, and records maintenance. The Safe Medical Devices Act of 1990 imposes certain reporting requirements on distributors in the event of an incident involving serious illness, injury, or death caused by a medical device. The Company is also required to maintain licenses and permits for the distribution of pharmaceutical products and medical devices under the laws of the states in which it operates.

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The Health Insurance Portability and Accountability Act of 1996

The Health Insurance Portability and Accountability Act of 1996 and its implementing regulations (collectively, “HIPAA”) establishes (i) national standards for some types of electronic health information transactions and the data elements used in those transactions, (ii) standards to protect the privacy of individually identifiable health information (“PHI”), and (iii) security standards to ensure the integrity and confidentiality of health information. Health plans, healthcare clearinghouses, and most healthcare providers, including the Company, are “Covered Entities” subject to HIPAA.

The Health Information Technology for Economic and Clinical Health Act of 2009 (“HITECH”), signed into law on February 17, 2009, expanded, among other things, (i) the scope of HIPAA to now apply directly to “business associates,” or independent contractors who receive or obtain PHI in connection with providing a service to a covered entity, including information exchange organizations, medical suppliers that ship to patient’s homes, and third-party billing service providers, (ii) substantive security and privacy obligations, including new federal security breach notification requirements to affected individuals of certain breaches of unsecured PHI, and (iii) the civil and criminal penalties that may be imposed for HIPAA violations. The HITECH Act may have a significant impact on the duties, responsibilities, and liabilities of the organization, particularly with regards to HIPAA compliance.

The United States Foreign Corrupt Practices Act of 1977

The Company conducts operations in a number of foreign countries making it subject to regulatory provisions under the United States Foreign Corrupt Practices Act (“FCPA”), as amended, and similar regulations in foreign jurisdictions. The FCPA prohibits U.S. and other business entities from making improper payments to foreign government officials, political parties, or political party officials for the purpose of furthering foreign business activities. In addition to anti-bribery laws, the Company is also subject to anti-corruption provisions under the FCPA which are enforced by the U.S. Department of Justice. The Securities and Exchange Commission requires strict observance and compliance with regulations set forth by the FCPA regarding certain accounting and internal control standards. Failure to comply with the provisions of the FCPA may result in severe penalties and other consequences for individual employees and/or the Company as a whole.

Government Procurement Contracts

The Company has multiple contracts with government entities. These contracts contain requirements and restrictions, that differ from those with commercial customers, and that could present significant risks if the Company does not maintain compliance. If the Company fails to comply with the terms of these contracts, penalties may be imposed including monetary damages and criminal and civil penalties. In addition contracts could be terminated and the Company could be prohibited from conducting future business with the governmental entity.

Other Laws

The Company is subject to various additional federal, state, and local laws and regulations in the United States, relating to the safe working conditions and the sales, use, and disposal of hazardous or potentially hazardous substances. In addition, laws that affect the Company’s foreign operations include U.S. and international import and export laws and regulations that require that the Company abide by certain standards relating to the importation and exportation of finished goods, raw materials, and supplies. Furthermore, the Department of Transportation regulates the conveyance of regulated materials, both in Company-leased delivery vehicles and via common carrier.

Impact of Changes in Healthcare Legislation

Federal, state, and foreign laws and regulations affecting the Company’s business are subject to change. The Company cannot predict what impact, if any, such changes might have on its business. Any new legislation or regulations, or new interpretations of existing statutes and regulations, governing the manner in which the Company conducts its business could have a material adverse impact on the Company and its results of operations.

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The extensive federal and state laws and regulations described above apply not only to the Company, but also to the manufacturers which supply the products distributed by the Company. For instance, medical product and device manufacturers are subject to design, manufacturing, labeling, promotion, and advertising standards imposed on, as well as registration and reporting requirements regarding their facilities and products. Likewise, pharmaceutical manufacturers are subject to development, manufacturing, and distribution regulation by the FDA, the DEA and other federal, state, and local authorities. Failure of a manufacturer to comply with these requirements, or changes in such requirements, could result in recalls, seizures, manufacturing suspensions, or other interruptions in the production, supply, and sale of its products. Such interruptions may result in a material adverse impact on the Company’s business. Similarly, changes in the extensive regulations or in their interpretation or enforcement applicable to the Company’s customers could adversely impact the Company’s business in ways which are difficult for the Company to predict.

See Item 1A “Risk Factors” for a discussion of additional regulatory developments that may affect the Company’s results of operations and financial condition.

PROPRIETARY RIGHTS

The Company has registered with the United States Patent and Trademark Office the marks PSS WORLD MEDICAL (and Design), PSS (and Design), GULF SOUTH MEDICAL (and Design), EXPERTISE DELIVERED, ANSWERS (and Design), SMARTSCAN, PHYSICIAN SELECT, NIGHTINGALE, SOUTHERN ANESTHESIA & SURGICAL, INC. (and Design), ADVANCE PLUS + by SOUTHERN ANESTHESIA & SURGICAL, INC. (and Design), GULF SOUTH MEDICAL SUPPLY (and Design), SELECT MEDICAL PRODUCTS (and Design) and SELECT MEDICAL PRODUCTS PSS GULF SOUTH MEDICAL SUPPLY (and Design), among others. The Company’s trademarks generally have a term of ten years. The Company believes that the PSS World Medical, Physician Sales & Service, and Gulf South Medical Supply names are well recognized in the medical supply industry and by healthcare providers and, therefore, are valuable assets of the Company.

EMPLOYEES

As of March 30, 2012, the Company employed approximately 4,100 full-time and part-time employees. The Company’s approximately 1,020 sales professionals are largely comprised of sales representatives. The Company believes ongoing employee training is critical to its success and, accordingly, invests significant resources in training, continuing professional education and leadership development. Management believes that relations with employees are strong and the Company’s long-term success depends upon its employees, including its sales professionals.

AVAILABLE INFORMATION

The Company files annual, quarterly and current reports, proxy statements, and other information with the Securities and Exchange Commission (“SEC”). Any documents that have been filed with the SEC may be read or copied, at prescribed rates contingent upon a written request, at its Public Reference Room located at 100 F Street, N.E., Washington, D.C. 20549. Information on the operation of the Public Reference Room may be obtained by calling the SEC at 1-800-SEC-0330. These documents are also filed with the SEC electronically and are accessible on the SEC’s internet website found at www.sec.gov. Copies of materials filed with the SEC may also be obtained free of charge from the Company’s internet website found at www.pssworldmedical.com as soon as reasonably practicable after such material is electronically filed with or furnished to the SEC.

The Company’s Code of Ethics, Audit Committee Charter, Corporate Governance Committee Charter, and Compensation Committee Charter are available to the public free of charge in the Investor Relations section of the Company’s website www.pssworldmedical.com or may be obtained by writing to: PSS World Medical, Inc., Investor Relations, 4345 Southpoint Blvd., Jacksonville, Florida 32216. The Company intends to post amendments to or waivers from its Code of Ethics (to the extent applicable to the Company’s principal executive officer, principal financial officer, or principal accounting officer) on its website.

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ITEM 1A. RISK FACTORS

The Company’s continued success depends on management’s ability to identify, prioritize, and appropriately manage a wide range of enterprise risk exposures. Readers should carefully consider each of the following risks and additional information set forth in this Annual Report on Form 10-K. These risks and other factors may affect forward-looking statements, including those made by the Company in this document or elsewhere. The risks and uncertainties described herein may not be the only ones facing the Company and are not organized in order of priority. Additional risks and uncertainties not presently known to management or that management currently believes to be immaterial may also adversely affect the Company’s business. If any of the following risks and uncertainties develop into actual events, it could affect the Company’s business, financial condition, or results of operations, cause the trading price of the Company’s common stock to decline, or cause actual results to differ materially from those expected.

The recently announced strategic restructuring plan is subject to a number of risks and uncertainties.

During the first quarter of fiscal year 2013 the Company’s Board of Directors adopted a strategic restructuring plan. The restructuring plan will include, among other things, the sale of two business units serving skilled nursing facilities and specialty dental practices, the integration of warehouse operations into one common distribution infrastructure, as well as a redesign of the shared services function. The restructuring is subject to a number of risks and uncertainties that could adversely impact the Company’s financial condition, results of operations, and cash flows, and may otherwise cause disruption to the Company’s business. These risks and uncertainties include, but are not limited to:

• The Company may not be able to divest the business units on favorable terms, or at all;

• The Company may not be able to retain key personnel (including sales representatives), customers, and suppliers during or after the restructuring;

• The Company may not execute the restructuring plan in a timely or efficient manner;

• The Company may experience a disruption to the Company’s IT systems;

• The Company may not be able to find suitable acquisitions in the areas it has chosen to focus; and

• The Company may incur substantial restructuring or impairment charges.

The Company may not be able to continue to successfully compete with other medical supply companies and direct manufacturers.

Consolidation within the healthcare industry has resulted in increased competition by direct manufacturers, large national distributors, and drug wholesalers, and may result in lower customer pricing and/or higher operating costs. Additionally, changes in ownership of physician practices may erode the Company’s customer base. Continued consolidation in the healthcare industry could result in the following:

• potential new entrants to the markets the Company serves;

• provider networks created through consolidation among physician provider groups, long-term care facilities, and other alternate site providers may shift purchasing decisions to entities or persons with whom the Company has no current relationship;

• national hospital distributors, drug wholesale distributors, and healthcare manufacturers may focus their efforts more directly on the Company’s markets;

• competitors obtaining exclusive rights to market products to the Company’s customers; and

• hospitals forming alliances with long-term care facilities or physician practices to create health systems which may look to hospital distributors and manufacturers to supply their affiliates.

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The medical supply distribution market is highly competitive. The Company’s results of operations could be materially adversely affected if competitors offer products similar to those distributed by the Company at significantly lower prices. Principal competitors of the Company include full-line and full-service, multi-market medical distributors, internet distributors, and direct selling manufacturers, many of which have a national presence and significantly greater resources than the Company. The Company also faces significant competition from regional and local distributors, telemarketing firms, internet companies, and mail order firms. The Company’s competition may have the following strengths:

• sales representatives that compete directly with the Company;

• capability to market products directly to the Company’s customers;

• exclusive access to unique products or services;

• substantially greater financial resources than the Company; and

• lower product and operating costs.

There can be no assurance the Company will maintain operating margins and customer relationships and avoid increased competition and significant pricing pressure in the future if medical supply distributor consolidations, acquisitions of the Company’s customers by hospitals, and other customer consolidations occur. If the Company is unable to compete successfully with other medical supply distributors and direct manufacturers, the Company’s business, financial condition, and results of operations may be materially adversely affected.

General economic conditions, including the current global economy may materially adversely impact the Company’s operating results.

Current and future economic conditions and other factors including consumer confidence, unemployment levels, interest rates, tax rates, consumer debt levels, the threat or outbreak of terrorism, fuel and energy costs, the availability of consumer credit, and the impact of state and federal budget deficits on Medicaid and Medicare reimbursement can reduce consumer spending or change consumer purchasing habits, having a negative impact on the purchasing power of the Company’s customers. The current global economy has and may continue to materially adversely affect consumer spending habits and the Company’s operating results.

Trends in healthcare spending, as well as the recently enacted health care reform legislation, may impact the Company’s results of operations.

A significant portion of medical costs in the United States are funded by government and private insurance programs, such as Medicare, Medicaid, and corporate health insurance plans. In recent years, government-imposed limits on reimbursement to hospitals, physicians, nursing homes, home health providers, and other healthcare providers have significantly impacted spending in certain markets within the medical products industry. Future changes in Medicare and state administered Medicaid programs may limit payments to providers and customers served by the Company. Significant reductions in reimbursement levels and adjustments, in combination with rising costs, may negatively impact customers’ financial health and liquidity and may negatively affect the Company’s results of operations. Additionally, the Company’s Medicare Part B billing services are subject to a competitive bidding process. The inability of the Company to successfully compete in this environment could impact the Company’s net sales and results of operations.

Health care reform is a key priority of the current Administration. The Health Care Reform Bill included increased availability of insurance, provisions for healthcare information technology, increased efficiencies in Medicare and Medicaid, and provisions for additional taxes on medical devices. In addition, the Health Care Reform Bill provides for changes in how healthcare may be delivered to patients in the future, such as accountable care organizations and the use of healthcare information technology, which may impact the Company’s business. It is unclear at this time what impact such laws and regulations will have on the purchasing patterns of the Company’s customers, and as a result, the Company’s financial condition, results of operations, and cash flows.

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Numerous factors, many of which cannot be controlled by the Company, may cause the Company’s net sales and results of operations to fluctuate, which may adversely affect the market price of the Company’s common stock.

The Company’s net sales and operating results may fluctuate as a result of many factors, some of which are out of the Company’s control, including:

• general economic conditions;

• demand for the products and services offered by the Company;

• introduction of new products and services offered by the Company and its competitors;

• seasonal and pandemic vaccine sales;

• retention of sales representatives and other key employees;

• acquisitions, dispositions, or other investments by the Company;

• changes in manufacturers’ pricing policies, contract terms, and distribution strategies;

• rapid or unexpected increases in product or operating costs;

• changes in the Company’s business strategies, or those of its competitors;

• product supply shortages;

• product recalls by manufacturers;

• changes in product mix;

• fuel costs and third party shipping rates;

• costs associated with the Company’s self-funded medical insurance program;

• inclement weather;

• disruptions resulting from implementing strategic business plans;

• disruptions resulting from implementing ERP systems; and

• changes by the government, including health care reform, changes in reimbursement rates to providers, regulatory requirements, and taxes related to the distribution of medical and pharmaceutical products.

Accordingly, management believes that period-to-period comparisons of the results of operations should not be relied upon as an indication of future performance because these factors may cause the Company’s results of operations to differ from analysts’ and investors’ expectations in certain future periods. This could materially and adversely affect the trading price of the Company’s common stock.

The Company may face increasing competitive pricing pressures on sales to its customers.

The Company’s business strategy may not mitigate the effect of pricing pressures, which could adversely impact the Company’s net sales, gross margins, and results of operations. As a result of the current economic environment, the Company has experienced increased pressure on the price of its products and services, which may continue into future periods.

Additionally, sales to large accounts and provider groups, especially in the extended care market, represent a significant portion of the Company’s revenue base. Competitive pricing pressures may increase due to:

• change in ownership;

• additional negotiating leverage of large customers;

• supplier agreements containing volume discounts;

• service specifications;

• financial health of customers;

• activity of competitors; and

• activity of GPOs.

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The viability of the Company’s customers may be threatened by various factors.

The Company has been negatively impacted in the past, and could be negatively impacted in the future, when customers experience disruptions resulting from tighter capital and credit markets, changes in reimbursement, or a loss of patient revenue due to changes in the general economy. Customers have, and may continue to modify, delay, or cancel plans to purchase the Company’s products or services. Additionally, if customers’ operating and financial performance deteriorate, or if they are unable to make scheduled payments or obtain credit, customers may not be able to pay, or may delay payment of, accounts receivable owed to the Company. Any inability of customers to pay for products and services may adversely affect the Company’s results of operations and cash flow.

The Company’s customers are also impacted by increasing costs of malpractice claims and liability insurance. As a result, customer financial viability may adversely impact the Company’s financial condition, net sales, results of operations, and cash flows from operations.

The Company’s future operating results are affected by its relationships with its customers, sales representatives, and senior management team.

The Company’s ability to retain existing customers and attract new customers is dependent upon hiring and retaining sales representatives. Customer relationships are at risk if a sales representative ceases employment with the Company, particularly where the representative seeks employment with a competitor. The Company uses employment agreements containing restrictive covenants, which protect the Company’s legitimate business interests. However, these agreements have not been obtained for all sales representatives. In addition, the terms of these agreements, in certain jurisdictions, may not be fully enforceable. The inability to adequately hire or retain sales representatives could limit the Company’s ability to expand its business and increase sales.

The Company’s success in executing its strategic objectives depends largely on the efforts and abilities of senior management, particularly the executive management team, as well as operations and sales leaders at each distribution center, as local leaders have significant decision-making authority. Although the Company maintains key man life insurance for certain officers, the loss of services of one or more of its members of senior management, the inability of the current management team to successfully execute the Company’s strategies, or the inability of the Company to attract and retain key personnel through appropriately aligned compensation and benefit plans may adversely affect the Company’s business.

The Company relies extensively on its relationships, significant distribution agreements, and other purchasing arrangements with suppliers.

The Company has distribution agreements and other purchasing arrangements with a substantial majority of its suppliers. The Company relies on these suppliers to manufacture and/or supply products for and to the Company for resale to the Company’s customers. If any distribution agreement or other purchasing arrangement between the Company and a supplier expires or is terminated, if the Company fails to meet the minimum requirements under the agreement, or if the Company and any supplier otherwise cease conducting business with each other, then the Company’s net sales and results of operations may be materially adversely affected.

Since the Company does not manufacture many of the products it sells, it is dependent on vendors and manufacturers for the supply of products. The Company relies on suppliers to provide, among other things:

• field sales representatives’ technical and selling support;

• acceptable purchasing, pricing, and delivery terms;

• sales performance and other financial incentives;

• rebates for inventory purchases or sales volume;

• support of sales and marketing programs;

• promotional materials;

• product availability; and

• product indemnification on certain products.

There can be no assurance that the Company will be successful in maintaining good relations with its suppliers. The Company’s global sourcing strategy may threaten relations with certain suppliers and risk the loss of key branded products. Additionally, there can be no assurance that the Company will meet forecasted inventory purchases, sales volume, or other criteria required to obtain the benefits outlined in supplier agreements.

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Cost increases for the Company’s products may impact the Company’s results of operations.

The Company’s suppliers, both domestic and foreign, may increase costs for products distributed by the Company. While the Company takes steps to mitigate the effect of these cost increases, there can be no assurance that these cost increases will not materially adversely impact the Company’s net sales, gross margins, financial conditions, and results of operations.

Expansion of GPO or hospital purchasing power and the multi-tiered costing structure may place the Company at a competitive disadvantage.

The medical products industry is subject to a multi-tiered costing structure, which can vary by manufacturer and/or product. Under this structure, certain competitors can obtain more favorable prices for medical products than the Company. The multi-tiered costing structure continues to expand as many large health systems and others with significant purchasing power, such as GPOs, demand more favorable pricing terms. This may threaten the Company’s ability to compete effectively, which would in turn negatively impact the Company’s results of operations. Although the Company seeks to obtain similar terms from manufacturers and obtain access to lower prices demanded by GPO contracts or other contracts, management cannot assure such terms will be obtained or contracts will be executed.

The operating costs of the Company’s delivery fleet could increase due to fuel price fluctuations and/or service interruptions by third parties.

The Company delivers its products to customers through either its Company-leased delivery fleet or third party transportation providers. Significant fluctuations in the cost of fuel have had and may continue to have an adverse impact on the Company’s cost to deliver product to customers. In addition, the Company’s operations may be impacted by events and conditions outside of its control, including strikes or other service interruptions by third party transportation providers which may increase the Company’s operating expenses and adversely affect the Company’s ability to deliver products on a timely basis.

The Company’s strategy for growth may not result in additional net sales or operating income and may have an adverse effect on working capital, operating cash flow, and results of operations.

The Company seeks to increase revenues and operating income by:

• developing innovative marketing and distribution programs;

• expanding the sales force and increasing sales force productivity;

• completing strategic acquisitions;

• expanding e-commerce initiatives and development;

• maintaining and expanding vendor incentive programs;

• expanding product offerings;

• expanding sales support services;

• increasing healthcare information technology offerings; and

• leveraging its infrastructure and information systems to improve sourcing, supply chain and distribution efficiency.

These business strategies for growth may result in increased costs and expenses. There can be no assurance that the Company’s business strategy for growth will result in additional net sales or operating income. In addition, the implementation of the Company’s business strategy for growth may have an adverse effect on working capital, operating cash flow, and results of operations.

Execution of Company’s acquisition strategy could adversely affect the Company’s results of operations and financial condition.

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An element of the Company’s strategy is to identify, pursue, and consummate acquisitions that either expand or complement the Company’s business. Future acquisitions or investments may be financed by the issuance of equity securities that would increase the number of outstanding common shares and may decrease earnings per share, and through incurring additional debt. Additionally, changes in generally accepted accounting principles and general economic and market conditions may affect the profitability of acquisitions.

The Company has made numerous acquisitions over the past two fiscal years. The integration of acquisitions involves a number of risks. The Company may be unable to successfully integrate the operations of acquired companies and realize anticipated economic, operational, and other benefits in a timely manner. Integration of an acquired company may be difficult when the acquired business is in a market in which the Company has limited expertise. If the operations of acquired companies are not successfully integrated, the Company may:

• incur substantial unanticipated costs and delays;

• experience operational, technical, or financial controls problems; and

• damage relationships with key customers and employees.

As a result of these operational, financing, and environmental factors, the Company’s business, financial condition, results of operations, and market price of the Company’s common stock may be adversely affected.

The Company’s ability to execute its global sourcing strategy, which includes sourcing products from foreign markets subject to political, economic and legal uncertainties, may affect the Company’s overall profitability.

The Company continues to expand its globally sourced product offerings, which are marketed under various brand names (collectively known as “store brand” or “store brands”). The Company’s global sourcing strategy revolves around sustaining sourcing channels to drive enhanced customer satisfaction and profitability. To attain its strategic objectives, the Company has focused on:

• expanding the store brand product offering;

• strengthening the global sourcing infrastructure;

• improving product sourcing processes and sourcing partner coordination;

• ensuring the quality of store brand products;

• supporting increases in volume of globally sourced products;

• effectively marketing store brand products; and

• providing appropriate incentives to its sales force in the form of commission and promotions.

The Company’s global sourcing strategy involves purchasing certain products directly from foreign manufacturers. The Company’s business, financial condition, and results of operations may be adversely affected by changes in the political, social, or economic environment of certain foreign countries. Changes in laws and regulations, or their interpretation, the imposition of surcharges or any material increase in tax rates, restrictions on currency conversion, imports and sources of supply, or the nationalization or other expropriation of private enterprises could have a material adverse effect on the Company’s ability to conduct business and its results of operations. Additional risks related to the Company’s global sourcing strategy include:

• political unrest in certain regions;

• intermittent supply interruptions with global manufacturers;

• unfavorable changes in foreign currency exchange rates;

• shipping disruptions due to transportation delays;

• fluctuations in the cost of commodities;

• fluctuations in labor costs;

• potential quality issues;

• shortages in facility capacity;

• availability of raw materials;

• increasing regulation of imports;

• natural disasters in certain regions;

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• regional tensions that adversely affect the development of ongoing agreements;

• intellectual property violation claims; and

• violations of the United States Foreign Corrupt Practices Act (“FCPA”).

The Company’s failure or inability to execute any of its strategic global sourcing initiatives could adversely impact its future profitability.

The Company may not be able to effectively respond to changes in its systems and product-related technology.

The use of technology and e-commerce by the Company and its customers is expanding. E-commerce is an efficient system for customer ordering and inventory management functions and the use of technology applications is becoming more prevalent in the Company’s customers’ businesses. The Company provides multiple e-commerce and other technology options in order to meet the demands of its customers. Advancements in technology and e-commerce will require the Company to enhance existing services and introduce new services to meet customer demands. If the Company does not address the changing demands of customers on a timely basis, the Company could experience adverse results.

The Company’s business is dependent on data processing systems critical to the business operations.

The Company is reliant on its information systems for centralized customer support, operating, and administrative processes. Management relies on the capability, accuracy, timeliness, and stability of its data processing systems to:

• receive and ship customer orders, including those received electronically;

• manage customer billings and collections;

• provide accurate point-of-sale product cost information;

• track and report third-party ancillary billing services;

• provide product reporting, such as product purchases and sales by vendor and vendor incentives earned;

• manage inventory procurement and processes;

• track and report regulatory compliance related to certain pharmaceutical products and devices;

• manage human resources information;

• provide manufacturer rebate tracking, compliance, verification, and collection;

• ensure payments to suppliers are made in accordance with negotiated terms;

• ensure certain critical internal controls are operating properly;

• prepare and present accurate financial statements and related information; and

• integrate acquisitions.

The Company’s business, financial condition, and results of operations may be materially adversely affected if, among other things:

• data errors are created by the information systems and remain undetected;

• data processing capabilities are interrupted or fail to operate for an extended period of time;

• the data processing system becomes unable to support the growth of the business;

• data is lost or is unable to be restored;

• data security is breached inadvertently or through malicious intent causing destruction or theft of the Company’s information;

• problems occur with system upgrades and implementations, or such upgrades and implementations are not timely;

• product maintenance and upgrades to the ERP system are no longer provided by suppliers; or

• a revision is made to the estimated useful lives for certain computer software.

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The Company’s future results of operations could be adversely affected by operational disruptions due to natural disasters, particularly in regions susceptible to hurricanes.

A natural disaster such as a hurricane, tornado, earthquake, or flood could cause severe damage and disruption to the Company’s operations, property, inventory, and the operations of its customers.

The Company has developed disaster recovery plans, which include the use of third party back-up facilities for information system infrastructure. In addition, the Company maintains business interruption insurance for instances of catastrophic loss. There is a risk the Company may fail to execute its disaster recovery plans and incur losses that exceed insurance policy limits or are excluded from policy provisions. Furthermore, the Company may have difficulty obtaining business interruption insurance in the future or similar types of coverage may not be available in the markets in which it operates. The Company’s failure to execute or inability to execute any of its disaster recovery plans and obtain adequate insurance coverage could materially adversely impact the Company’s business and results of operations.

The terms of the Company’s indebtedness may impose restrictions on the ability to engage in certain business activities, limit its ability to obtain additional financing, and limit its flexibility to react to industry or economic conditions.

Revolving Line of Credit

The Company maintains an asset-based revolving line of credit (the “RLOC”), which permits maximum borrowings of up to $300.0 million and may be increased to $400.0 million at the Company’s discretion. Availability depends on a borrowing base calculation consisting of accounts receivable and inventory, subject to satisfaction of certain eligibility requirements, and certain other reserves. Any deterioration in the amount or valuation of these assets, including the execution of the Company’s restructuring plan, could reduce the availability of borrowings under the RLOC. Increases in the level of the Company’s indebtedness or changes in the Company’s debt rating could adversely affect the Company’s liquidity and reduce the Company’s ability to:

• sell or transfer assets;

• make certain permitted investments; and

• incur additional indebtedness and liens.

Operating cash requirements are normally funded by cash flows from operating activities and borrowings under the RLOC, which expires in 2016. The Company expects that sources of capital to fund future growth in the business will be provided by a combination of cash flows from operating activities, borrowings under the RLOC, cash proceeds from the sale the businesses outlined in the Company’s restructuring plan, proceeds from the Company’s debt offerings, capital markets, and/or other financing arrangements. However, changes in capital markets or adverse changes to the Company’s operations may disrupt the Company’s ability to maintain adequate levels of liquidity, including its ability to renew its RLOC in 2016 on terms acceptable to the Company.

If the Company is unable to generate sufficient cash flow from operating activities, the Company may be forced to adopt strategies that may include the following:

• sell assets;

• restructure or refinance existing indebtedness;

• seek additional equity capital; and

• reduce or delay acquisitions and capital expenditures.

2012 Notes

On February 24, 2012, the Company issued $250.0 million aggregate principal of 6.375% senior notes, which mature on March 1, 2022 (the “2012 Notes”). The operating and financial restrictions and covenants governing the RLOC and the indenture that governs the 2012 Notes may adversely affect the Company’s ability to finance future operations or capital needs or to engage in other business activities. Under the 2012 Notes, the Company is required

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to comply with certain operating and financial covenants, and, in certain circumstances, to satisfy and maintain specified financial ratios and tests. In addition, the indenture governing the 2012 Notes contains financial and other covenants that limit the Company’s ability to engage in certain activities, some of which may be in the Company’s long-term best interests, including the ability to:

• borrow money or sell preferred stock;

• create liens;

• pay dividends on or redeem or repurchase stock;

• make certain types of investments, including acquisitions;

• enter into agreements restricting the Company’s subsidiaries’ ability to pay dividends or make other payments to the Company;

• enter into transactions with affiliates;

• issue guarantees of debt; and

• sell assets or merge with other companies.

The Company’s failure to comply with any of the restrictions or covenants in the indenture governing the 2012 Notes could result in an event of default, which, if not cured or waived, would result in the acceleration of all of the indebtedness under the Company’s debt agreements, including the indenture governing the 2012 Notes.

2008 Notes

The Company’s common stock experiences price and volume fluctuations. Trading prices of the Company’s common stock may be influenced by operating results, projections, and economic, financial, regulatory, and other factors. In addition, general market conditions, including the level of, and fluctuations in, the trading prices of stocks generally, could affect the price of the Company’s common stock.

In August 2008, the Company issued $230.0 million aggregate principal of 3.125% senior convertible notes (“2008 Notes”), which mature on August 1, 2014. The market price of the 2008 Notes is expected to be significantly affected by the market price of the Company’s common stock as well as the general level of interest rates and the Company’s credit quality. This may result in a significantly greater volatility in the trading value of the 2008 Notes than would be expected for nonconvertible debt securities the Company may issue.

The price of the Company’s common stock may also be affected by possible sales of the Company’s common stock by investors who view the 2008 Notes as a more attractive means of equity participation in the Company and by hedging or arbitrage activity involving the Company’s common stock as a result of the issuance of the 2008 Notes. The hedging or arbitrage activity, in turn, could affect the trading prices of the 2008 Notes and common stock.

The Company faces potential litigation and liability exposure for product liability and other claims against the Company.

The Company is a distributor of medical products, equipment, and pharmaceutical products. As a result, there is a risk that injury or other liability arising from the use or transportation of the products may occur and result in litigation against the Company. Accordingly, the Company maintains various insurance policies, including product liability insurance, to cover such exposure at amounts that management considers adequate. However, there can be no assurance the coverage maintained by the Company under various insurance policies is sufficient to cover future claims or will be available in adequate amounts at a reasonable cost. In many cases, the manufacturer of the product for any product liability claims may indemnify the Company; however, these agreements may not apply to products sourced through alternate channels. Additionally, there can be no assurance that indemnification agreements provided by manufacturers will adequately protect the Company, particularly the enforceability of indemnification provisions provided by overseas suppliers for globally-sourced products. These risks increase as more of the Company’s sales relate to globally sourced products and products purchased through alternate channels. A successful claim brought against the Company in excess of available insurance or indemnification agreements, or any claim that results in significant adverse publicity against the Company, could harm the Company’s business, reputation, and results of operations.

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In addition to product liability claims, the Company is subject to various legal and administrative proceedings and claims arising in the normal course of business, which are described in Footnote 19, Commitments and Contingencies, of the consolidated financial statements included elsewhere in this Annual Report on Form 10-K. The outcomes of such proceedings or claims that are unasserted, pending, or known to be threatened could have a material adverse effect on the Company’s consolidated financial position, liquidity, or results of operations.

The Company faces risk that its proprietary rights may infringe on the rights of third parties and that the protection offered by its proprietary rights may not be adequate.

The Company relies on a combination of patent, copyright and trademark laws, nondisclosure and other contractual provisions to protect a number of its products, services, and intangible assets. These proprietary rights are important to the Company’s ongoing operations. There can be no assurance these protections will provide meaningful protection against competitive products or services or otherwise be commercially viable or the Company will be successful in obtaining additional intellectual property or enforcing its intellectual property rights against unauthorized users.

From time-to-time, outside parties may assert infringement claims against the Company. If the Company was found to be infringing on other’s rights, the Company may be required to pay substantial damage awards, obtain a license, or cease selling the products that contain the infringing property. Such actions may be significant and result in material losses to the Company.

Failure to comply with existing and future regulatory and legal requirements could adversely affect the Company’s results of operations and financial condition.

General

The healthcare industry is highly regulated and the Company is subject to various federal, state, local, and foreign laws and regulations, which include the DEA, the FDA, various state boards of pharmacy, state health departments, the United States Department of Health and Human Services (“HHS”), the Occupational Safety and Health Administration (“OSHA”), the CMS, various State Attorneys General, State Medicaid fraud units, and other comparable agencies. Certain of the Company’s distribution service centers may be required to register for permits and/or licenses with, and comply with operating and security standards of the DEA, the FDA, HHS, and various state boards of pharmacy, state health departments, and/or comparable state agencies as well as certain accrediting bodies depending upon the type of operations and location of product distribution, manufacturing, and sale. Enforcement activity with regards to these laws and regulations has increased recently and the Company expects it to continue to increase. In addition, the Company’s vehicle fleet is subject to extensive regulation by the Department of Transportation. Although the Company believes it is in compliance, in all material respects, with applicable laws and regulations, any non-compliance could have a material adverse effect on the Company.

The noncompliance by the Company with applicable laws and regulations or the failure to maintain, renew, or obtain necessary permits and licenses could have an adverse effect on the Company’s results of operations and financial condition. In addition, if changes were to occur to the laws and regulations applicable to the Company’s businesses, such changes could adversely affect many of the Company’s regulated operations or could otherwise restrict the Company’s existing operations, limit the expansion of the Company’s businesses, apply regulations to previously unregulated businesses, or otherwise affect the Company adversely. The costs associated with complying with federal and state regulations may be significant and failure to comply with any such laws and regulations could have a material adverse effect on the Company, including criminal and civil penalties, administrative sanctions, quarantine and destruction of inventory, fines, and other adverse actions.

The manufacture, distribution, and marketing of certain of the Company’s products are subject to extensive ongoing regulation by the FDA. Failure to comply with the requirements of the FDA could result in warning letters, product recalls or seizures, monetary sanctions, injunctions to halt manufacture and distribution of products, civil or criminal sanctions, refusal of the government to grant approvals, restrictions on operations, or withdrawal of existing approvals. Any of these actions could cause a loss of customer confidence in the Company and its products which could adversely affect the Company’s sales. In addition, third parties may file claims against the Company in connection with these issues.

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Laws relating to physician dispensing

Certain physician medication dispensing solutions could be adversely affected by legislation that would provide restrictions and /or limitations that could affect profitability. In addition, the Company expects that an increase in enforcement activity of the laws and regulations surrounding this type of business activity will continue and could potentially inhibit or eliminate this business, impairing the Company’s goodwill balance.

Laws relating to healthcare fraud

The Company is subject to extensive and frequently changing federal and state laws and regulations relating to healthcare fraud. The federal government continues to increase enforcement of practices involving healthcare fraud. The Company’s relationships with manufacturers and healthcare providers subject the business to laws and regulations on fraud and abuse which, among other things, (i) prohibit persons from soliciting, offering, receiving, or paying any remuneration in order to induce the referral of a patient for treatment or to induce the ordering, purchasing, leasing, or arranging for or recommending ordering, purchasing or leasing of items or services that are in any way paid for by government-sponsored healthcare programs, and (ii) impose a number of restrictions upon referring physicians and providers of designated health services under government healthcare programs. While the Company believes that it is substantially compliant with all applicable laws, many of the applicable regulations are vague or indefinite and have not been interpreted by regulators or the courts. They may be interpreted or applied in a manner that could require changes in operations. In addition, the Federal False Claims Act creates a financial incentive for private individuals to bring suit on behalf of the government to recover funds paid pursuant to a false claim, which may include failure to comply with technical requirements for claim submission, coding, and billing. If the Company fails to comply with applicable laws and regulations, it could suffer civil and criminal penalties, including substantial fines or penalties, and other sanctions, including exclusion from participation in any federal healthcare program.

Laws affecting the Company’s foreign operations

The Company is subject to the FCPA, which generally prohibits United States companies from engaging in bribery or prohibited payments to foreign officials for the purpose of obtaining or retaining business. FCPA enforcement has increased significantly in recent years. The Company has implemented safeguards to prevent and discourage violations of the FCPA. There is no assurance, however, that these safeguards will be effective. If employees or other agents are found to have violated the FCPA, the Company could suffer severe penalties and other consequences that may have a material adverse effect on the Company’s business, financial condition, and results of operations.

Tax legislation initiatives and audits by tax authorities could adversely affect the Company’s net earnings and tax liabilities

The Company is subject to the tax laws and regulations of the United States federal, state, and local governments and certain foreign governments. Various legislative initiatives may be proposed, including those to alter the taxation of the Company’s earnings from foreign operations, which could adversely affect the Company’s tax positions. There can be no assurance that the Company’s effective tax rate will not be adversely affected by these initiatives. In addition, United States federal, state, and local tax laws and regulations are extremely complex and subject to varying interpretations. Although the Company believes that its historical tax positions are sound and consistent with applicable laws, regulations, and existing precedent, there can be no assurance that the Company’s tax positions will not be challenged by relevant tax authorities or that the Company would be successful in any such challenge.

From time to time the Company is audited by United States federal, state, local and foreign tax authorities. If these audits result in assessments different from recorded reserves, the Company’s future results may include unfavorable adjustments to tax liabilities.

See Item 1 “Business – Regulatory Matters” for additional information.

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ITEM 1B. UNRESOLVED STAFF COMMENTS

The Company has received no written comments regarding its periodic or current reports from the staff of the Securities and Exchange Commission that were issued 180 days or more preceding the end of fiscal year 2012 and that remain unresolved.

ITEM 2. PROPERTIES

The Company leases warehouse and office space for its full-service distribution centers, break-freight locations, redistribution facilities, and other operations-related facilities in various locations across the United States. In the normal course of business, management regularly assesses its business needs and makes changes to the capacity and location of these leased facilities. As of March 30, 2012, the Company believes its distribution infrastructure is adequate to carry on its business as currently conducted and that, if necessary, it could find additional and/or replacement facilities to lease without suffering a material adverse effect on its business.

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The following tables identify the full-service distribution centers, break-freight locations, redistribution facilities, and other operations-related facilities for each operating segment:

Physician Business
	Full-Service Distribution Center Locations
	Aiea, HI	Fullerton, CA	Madison, TN	Santa Ana, CA
	Birmingham, AL	Gainesville, GA	Memphis, TN	Schertz, TX *
	Auburn, WA *	Grand Prairie, TX	New Hyde Park, NY	St. Rose, LA
	Charlotte, NC *	Houston, TX *	Olathe, KS *	Wareham, MA
	Colonial Heights, VA	Kennesaw, GA	Orlando, FL	West Columbia, SC
	Denver, CO	Kennesaw, GA	Phoenix, AZ	West Sacramento, CA
	Elgin, IL	Leetsdale, PA	Rochester, NY
	Flowood, MS	Louisville, KY	Rogers, MN
	Fairfield, NJ *	Lubbock, TX	Salt Lake City, UT
	Break-Freight Locations
	Albany, NY	Fresno, CA	Mesquite, TX *	Southfield, MI
	Baton Rouge, LA	Gahanna, OH *	Middletown, PA *	St. Charles, MO
	Big Bend, WI	Gresham, OR	Morrisville, NC *	St. Petersburg, FL
	Bloomfield, CT	Jacksonville, FL *	Nashville, TN	Tallahassee, FL
	Chatsworth, CA	Knoxville, TN	Newark, CA	Trussville, AL
	Chattanooga, TN	Lafayette, LA	Omaha, NE *	Tulsa, OK
	Chesapeake, VA	Lanham, MD	Pompano Beach, FL	Tyler, TX
	Cincinnati, OH *	Las Vegas, NV	Ridgeland, MS *	Warminster, PA *
	Columbia, SC	Macedonia, OH	Roanoke, VA	West Babylon, NY
	Fredericksburg, VA	Maumelle, AR *	San Diego, CA
	Redistribution Facilities
	Fullerton, CA *	Jacksonville, FL *
	Other
	Boise, ID	Channahon, IL
Extended Care Business
	Full-Service Distribution Center Locations
	Auburn, WA *	Gahanna, OH *	Omaha, NE *	Spokane, WA
	Augusta, GA	Londonderry, NH	Ontario, CA	Vancouver, WA
	Austell, GA	Mesquite, TX *	Orlando, FL	Windsor, WI
	Evanston, IL	Middletown, PA *	Ridgeland, MS *
	Fort Lauderdale, FL	Morrisville, NC *	Sacramento, CA
	Break-Freight Locations
	Charlotte, NC *	Fairfield, NJ *	Maumelle, AR *	Warminster, PA *
	Cincinnati, OH *	Houston, TX *	Olathe, KS *
	Eau Claire, WI	Indianapolis, IN	Schertz, TX *
	Redistribution Facilities
	Fullerton, CA *	Jacksonville, FL *
	Other
	Birmingham, AL	Redmond, WA

* Facilities shared by Physician Business and Extended Care Business.

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The Company’s Shared Services locations consist of approximately 150,000 square feet of leased office space located at 4345 Southpoint Boulevard and 4190 Belfort Road, Jacksonville, Florida 32216.

The Company also retains additional space for the purpose of providing support services to segment locations described in the previous table. These offices are located in the following cities: Charlotte, NC; Franklin, TN; Jacksonville, FL; Lake Forest, IL; Shanghai, China; and Woodstock, GA.

In the aggregate, the Company’s locations consist of approximately 2.9 million square feet of leased space. The lease agreements have expiration dates ranging from May 2012 to June 2021 and facilities ranging in size from approximately 1,000 square feet to 169,000 square feet.

ITEM 3. LEGAL PROCEEDINGS

From time to time the Company is a party to various legal and administrative proceedings and claims arising in the normal course of business. While any litigation contains an element of uncertainty, the Company believes that the outcome of such other proceedings or claims which are pending or known to be threatened will not have a material adverse effect on the Company’s consolidated financial position, liquidity, or results of operations.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

PART II

ITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Market Information

Shares of the Company’s common stock are quoted on Nasdaq Stock Market, Inc.’s Global Select Market (“NASDAQ GS”) under the ticker symbol “PSSI.” The following table presents, for the periods indicated, the range of high and low sale prices per share of the Company’s common stock as reported on NASDAQ GS:

Quarter Ended	High		Low
Fiscal year ended March 30, 2012:
July 1, 2011	$	29.47	$	26.55
September 30, 2011	$	28.87	$	19.14
December 30, 2011	$	25.05	$	18.51
March 30, 2012	$	25.99	$	22.67
Fiscal year ended April 1, 2011:
July 2, 2010	$	24.45	$	20.51
October 1, 2010	$	21.79	$	18.15
December 31, 2010	$	24.11	$	20.50
April 1, 2011	$	27.36	$	22.47

Cash Dividends

Since inception, the Company has neither declared nor paid cash dividends, and intends to continue to retain earnings for the growth and development of the Company’s business; therefore, does not anticipate the declaration of a cash dividend in the immediate future. The Company’s revolving line of credit agreement contains certain covenants that limit the amount of cash dividends that may be declared by the Company.

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Holders of Common Stock

As of May 18, 2012, there were approximately 1,372 holders of record of the Company’s common stock.

Performance Graph

The graph below compares the cumulative total stockholder return on $100 invested, assuming reinvestment of dividends, if any, on March 30, 2007, the last trading day before the beginning of the Company’s fiscal year 2008 through the end of fiscal year 2012, with the cumulative return on $100 invested for the same period in the Nasdaq Stock Market (U.S. Companies) Composite Index.

The graph also compares the cumulative stockholder return to an index of companies management believes comprise the Company’s peer group, which includes the following: Amerisourcebergen Corporation, Baxter International, Inc., Cardinal Health, Inc., McKesson Corporation, Owens & Minor, Inc., Patterson Companies, Inc., and Henry Schein, Inc.

COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN*

Among PSS World Medical, Inc., The NASDAQ Composite Index

And A Peer Group

FISCAL YEAR ENDED MARCH 30, 2012
	March 30,		March 28,		March 27,		April 2,		April 1,		March 30,
	2007		2008		2009		2010		2011		2012
PSS World Medical, Inc.		100.00		78.81		67.88		111.21		128.25		119.87
NASDAQ Composite		100.00		94.11		63.12		99.02		114.84		127.66
Peer Group		100.00		94.12		71.30		100.38		108.70		117.20

* Information presented above assumes $100 invested on March 30, 2007 and that dividends were reinvested.

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Issuer Purchases of Equity Securities

From time to time, the Company’s Board of Directors authorizes the purchase of its outstanding common shares. The Company is authorized to repurchase a determined amount of its total common stock. Repurchases can be made in the open market, privately negotiated transactions, and other transactions publicly disclosed through filings with the SEC. The Company’s stock repurchase programs do not have an expiration date.

The following table summarizes the common stock repurchases and Board of Directors authorizations during the period from April 1, 2011 to March 30, 2012.

(in thousands)	Shares
Shares available for repurchase as of April 1, 2011		3,352
Additional shares authorized for repurchase		2,680
Shares repurchased		(5,595	)
Shares available for repurchase as of March 30, 2012		437

During fiscal year 2012, the Company repurchased approximately 5.6 million shares of common stock under these programs at an average price of $25.10 per common share for approximately $140.4 million.

The following table summarizes the Company’s repurchase activity during the three months ended March 30, 2012.

Period	Total Number of Shares Purchased		Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs		Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs
January 2—January 30		444	$	24.20		444		1,456,296
January 31—February 29		329,406		24.55		329,406		1,126,890
March 1—March 30		689,696		24.04		689,696		437,194
Total fourth quarter		1,019,546	$	24.21		1,019,546		436,750

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ITEM 6. SELECTED FINANCIAL DATA

The selected financial data for fiscal years 2008 through 2012 have been derived from the Company’s consolidated financial statements, which give retroactive effect to the restatement related to adoption of the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) 470-20, Debt –Debt with Conversion and Other Options. The selected financial data below should be read in conjunction with the Company’s financial statements and the notes thereto and Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations.

	Fiscal Year Ended
	2012		2011		2010		2009		2008
		(Dollars in thousands, except per share data)
Statement of Operations Data:
Net sales	$	2,102,002	$	2,034,789	$	2,055,171	$	1,952,691	$	1,855,791
Net income attributable to PSS World Medical, Inc.	$	74,319	$	74,485	$	69,363	$	51,486	$	53,133
Earnings per share:
Basic	$	1.43	$	1.35	$	1.20	$	0.86	$	0.82
Diluted	$	1.38	$	1.32	$	1.18	$	0.85	$	0.80
Weighted average shares outstanding:
Basic		51,998		54,996		58,029		59,937		64,703
Diluted		53,989		56,546		58,943		60,696		66,184
Ratio of earnings to fixed charges (a)		5.1		5.7		4.2		3.3		4.5
Balance Sheet Data:
Working capital (b)	$	485,365	$	345,402	$	355,606	$	323,545	$	97,454
Total assets	$	1,155,970	$	951,672	$	872,066	$	858,624	$	813,236
Long-term liabilities (b)	$	564,832	$	305,942	$	277,994	$	241,684	$	65,198

(a) For the purpose of calculating the ratio of earnings to fixed charges, earnings consist of income from operations before provision for income taxes, plus fixed charges, less capitalized interest. Fixed charges consist of interest, whether expensed or capitalized, amortization of debt issuance costs, and the portion of rental expense estimated by management to be attributable to interest.

(b) Fiscal year 2008 working capital and long-term liabilities reflect a reclassification of $150 million of 2.25% senior convertible notes from long-term to current liabilities made during fiscal year 2009.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

THE COMPANY

PSS World Medical, Inc. (the “Company” or “PSSI”), a Florida corporation, began operations in 1983. The Company is a national distributor of medical products and supplies, diagnostic equipment, healthcare information technology and pharmaceutical products, and provides professional and consulting services to the physician, long-term care, assisted living, home health care, and hospice markets. The Company has full service distribution centers strategically located to efficiently serve all 50 states throughout the United States.

The Company’s business decisions and strategies are guided by its Purpose and Mission. The Company’s stated Purpose is to strengthen the clinical success and financial health of caregivers by solving their biggest problems. The Company’s Mission is to improve caregivers’ financial performance by 20%.

The Company currently conducts business through two operating segments, the Physician Business and the Extended Care Business, which serve a diverse customer base through full-service distribution centers, in all 50 states throughout the U.S. During the year ended March 30, 2012, the Company rebranded its Elder Care Business to the “Extended Care Business” to more appropriately align with its customer base. A third reporting segment, Shared Services, consists of departments that support the operating segments through the delivery of standardized service. For information on comparative segment revenue, segment profit and related financial information, refer to Footnote 18, Segment Information, of the consolidated financial statements.

PSSI is a market leader in the two alternate-site customer segments it serves as a result of a high-touch, differentiated business model; value-added, solutions-based marketing programs; a consultative sales force with extensive product, disease state, reimbursement, and supply chain knowledge; a successfully expanded product and service offering including unique arrangements with manufacturers and a full line of the Company’s store brands; innovative information systems and customer-facing technologies that serve its core markets; and a culture of performance.

During the first quarter of fiscal year 2013, the Company’s Board of Directors approved a strategic restructuring plan designed to transform the Company by focusing on four lines of business – Physician, Laboratory, In-Office Dispensing, and Home Care and Hospice. The restructuring plan will include the sale of two business units serving skilled nursing facilities within the Extended Care Business and specialty dental practices within the Physician Business. Additionally, the plan includes the integration of warehouse operations into one common distribution infrastructure, as well as a redesign of the shared services function. These efforts are expected to reduce operating costs as a percentage of net sales, while streamlining decision making and improving service. The Company expects to complete the restructuring plan within the next several fiscal years. Except as otherwise noted, the information contained in this Form 10-K reflects Company information as of March 30, 2012, before the announcement and commencement of the strategic restructuring plan.

THE COMPANY’S STRATEGY

The Company’s objective is to be the leading distributor and marketer of medical products and services to select customer segments in the U.S., with a goal to grow revenues at twice the market growth rate in the markets it serves. The key components of the Company’s strategy to achieve its Purpose and Mission include:

Reach and Strengthen: Grow sales through differentiated marketing programs, innovative products and services and new customer acquisitions. The Company believes its sales professionals, which consists of approximately 1,020 employees, and their customer relationships and knowledge are strategic competitive advantages. The Company has developed tailored sales force training focused on developing and building unique relationships with customers and providing solutions though innovative marketing programs, exclusive products, and new product and technology offerings that strengthen its customers’ clinical outcomes and financial health. The Company plans to continue to make fold-in acquisitions and grow its sales force through its sales representative expansion initiative.

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Our Health: Optimize the Company’s product offering and profitability. The Company has developed and implemented programs to increase its profitability at the product and customer level. The Company continues to develop its domestic and global product sourcing capabilities to optimize its product offering by integrating sourcing and branding initiatives with customer, product and Company strategies to increase profitability. The Company intends to broaden its reach and breadth of products by (i) expanding its store brand product offerings, which generally have higher margins, (ii) increasing product quality and category management, and (iii) leveraging its sourcing capabilities, both foreign and domestic.

LEAN: Simplify and improve business activities to provide only what our customers value. The Company is making significant investments in its distribution infrastructure, information systems, process reengineering, and training to simplify its distribution and administrative infrastructure, develop easy to use scalable processes and systems that enable growth, reduce costs to serve, and achieve the Company’s commitment to providing superior customer service. LEAN process improvement initiatives focus on process redesign, investments in automation and organizational commitments to customer service in the most efficient manner. During fiscal year 2012, the Company continued to leverage its existing infrastructure investments and process improvements resulting in operating efficiencies, improved customer service levels and operating margins.

Identify, develop and retain leaders capable of managing a growing corporation. The Company is committed to the effective recruitment, hiring and promotion of employees with outstanding performance, culture and leadership abilities. The Company provides leadership development opportunities, individual leadership assessment and development plans, education and coaching programs to its employees. The Company’s goal is to develop a diverse group of individuals capable of leading a growing corporation.

Conduct business in a legal and ethical manner. The Company believes each employee is responsible for personal integrity and the consequences of actions, and is expected to follow the highest standards of ethics, honesty, fairness and compliance with the law. The Company provides health, safety, and regulatory education training programs and a safe and positive work environment for its employees.

Be the employer of choice within the industry. The Company believes its management, sales force and employees are its most valuable assets. The Company seeks to foster a culture of performance and execution by designing employee incentive programs aligned with the Company’s Purpose and Mission, business strategies and objectives. The Company strives to be the employer of choice in the markets it serves, in terms of benefits offered to employees, availability of health and wellness programs, professional competency, growth opportunities, and personal development training.

Strategic acquisitions. The Company expects to continue to make strategic acquisitions to reach new customers, complement or expand its product offerings, leverage existing infrastructure and increase its market share and profitability.

EXECUTIVE OVERVIEW

During fiscal year 2012, the Company continued to grow sales despite continued low economic growth and weak utilization trends. Consolidated net sales increased 3.3% during fiscal year 2012 when compared to the prior year.

Consolidated income from operations decreased approximately $0.2 million, or 0.3% during the fiscal year ended March 30, 2012, and operating margins as a percentage of sales declined. The results for fiscal year 2012 were largely impacted by operating costs associated with acquired companies and acquisition-related expenses, partially offset by management’s focus on improving selling margin and reducing operating costs as a percentage of net sales through its LEAN strategies, strategic acquisitions, and continued leverage of its distribution infrastructure. Additionally, net sales decreased during the year ended March 30, 2012 due to a historically light influenza season which resulted in an approximate $12.0 million to $16.0 million decline in net sales of influenza-related products.

Cash flows from operating activities during fiscal year 2012 was $128.3 million which, along with available cash balances, borrowings on its revolving line of credit, and proceeds from the issuance of its 6.375% senior notes, funded the Company’s stock repurchase program, investments in capital projects, and acquisitions during the fiscal year.

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The following significantly impacted the Company’s financial and operating results during fiscal years 2012, 2011, and 2010:

Acquisitions

During fiscal year 2012, the Company made a total of eight strategic acquisitions in both the Physician Business and Extended Care Business, with combined net sales of $16.6 million recorded in the Company’s Consolidated Statements of Operations as of March 30, 2012. Cash paid for acquisitions made during fiscal year 2012, 2011, and 2010 was $65.1 million, $65.9 million, and $14.8 million, respectively. Refer to Footnote 4, Purchase Business Combinations, for additional information.

Revolving Line of Credit

On November 16, 2011, the Company amended and restated the credit agreement related to its revolving line of credit (the “RLOC”) with the following features and key terms: (i) a five-year term, maturing on November 16, 2016; (ii) a facility size of $300.0 million, with increased borrowing capacity of $100.0 million via an accordion feature; and (iii) conditional covenants based on the Company’s borrowing availability and fixed charge coverage ratio requirements. See Footnote 12, Debt for additional information regarding the features and terms under the new RLOC.

Issuance of Senior Notes

On February 24, 2012, the Company issued $250.0 million aggregate principal 6.375% senior notes, which mature on March 1, 2022 (the “2012 Notes”). See Footnote 12, Debt for additional information regarding the features and terms of the 2012 Notes.

Global Sourcing Initiative

The Company’s global sourcing strategy involves purchasing products directly from contracted manufacturers and is a key initiative for the Company. Milestones reached during fiscal year 2012, 2011 and 2010 included (i) expanding the Company’s global sourcing resources in Asia and Europe, (ii) increasing the capacity of the redistribution infrastructure in the United States; (iii) expanding the store brand product offering, and (iv) designing and implementing a security assessment program for global manufacturers in compliance with the U.S. Customs Trade Partners Against Terrorism Act. As of March 30, 2012 and April 1, 2011, the Company had approximately $49.6 million and $46.0 million of globally-sourced product inventory, respectively. Management believes this initiative will continue to positively impact the Company’s results of operations in future years.

During fiscal year 2012, the Company completed a reorganization of its non-U.S. global sourcing subsidiaries. This reorganization increased the responsibilities and contributions of the non-U.S. subsidiaries, proportionally increasing their income and reducing the income of the U.S. subsidiaries. As the non-U.S. subsidiaries are generally subject to tax at rates lower than the U.S. subsidiaries, changes in the proportion of the Company’s taxable earnings originating outside the U.S. favorably impacts the effective tax rate. The Company expects this reorganization to continue to have a sustained positive impact on its effective tax rate; however, the Company cannot determine what impact, if any, the restructuring plan may have on the tax rate in future periods.

Change in Long-Term Incentive Compensation Estimate

During fiscal year 2012, the Company decreased its estimation of estimated achievement of performance targets related to long-term corporate incentive compensation plans based on actual and expected future financial performance. The change in estimate decreased Performance Share Units outstanding by approximately 98,000 shares. As a result of the change in performance estimate, stock based compensation expenses decreased $1.5 million.

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There were no material changes in estimates during fiscal year 2011.

During fiscal year 2010, management raised its estimation of expected achievement of performance targets related to long-term corporate incentive compensation plans. Due to the change in estimate, the Company recognized additional long-term incentive-based compensation expense of $11.4 million, offset by a decrease of $4.4 million in accruals for long-term incentive compensation related to the departure of the Company’s former Chairman and Chief Executive Officer.

See Footnote 15, Incentive and Stock-Based Compensation, for additional information.

Convertible Debt Transactions

During fiscal year 2009, the Company issued $230.0 million principal amount of 3.125% senior convertible notes (“2008 Notes”). As of March 30, 2012, April 1, 2011 and April 2, 2010, the Company was required to include shares underlying the 2008 Notes in its diluted weighted average shares outstanding, as the average stock price per share for the period exceeded $21.22 (the conversion price for the 2008 Notes). Prior to conversion, the purchased options from the convertible note hedge transaction are considered to be anti-dilutive. Refer to Footnote 12, Debt, for additional information.

H1N1 Influenza Pandemic

During fiscal year 2010, the Physician Business experienced increased sales of influenza test kits, surgical masks, medical gloves and hand sanitizers, and other product categories related to the H1N1 influenza pandemic. As a result, the Company recognized approximately $52.5 million in additional net sales during fiscal year 2010, which did not reoccur in fiscal year 2012 or 2011.

Investment in athenahealth, Inc.

During fiscal year 2010, the Company sold its investment in athenahealth, Inc. (“athena”), resulting in a gain of approximately $3.6 million ($2.3 million, net of tax). Refer to Footnote 7, Equity Investment, for additional information.

Subsequent Event—Restructuring Plan

During the first quarter of fiscal year 2013, the Company’s Board of Directors approved a strategic restructuring plan designed to transform the Company by focusing its efforts and investments on what it believes will be the fastest growing segments of non-acute, alternate site healthcare in the U.S. Specifically, the Company will focus on physician, laboratory, in-office dispensing, and the home care and hospice markets.

The restructuring plan will include the sale of two business units serving skilled nursing facilities and specialty dental practices, the integration of warehouse operations into one common distribution infrastructure, and a redesign of its shared services function. As such, current results of operations may not be indicative of future results.

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RESULTS OF OPERATIONS

FISCAL YEAR ENDED MARCH 30, 2012 VERSUS FISCAL YEAR ENDED APRIL 1, 2011

NET SALES

	For the Fiscal Year Ended
	March 30, 2012				April 1, 2011
(dollars in millions)	Amount		Average Daily Net Sales		Amount		Average Daily Net Sales		Percent Change
Physician Business	$	1,512.7	$	6.0	$	1,425.0	$	5.6		6.2	%
Extended Care Business		587.4		2.3		607.8		2.4		(3.4	)
Shared Services		1.9		—		2.0		—		(6.5	)
Total Company	$	2,102.0	$	8.3	$	2,034.8	$	8.0		3.3	%
Selling days		253				253

Physician Business

Management evaluates the Physician Business by product category. The following table summarizes the growth rate by product category period over period.

	For the Fiscal Year Ended
(dollars in millions)	March 30, 2012		April 1, 2011		Percent Change
Branded (a)	$	743.1	$	751.5		(1.1	)%
Store brand products and services (b)		229.9		208.1		10.5
Pharmaceutical products		330.8		310.5		6.5
Equipment (c)		117.7		112.1		5.0
Physician dispensing solutions		84.3		36.9		128.5
Other		6.9		5.9		17.3
Total	$	1,512.7	$	1,425.0		6.2	%
Selling days		253		253

(a) Branded products are comprised of disposables and lab diagnostics from branded manufacturers.

(b) Store brand products and services are comprised of the Company’s brands of disposables, lab diagnostics, equipment, and laboratory consulting services.

(c) Equipment from branded manufacturers.

Overall, net sales during the fiscal year ended March 30, 2012 were positively impacted by revenue from acquisitions contributing to the physician dispensing solutions product category and continued success with the Company’s Reach initiative resulting in the addition of new accounts during the period.

Net sales of branded products decreased during the year ended March 30, 2012 due to a historically light influenza season which resulted in an approximate $12.0 million to $16.0 million decline in net sales of influenza lab diagnostic test kits and other influenza-related products.

Net sales of store brand products and services increased during the year ended March 30, 2012 due to continued focus on the expansion of the store brands product category, resulting in new customer sales, as well as customer conversions from branded products to the Company’s store brands.

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Net sales of pharmaceutical increased during the fiscal year ended March 30, 2012 as a result of an existing manufacturer’s shift from a direct sales structure to a distribution-based structure, partially offset by a decrease in influenza vaccine and controlled pharmaceutical product sales compared to the prior fiscal year due to a historically light influenza season.

Net sales of equipment increased during the year ended March 30, 2012 due to increased demand, as prior fiscal year sales were negatively impacted by a decrease in discretionary spending, economic conditions, and tight credit markets which impacted the ability of physicians to obtain financing and delayed equipment purchases.

During fiscal years 2011 and 2012, the Physician Business made several strategic acquisitions of companies providing physician pharmaceutical dispensing products and services, establishing a new product category, physician dispensing solutions, which contributed approximately $84.3 million in net sales during the year ended March 30, 2012.

During the first quarter of fiscal year 2013, the Company announced a strategic restructuring plan, which includes the sale of a business serving specialty dental practices representing approximately $46.5 million and $44.6 million of net sales as of March 30, 2012 and April 1, 2011, respectively.

Extended Care Business

Management evaluates the Extended Care business by customer category. During fiscal year 2012, certain customers were reclassified within these categories to better align with standard industry classifications. As a result, prior periods were recast to be consistent with current year presentation. The following table summarizes the change in net sales by customer segment period over period.

	For the Fiscal Year Ended
(dollars in millions)	March 30, 2012		April 1, 2011		Percent Change
Nursing home and assisted living facilities	$	346.7	$	356.4		(2.7	)%
Hospice and home health care agencies		178.2		187.0		(4.7	)
Billing services		10.5		12.0		(11.8	)
Other		52.0		52.4		(0.7	)
Total	$	587.4	$	607.8		(3.4	)%
Selling days		253		253

Net sales during the fiscal year ended March 30, 2012 compared to the prior year decreased approximately $20.4 million. Net sales in the nursing home and assisted living facilities and the hospice and home health care customer categories were negatively impacted by the loss of several regional and national chain customers.

Billing services net sales were negatively impacted by contractual billing adjustments related to Medicare and Medicaid billings and accounts lost due to competitive bidding.

Net sales of store brand products increased 7.3% during fiscal year 2012 when compared to fiscal year 2011 as a result of continued focus on the expansion of the store brands product category, resulting in new customer sales as well as customer conversions from branded products to the Company’s store brands.

During the first quarter of fiscal year 2013, the Company announced a strategic restructuring plan, which includes the sale of a business serving skilled nursing facilities, representing a portion of the net sales within the Nursing home and assisted living facilities and Billing services customer categories. As of the filing date, the Company could not determine the impact of the potential sale on future periods.

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GROSS PROFIT

Physician Business

Gross profit dollars for the Physician Business increased $44.2 million and gross margins increased 106 basis points during fiscal year 2012. The increase in gross profit dollars and gross margin was a result of growth in the Company’s store brand products and acquisitions in the physician dispensing solutions product category, which generally have higher gross margins than the Company’s other product categories.

Extended Care Business

Gross profit dollars in the Extended Care Business decreased $5.7 million while gross margin increased 4 basis points during fiscal year 2012. Gross profit dollars were negatively impacted by the reduction in net sales and competitive pricing pressures, while increased sales of store brand products positively impacted gross margin.

GENERAL AND ADMINISTRATIVE EXPENSES

	For the Fiscal Year Ended
	March 30, 2012					April 1, 2011
(dollars in millions)	Amount		% of Net Sales			Amount		% of Net Sales
Physician Business (a)	$	229.6		15.2	%	$	203.0		14.2	%
Extended Care Business (a)		124.4		21.2			119.5		19.7
Shared Services (b)		39.0		1.9			42.2		2.1
Total Company (b)	$	393.0		18.7	%	$	364.7		17.9	%

(a) General and administrative expenses as a percentage of net sales are calculated based on reportable segment net sales.

(b) General and administrative expenses as a percentage of net sales are calculated based on consolidated net sales.

General and administrative expenses are impacted by (i) compensation and employee benefit costs; (ii) cost to deliver, which represents all costs associated with the warehousing, transportation and delivery of products to customers; (iii) shared services overhead costs; and (iv) general and administrative expenses of acquired companies and acquisition-related costs.

Physician Business

General and administrative expenses increased $26.6 million during the fiscal year ended March 30, 2012, when compared to the prior fiscal year. This increase was attributable to (i) an increase in payroll and payroll-related expenses of $13.7 million, $10.1 million of which was the result of the physician dispensing solutions acquisitions; (ii) an increase in depreciation and amortization expense of $4.4 million due to the addition of property and equipment and intangible assets related to acquisitions; (iii) an increase in cost to deliver of $3.0 million due to an increase in warehouse expense related to the growth in net sales during the year, and additional expenses from physician dispensing solutions acquisitions; (iv) an increase in consulting fees of $1.6 million related to acquired companies; and (v) an increase in allocated corporate expenses of $1.5 million, partially offset by a decrease in accrued incentive compensation expense of $2.2 million related to payout estimates based on performance.

Extended Care Business

General and administrative expenses increased $4.9 million during the fiscal year ended March 30, 2012, when compared to the prior fiscal year. The increase was attributable to (i) an increase in payroll and payroll-related expenses of $2.9 million due to acquisitions and the timing of the Company’s consolidation of Pathway; and (ii) an increase in corporate allocated expenses of $1.1 million, partially offset by a decrease in accrued incentive compensation expense of $0.7 million related to payout estimates based on performance.

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Shared Services

General and administrative expenses decreased $3.2 million during fiscal year 2012, when compared to the prior fiscal year. The decrease was attributable to (i) a decrease in accrued incentive and stock-based compensation expense of $11.4 million related to payout estimates based on performance; and (ii) a decrease in business insurance costs of $1.8 million, partially offset by (i) an increase in payroll and payroll-related expenses of $5.4 million; and (ii) and increase in consulting fees of $2.8 million.

SELLING EXPENSES

	For the Fiscal Year Ended
	March 30, 2012					April 1, 2011
(dollars in millions)	Amount		% of Net Sales			Amount		% of Net Sales
Physician Business	$	127.4		8.4	%	$	116.7		8.2	%
Extended Care Business		20.5		3.5			20.8		3.4
Total Company	$	147.9		7.0	%	$	137.5		6.8	%

Selling expenses are principally driven by commission expenses, which are generally paid to sales representatives based on gross profit dollars and gross margin. The increase in Physician Business selling expenses was due to the impact of its sales representative expansion initiative, while the change in selling expenses as a percentage of net sales for the Physician Business and Extended Care Business was consistent with the change in gross profit dollars and gross margin year over year.

INCOME FROM OPERATIONS

	For the Fiscal Year Ended
	March 30, 2012						April 1, 2011
(dollars in millions)	Amount			% of Net Sales			Amount			% of Net Sales
Physician Business	$	144.8			9.6	%	$	138.0			9.7	%
Extended Care Business		27.6			4.7			37.8			6.2
Shared Services		(39.0	)		—			(42.2	)		—
Total Company	$	133.4			6.3	%	$	133.6			6.6	%

Income from operations for each business segment changed due to the factors discussed above. Business simplification and LEAN strategies, in conjunction with the successful integration of the Company’s strategic acquisitions, are expected to partially offset the effects of the lower net sales growth.

During the first quarter of fiscal year 2013, the Company announced a strategic restructuring plan. The restructuring plan will include the sale of two business units serving: (i) specialty dental practices, representing approximately $7.0 million and $6.1 million of income from operations within the Physician Business during the fiscal years 2012 and 2011, respectively, and (ii) skilled nursing facilities within the Extended Care Business. Additionally, the restructuring plan includes the integration of warehouse operations into one common distribution infrastructure, and a redesign of its shared services function. As of the filing date, the Company could not determine the impact of the potential sale within the Extended Care Business and additional restructuring activities on future periods.

36

INTEREST EXPENSE

The Company’s debt structure during fiscal year 2012 consisted of its 2012 Notes, 2008 Notes, and variable rate borrowings under its RLOC. The following table summarizes the various components of total interest expense and interest rates applicable to the borrowings outstanding under the RLOC:

	For the Fiscal Year Ended						Increase (Decrease)
(dollars in millions)	March 30, 2012			April 1, 2011
Components of interest expense:
Interest on borrowings	$	20.0		$	16.7		$	3.3
Debt issuance costs		1.1			0.9			0.2
Less: Capitalized interest		(0.9	)		(0.5	)		(0.4	)
Total interest expense	$	20.2		$	17.1		$	3.1
Weighted average interest rate-RLOC (a)		2.27	%		2.37	%		(0.10	)%
Average daily borrowings under the RLOC	$	44.4		$	3.8		$	40.6

(a) Weighted average interest rate excludes debt issuance costs and unused line fees.

Interest expense increased during the fiscal year ended March 30, 2012 as average daily borrowings under the RLOC were higher, due to an increase in acquisition and share repurchase activity. In addition, approximately $1.3 million of the increase was a result of having both the 2008 Notes and 2012 Notes outstanding during fiscal year 2012, while only the 2008 Notes were outstanding during fiscal year 2011.

OTHER INCOME

	For the Fiscal Year Ended
(dollars in millions)	March 30, 2012		April 1, 2011		Decrease			Percent Change
Total Company	$	2.1	$	2.5	$	(0.4	)		(16.8	)%

Other income during the fiscal year ended March 30, 2012 remained relatively consistent with prior year and is mainly attributable to customer finance charges.

PROVISION FOR INCOME TAXES

	For the Fiscal Year Ended
	March 30, 2012					April 1, 2011
(dollars in millions)	Amount		Effective Rate			Amount		Effective Rate
Total Company	$	41.1		35.6	%	$	44.6		37.4	%

The effective rate for the twelve months ended March 30, 2012 was impacted by a reorganization of the Company’s non-U.S. global sourcing subsidiaries. This reorganization increased the responsibilities and contributions of the non-U.S. subsidiaries, proportionally increasing their income and reducing the income of the U.S. subsidiaries. As the non-U.S. subsidiaries are generally subject to tax at rates lower than the U.S. subsidiaries, changes in the proportion of the Company’s taxable earnings originating outside the U.S. favorably impacts the effective tax rate. The Company expects this reorganization to continue to have a sustained positive impact on its effective tax rate; however, the Company cannot determine what impact, if any, the restructuring plan may have on the tax rate in future periods.

37

RESULTS OF OPERATIONS

FISCAL YEAR ENDED APRIL 1, 2011 VERSUS FISCAL YEAR ENDED APRIL 2, 2010

NET SALES

	For the Fiscal Year Ended
	April 1, 2011				April 2, 2010
(dollars in millions)	Amount		Average Daily Net Sales		Amount		Average Daily Net Sales		Total Percent Change			Average Daily Net Sales Percent Change
Physician Business	$	1,425.0	$	5.6	$	1,437.8	$	5.6		(0.9	)%		1.1	%
Extended Care Business		607.8		2.4		614.9		2.4		(1.2	)		0.8
Shared Services		2.0		—		2.5		—		(15.9	)		(14.2	)
Total Company	$	2,034.8	$	8.0	$	2,055.2	$	8.0		(1.0	)%		1.0	%

Physician Business

Management evaluates the Physician Business by product category. The following table summarizes the growth rate by product category period over period.

	For the Fiscal Year Ended
(dollars in millions)	April 1, 2011		April 2, 2010		Percent Change
Branded (a)	$	751.5	$	803.2		(6.4	)%
Store brand products and services (b)		208.1		199.3		4.4
Pharmaceutical products		310.5		312.8		(0.7	)
Equipment		112.1		118.8		(5.6	)
Physician dispensing solutions		36.9		—		—
Other		5.9		3.7		53.8
Total	$	1,425.0	$	1,437.8		(0.9	)%
Selling days		253		258

(a) Branded products are comprised of disposables and lab diagnostics from branded manufacturers.

(b) Store brand products and services are comprised of the Company’s brands of disposables, lab diagnostics, equipment and laboratory consulting services.

Net sales growth during the fiscal year ended April 1, 2011 decreased as a result of (i) fiscal year 2010 H1N1 related sales, (ii) five fewer selling days, (iii) the state of the overall economy resulting in decreased physician office visits, offset by (iv) sales from fiscal year 2011 acquisitions. During the fiscal year ended April 1, 2011, the Company continued to make strategic acquisitions in the Physician Business. Net sales from fiscal year 2011 acquisitions were $41.9 million, of which $36.9 million related to acquisitions in the physician dispensing solutions line of business. During the fiscal year ended April 2, 2010, the Physician Business increased sales in influenza test kits, surgical masks, medical gloves, hand sanitizer, and other products related to the H1N1 pandemic, recording approximately $52.5 million in additional sales across the branded and store brand product categories.

Store brand product sales increased 4.4% due to the Company’s continued focus on promoting its globally sourced products, which resulted in new customer sales as well as customer conversions from other manufacturer branded products to store brand products.

Equipment sales decreased as a result of general economic conditions and lower availability of credit for physician practices.

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During the first quarter of fiscal year 2013, the Company announced a strategic restructuring plan, which includes the sale of a business serving specialty dental practices representing approximately $44.6 million and $38.1 million of revenue as of April 1, 2011 and April 2, 2010, respectively.

Extended Care Business

Management evaluates the Extended Care business by customer category. During fiscal year 2012, certain customers were reclassified amongst these categories to better align with standard industry classifications. As a result, prior periods were recast to be consistent with current year presentation. The following table summarizes the change in net sales by customer segment period over period.

	For the Fiscal Year Ended
(dollars in millions)	April 1, 2011		April 2, 2010		Percent Change
Nursing home and assisted living facilities	$	356.4	$	377.7		(5.3	)%
Hospice and home health care agencies		187.0		180.6		4.1
Billing services		12.0		13.3		(9.6	)
Other		52.4		43.3		13.7
Total	$	607.8	$	614.9		(1.2	)%
Selling days		253		258

Net sales during the fiscal year ended April 1, 2011 compared to the prior year decreased approximately $7.1 million, resulting from 5 fewer selling days. Net sales in the nursing home and assisted living customer segment was also negatively impacted by the loss of a few large regional nursing home customers, offset by continued growth in independent nursing homes and assisted living facilities.

Net sales growth in the hospice and home health care customer segments reflected the continued successful execution of strategies to diversify its customer base through expansion in the home health care market and other non-facility based care as well as net sales of approximately $9.3 million attributed to an acquisition made during fiscal year 2010, offset by five fewer selling days during fiscal year 2011. The Company’s net sales in billing services were negatively impacted by decreased Medicare and Medicaid reimbursements and accounts lost due to competitive bidding.

Net sales of store brand products increased 1.5% during fiscal year 2011, when compared to fiscal year 2010, due to the Company’s focus on promoting its globally sourced products which resulted in additional sales to new and existing customers.

During the first quarter of fiscal year 2013, the Company announced a strategic restructuring plan, which includes the sale of a business serving skilled nursing facilities, representing a portion of the net sales within the Nursing home and assisted living facilities and Billing services customer categories. As of the filing date, the Company could not determine the impact of the potential sale on future periods.

GROSS PROFIT

Physician Business

Gross profit dollars for the Physician Business increased $6.9 million and gross margins increased 77 basis points during fiscal year 2011. The increase in gross profit was due to margin improvement initiatives, higher growth in the Company’s brand of products, and additional sales from the Company’s entry into the physician dispensing solutions market, which have higher margins than the Company’s existing product offerings.

Extended Care Business

Gross profit dollars in the Extended Care Business increased $1.4 million and gross margin increased 57 basis points during fiscal year 2011. The increase in gross profit was impacted by the consolidation of Pathway Healthcare Services, a consulting business consolidated as a variable interest entity, and gross margin improvement initiatives, including increased sales of store brand products.

39

GENERAL AND ADMINISTRATIVE EXPENSES

	For the Fiscal Year Ended
	April 1, 2011					April 2, 2010
(dollars in millions)	Amount		% of Net Sales			Amount		% of Net Sales
Physician Business (a)	$	203.0		14.2	%	$	198.2		13.8	%
Extended Care Business (a)		119.5		19.7			118.1		19.2
Shared Services (b)		42.2		2.1			54.6		2.7
Total Company (b)	$	364.7		17.9	%	$	370.9		18.0	%

(a) General and administrative expenses as a percentage of net sales are calculated based on reportable segment net sales.

(b) General and administrative expenses as a percentage of net sales are calculated based on consolidated net sales.

General and administrative expenses are impacted by (i) compensation and employee benefit costs; (ii) cost to deliver, which represents all costs associated with the warehousing, transportation and delivery of products to customers; and (iii) shared services overhead costs.

Physician Business

General and administrative expenses increased $4.8 million during the fiscal year ended April 1, 2011, when compared to the prior year. This increase was mainly attributable to (i) an increase in allocated corporate expenses of $3.8 million; (ii) an increase in depreciation expense of $1.0 million due to the addition of new assets; and (iii) an increase in general and administrative expenses of $6.9 million as a result of the DSI and Linear acquisitions partially offset by a reduction in incentive compensation expense of $8.4 million based on reduced achievement of performance targets.

Extended Care Business

General and administrative expenses increased $1.4 million during the fiscal year ended April 1, 2011, when compared to fiscal year 2010. This increase was mainly attributable to (i) an increase in allocated corporate expenses of $2.3 million; and (ii) an increase in insurance costs of $1.0 million, partially offset by a reduction in bad debt expense of $1.9 million.

Shared Services

General and administrative expenses decreased $12.4 million during fiscal year 2011 due to (i) decreased incentive and stock-based compensation expense of $7.3 million related to payout estimates based on performance; (ii) a reduction in separation expenses of $2.9 million, related to the departure of the Company’s former Chairman and Chief Executive Officer during fiscal year 2010; (iii) an increase in corporate expense allocations of $7.1 million, offset by (iv) an increase in business insurance of $1.4 million; and (v) an increase in payroll and payroll-related costs of $1.5 million related to general merit and benefit increases and a reduction in capitalized salaries related to internally developed software projects.

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SELLING EXPENSES

	For the Fiscal Year Ended
	April 1, 2011					April 2, 2010
(dollars in millions)	Amount		% of Net Sales			Amount		% of Net Sales
Physician Business (a)	$	116.7		8.2	%	$	115.1		8.0	%
Extended Care Business (a)		20.8		3.4			20.7		3.4
Total Company (b)	$	137.5		6.8	%	$	135.8		6.6	%

(a) Selling expenses as a percentage of net sales are calculated based on divisional net sales.

(b) Selling expenses as a percentage of net sales are calculated based on consolidated net sales.

Selling expenses are principally driven by commission expenses, which are generally paid to sales representatives based on gross profit dollars and gross profit as a percentage of net sales. The change in selling expenses for the Physician Business and Extended Care Business was consistent with the increases in gross profit and gross margin year over year.

INCOME FROM OPERATIONS

	For the Fiscal Year Ended
	April 1, 2011						April 2, 2010
(dollars in millions)	Amount			% of Net Sales			Amount			% of Net Sales
Physician Business	$	138.0			9.7	%	$	137.3			9.5	%
Extended Care Business		37.8			6.2			38.0			6.2
Shared Services		(42.2	)		—			(54.3	)		—
Total Company	$	133.6			6.6	%	$	121.0			5.9	%

Income from operations for each business segment changed due to the factors discussed above. Business simplification and LEAN strategies, in conjunction with the successful integration of the Company’s strategic acquisitions are expected to continue to offset the effects of the lower sales growth, resulting in continued growth in income from operations, as a percentage of revenues.

During the first quarter of fiscal year 2013, the Company announced a strategic restructuring plan. The restructuring plan will include the sale of two business units serving: (i) specialty dental practices, representing approximately $6.1 million and $4.6 million of income from operations within the Physician Business during the fiscal years 2011 and 2010, respectively, and (ii) skilled nursing facilities within the Extended Care Business. Additionally, the restructuring plan includes the integration of warehouse operations into one common distribution infrastructure, and a redesign of its shared services function. As of the filing date, the Company could not determine the impact of the potential sale within the Extended Care Business and additional restructuring activities on future periods.

INTEREST EXPENSE

The Company’s debt structure during fiscal year 2011 consisted of variable rate borrowings under its revolving line of credit (“RLOC”) agreement and its 2008 Notes. The Company adopted a new accounting pronouncement during fiscal year 2010, ASC 470-20, Debt – Debt with Conversion and Other Options and, as required by this new standard, the Company retrospectively applied this change in accounting to all prior periods for which the Company had applicable outstanding convertible debt. See Footnote 12, Debt, for additional information.

The following table summarizes the various components of total interest expense and interest rates applicable to the borrowings outstanding under the RLOC.

41

	For the Fiscal Year Ended
(dollars in millions)	April 1, 2011			April 2, 2010			Decrease
Components of interest expense:
Interest on borrowings	$	16.7		$	17.4		$	(0.7	)
Debt issuance costs		0.9			1.1			(2.0	)
Less: Capitalized interest		(0.5	)		(1.2	)		0.7
Total interest expense	$	17.1		$	17.3		$	(0.2	)
Weighted average interest rate-RLOC (a)		2.37	%		4.02	%		(1.65	)%
Average daily borrowings under the RLOC	$	3.8		$	44.2		$	(40.4	)

(a) Weighted average interest rate excludes debt issuance costs and unused line fees.

During fiscal year 2008, the Company entered into a two-year $50.0 million variable-to-fixed interest rate swap, (“Swap Agreement”), which effectively fixed the interest rate on all or a portion of the borrowings under the RLOC at 3.95% (consisting of a fixed interest rate of 2.70% and a credit spread of 1.25%) for a notional amount of $50.0 million. The Swap Agreement expired on February 19, 2010.

During fiscal year 2010, as required by the Swap Agreement, the Company maintained a minimum balance of $50.0 million drawn on the RLOC. After expiration, the balance on the RLOC was paid down, resulting in the average daily balance decreasing to $3.8 million for the year ended April 1, 2011.

OTHER INCOME

	For the Fiscal Year Ended
(dollars in millions)	April 1, 2011		April 2, 2010		Decrease			Percent Change
Total Company	$	2.5	$	6.1	$	(3.6	)		(58.7	)%

The Company sold its investment in athena during fiscal year 2010, recognizing a gain of $3.6 million. Excluding the gains on the sale of athena stock, Other income during fiscal year 2011 remained consistent with prior year and is mainly attributable to customer finance charges. See Footnote 7, Equity Investment, for further information relating the Company’s investment in athena.

PROVISION FOR INCOME TAXES

	For the Fiscal Year Ended
	April 1, 2011					April 2, 2010
(dollars in millions)	Amount		Effective Rate			Amount		Effective Rate
Total Company	$	44.6		37.4	%	$	40.8		37.0	%

The increase in the provision for income taxes year over year is attributable to an increase in pre-tax income. The increase in the effective rate relates to a decrease in the proportion of income earned by the Company’s non-U.S. subsidiaries, which are generally subject to tax at rates lower than the United States.

42

LIQUIDITY AND CAPITAL RESOURCES

Liquidity and Capital Resources Highlights

Cash flows from operations are impacted by profitability and changes in operating working capital. Management monitors operating working capital through the following metrics:

	Fiscal Year Ended
	2012			2011			2010
Days Sales Outstanding: (a)
Physician Business		40.7			38.7			38.3
Extended Care Business		46.3			47.3			48.4
Days On Hand: (b)
Physician Business		53.7			54.8			53.6
Extended Care Business		66.8			62.7			54.4
Days in Accounts Payable: (c)
Physician Business		37.2			37.5			37.3
Extended Care Business		24.6			21.3			22.6
Cash Conversion Days: (d)
Physician Business		57.3			56.0			54.6
Extended Care Business		88.4			88.7			80.2
Inventory Turnover: (e)
Physician Business		6.7x			6.6x			6.7x
Extended Care Business		5.4x			5.7x			6.6x
Return on Committed Capital: (f)
Total Company		34.8	%		35.5	%		33.5	%

(a) Days sales outstanding (“DSO”) is average accounts receivable divided by average daily net sales. Average accounts receivable is the sum of accounts receivable, net of the allowance for doubtful accounts, at the beginning and end of the most recent four quarters divided by five. Average daily net sales are net sales for the most recent four quarters divided by 360.

(b) Days on hand (“DOH”) is average inventory divided by average daily cost of goods sold (“COGS”). Average inventory is the sum of inventory at the beginning and end of the most recent four quarters divided by five. Average daily COGS is COGS for the most recent four quarters divided by 360.

(c) Days in accounts payable (“DIP”) is average accounts payable divided by average daily COGS. Average accounts payable is the sum of accounts payable at the beginning and end of the most recent four quarters divided by five.

(d) Cash conversion days is the sum of DSO and DOH, less DIP.

(e) Inventory turnover is 360 divided by DOH.

(f) ROCC is defined as return divided by average committed capital. Return is calculated as net income less (i) provision for income taxes, (ii) amortization, (iii) interest expense, and (iv) interest and investment income. Committed capital is calculated as total assets less (i) cash, (ii) goodwill and intangibles, and (iii) liabilities, excluding current and long-term debt.

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In addition to the cash flow metrics described above, the Company monitors and manages other components of liquidity, including the following:

	As of
(dollars in thousands)	March 30, 2012			April 1, 2011
Capital Structure:
Revolving line of credit (a)	$	—		$	—
2012 Notes (a)		250,000			—
2008 Notes (a)		204,916			195,643
Other debt (a)		—			780
Cash and cash equivalents		(163,152	)		(29,348	)
Net debt		41,764			167,075
Total equity		390,811			446,526
Total capital	$	432,575		$	613,601
Operating Working Capital:
Accounts receivable, net	$	257,700		$	247,229
Inventories		213,586			213,211
Accounts payable		(146,533	)		(128,057	)
	$	324,753		$	332,383

(a) Outstanding debt is presented in order of seniority.

Cash Flows from Operating Activities

The primary components cash flows from operating activities consist of net income adjusted to reflect the effect of non-cash expenses and changes in operating working capital. Net cash provided by operating activities during fiscal years 2012, 2011, and 2010 was impacted by net income adjusted for (i) depreciation of property and equipment and amortization of intangible assets of $35.8 million, $31.4 million, and $27.1 million, respectively, (ii) amortization of debt discount and issuance costs of $10.3 million, $9.4 million, and $8.9 million, respectively, (iii) operational working capital sources of approximately $13.0 million, and needs of $3.1 million and $14.6 million, respectively, and (iv) noncash compensation expense of $7.3 million, $10.2 million, and $12.8 million, respectively. The Company’s net operating working capital levels were impacted in fiscal years 2012, 2011, and 2010 by its sourcing initiatives, including global sourcing, which generally require longer supply chain lead times and different payment terms. Management expects to increase its global sourcing activities, which may be offset by the restructuring plan. The Company continues to focus on efforts to increase cash collections from customers, improve inventory turns without impacting customer service levels, and manage the cash disbursements process.

Cash flows from operating activities during fiscal years 2012, 2011, and 2010 reflect the Company’s utilization of $0.6 million (tax-effected), $0.9 million (tax-effected), and $1.1 million (tax-effected), respectively, of net operating loss (“NOL”) carryforwards to offset cash payments due for federal and state tax liabilities based on estimated taxable income. Cash flows from operating activities were also impacted by cash payments made to, and refunds received from, federal and state taxing authorities. During fiscal years 2012, 2011, and 2010, the Company paid taxes, net of refunds, of approximately $42.2 million, $36.4 million and $42.6 million, respectively, which related to federal and state tax payments.

As of March 30, 2012, the Company had a deferred income tax liability of $17.3 million (tax-effected) related to interest deductions taken for tax purposes on its 2.25% senior convertible notes issued in 2004 (“2004 Notes”). The liability will be fully deferred for five years and paid ratably from fiscal year 2014 to fiscal year 2018 in accordance with the American Recovery and Reinvestment Act of 2009.

During fiscal year 2012, the IRS completed an examination of the Company’s federal income tax return for the fiscal year ended March 27, 2009. As a result, no changes were made to the Company’s taxable income.

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During fiscal year 2010, the IRS completed an examination of the Company’s federal income tax return for the fiscal years ended March 28, 2008, March 30, 2007, and March 31, 2006. As a result, the Company agreed to minor adjustments to its taxable income that did not have a material impact on the Company’s financial condition or results of operations.

Cash Flows from Investing Activities

Payments for business acquisitions, net of cash acquired, were $65.1 million, $65.9 million, and $14.8 million during fiscal years 2012, 2011, and 2010, respectively. During fiscal years 2012 and 2010 the Company made acquisitions not deemed significant for individual disclosure. Refer to Footnote 4, Purchase Business Combinations, for further discussion. The Company expects to continue to make strategic business acquisitions in future periods to grow market share and leverage its existing distribution capabilities, which will impact cash flows from investing activities.

Capital expenditures totaled $23.9 million, $18.2 million, and $25.9 million, during fiscal years 2012, 2011, and 2010, respectively, of which approximately $17.9 million, $12.2 million, and $20.2 million, respectively, related to the development and enhancement of the Company’s ERP and supply chain systems, electronic commerce platforms, and internal productivity software. Capital expenditures related to distribution center expansions and enhancements were approximately $1.4 million, $1.4 million, and $0.9 million, during fiscal years 2012, 2011, and 2010, respectively. Prior to the announcement of the Company’s strategic restructuring plan, capital expenditures were estimated to be approximately $24.5 million during fiscal year 2013. The Company is currently unable to make a good faith estimate of the impact the strategic restructuring plan will have on the capital expenditure plan. Such expenditures are expected to be funded by existing cash balances, cash flows from operating activities, or borrowings under the Company’s RLOC.

During fiscal year 2011, the Company purchased a $3.3 million convertible note issued by Pathway. See Footnote 5, Variable Interest Entity, for further discussion.

During fiscal year 2010, the Company sold its investment in athenahealth, Inc. (“athena”), resulting in a gain of approximately $3.6 million ($2.3 million, net of tax) recorded in Other income, net on the Consolidated Statement of Operations. Cash proceeds of $10.7 million were received in fiscal year 2010. Refer to Footnote 7, Equity Investment, for additional discussion.

Cash Flows from Financing Activities

During fiscal years 2012, 2011, and 2010, the Company repurchased approximately $140.4 million, $54.8 million and $57.2 million of the Company’s common stock, respectively. The share repurchases represented approximately 5.6 million, 2.7 million, and 2.8 million shares, respectively. As of March 30, 2012, approximately 0.4 million common shares were available for repurchase under authorized share repurchase programs. Refer to Footnote 14, Equity, for additional discussion.

The Company recognized excess tax benefits from stock-based compensation arrangements of $2.1 million, $3.2 million, and $2.5 million during fiscal years 2012, 2011, and 2010, respectively. The increase in recognized excess tax benefits, defined as the amount by which the actual tax deduction exceeds recognized compensation expense, is due to increases in the Company’s stock price and timing of stock option exercises.

The Company issued $250.0 million of 6.375% senior notes during fiscal year 2012. In conjunction with the offering, the Company paid debt issuance costs of approximately $4.7 million. In addition, the Company paid approximately $1.8 million in debt issuance costs related to the amendment and restatement of the credit agreement for its RLOC during fiscal year 2012.

During fiscal years 2012 and 2011, the Company paid $9.5 million and $0.9 million in contingent consideration related to earn-outs from acquisitions, respectively.

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During fiscal years 2012, 2011, 2010, the Company used proceeds from borrowings on its RLOC to fund a portion of the Company’s share repurchases, acquisition activities, investment strategies, and operating activities during the periods.

Capital Resources

The Company closely monitors the capital and credit markets. While market conditions have improved, volatility remains that may restrict access to capital and the costs associated with issuing or refinancing debt may increase relative to the Company’s current position. While the Company believes it is well positioned, there can be no guarantee the recent disruptions in the overall economy and the financial markets will not adversely impact the business and results of operations.

The Company finances its business through cash from operating activities, the proceeds from the 2012 Notes and 2008 Notes offerings, and the $300.0 million RLOC. The ability to generate sufficient cash from operating activities is dependent on the continued demand for the Company’s products and services and its access to those products and services from suppliers. The Company’s capital structure provides the financial resources to support the Company’s core business strategies of customer service and revenue growth. The RLOC, which is an asset-based agreement, is collateralized by the Company’s accounts receivable and inventory. The Company’s long-term priorities for use of its capital include programs to grow sales, make fold-in and strategic acquisitions, and repurchase of its common stock.

As the Company’s business grows, its cash and working capital requirements are expected to increase. The Company expects the overall growth in the business will be funded through a combination of cash flows from operating activities, borrowings under the RLOC, cash proceeds from the sale of the businesses outlined in the Company’s strategic restructuring plan, proceeds from the issuance of its 2012 Notes, capital markets, and/or other financing arrangements.

The Company has not provided for U.S. income taxes on accumulated and undistributed earnings attributable to foreign operations as the Company intends to permanently reinvest these undistributed earnings. These earnings relate to ongoing operations and were $20.2 million and $10.5 million as of March 30, 2012 and April 1, 2011, respectively.

As of March 30, 2012, the Company has not entered into any material working capital commitments that require funding, other than the items discussed below and the obligations included in the future minimum obligation table.

Based on prevailing market conditions, liquidity requirements, contractual restrictions, and other factors, the Company may seek to retire a portion of its outstanding equity through cash purchases and/or reduce its debt. The Company may also seek to issue additional equity to meet its future liquidity requirements. Such transactions may occur in the open market, privately negotiated transactions, or otherwise. The amounts involved could be material.

2012 Notes

On February 24, 2012, the Company issued $250.0 million aggregate principal of 6.375% senior notes, which mature on March 1, 2022. Interest on the notes is payable semi-annually in arrears on March 1 and September 1, beginning September 1, 2012. The 2012 Notes are fully and unconditionally guaranteed on a joint and several basis by certain of the Company’s domestic subsidiaries (the “Guarantor Subsidiaries”). Refer to Footnote 22, Condensed Consolidating Financial Information, for further information regarding the Guarantor Subsidiaries.

The Company used a portion of the net proceeds of the offering to repay borrowings under the RLOC in the amount of $127.3 million. Remaining proceeds will be used to partially fund the retirement of the 2008 Notes, as well as for general corporate purposes, including potential acquisitions and share repurchases.

As of March 30, 2012, the fair value of the 2012 Notes was approximately $257.5 million. Refer to Footnote 12, Debt, for a detailed discussion regarding the 2012 Notes.

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2008 Notes

In August 2008, the Company issued $230.0 million principal amount of 3.125% senior convertible notes, which mature on August 1, 2014. Interest on the notes is payable semiannually in arrears on February 1 and August 1 of each year. The notes will be convertible into cash up to the principal amount of the notes and shares of the Company’s common stock for any conversion value in excess of the principal amount under the following circumstances: (i) if the Company has called the notes for redemption; (ii) in the event of a Fundamental Change, as defined in the indenture, such as a merger, acquisition, or liquidation; (iii) on or after May 1, 2014 and prior to the close of business on the second scheduled trading day immediately preceding August 1, 2014; (iv) prior to May 1, 2014, during the five consecutive business day period following any five consecutive trading day period in which the trading price for a note for each day of that trading period is less than 98% of the closing sale price of the Company’s common stock on such corresponding trading day multiplied by the applicable conversion rate; (v) prior to May 1, 2014, during any calendar quarter after September 30, 2008 in which the closing sale price of the Company’s common stock for at least 20 of the 30 consecutive trading days ending the day prior to such quarter is greater than 130% of the applicable conversion price of $21.22 per share (“Contingent Conversion Trigger”); or (vi) upon specified corporate events as discussed in the indenture governing the notes.

The ability of note holders to convert is assessed on a quarterly basis and is dependent on the trading price of the Company’s stock during the last 30 trading days of each quarter. The Contingent Conversion Trigger was not met during the three months ended March 30, 2012; therefore, the notes may not be converted during the Company’s first quarter of fiscal year 2013.

The Company used a portion of the net proceeds of the offering to repurchase approximately $35.0 million of its common stock in privately negotiated transactions with institutional investors concurrently with this offering. The Company also used $101.7 million of the net proceeds during fiscal year 2009, when holders of the 2004 Notes required the Company to redeem $149.98 million of the outstanding notes. Remaining proceeds have been used for general corporate purposes.

As of March 30, 2012, the fair value of the 2008 Notes was approximately $323.8 million. Refer to Footnote 12, Debt, for a detailed discussion regarding the 2008 Notes.

Convertible Note Hedge Transactions

In connection with the offering of the 2008 Notes, the Company also entered into convertible note hedge transactions with respect to its common stock (the “purchased options”) with a major financial institution, (the “counterparty”). The Company paid an aggregate amount of $54.1 million to the counterparty for the purchased options. The purchased options cover, subject to anti-dilution adjustments substantially identical to those in the notes, approximately 10.8 million shares of common stock at a strike price that corresponds to the initial conversion price of the notes, also subject to adjustment, and are exercisable at each conversion date of the notes. The purchased options will expire upon the earlier of (i) the last day the notes remain outstanding or (ii) the second scheduled trading day immediately preceding the maturity date of the notes.

The purchased options are intended to reduce the potential dilution upon conversion of the notes in the event that the market value per share of the common stock, as measured under the notes, at the time of exercise is greater than the conversion price of the notes.

The purchased options are separate transactions, entered into by the Company with the counterparty, and are not part of the terms of the notes. Holders of the notes will not have any rights with respect to the purchased options.

Warrant Transactions

The Company also entered into warrant transactions (the “warrants”), whereby the Company sold to the counterparty warrants in an aggregate amount of $25.4 million to acquire, subject to anti-dilution adjustments, up to 10.8 million shares of common stock at a strike price of $28.29 per share of common stock, also subject to adjustment. The warrants will expire after the purchased options in approximately ratable portions on a series of expiration dates commencing on November 3, 2014.

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The warrants are separate transactions, entered into by the Company with the counterparties, and are not part of the terms of the notes. Holders of the notes do not have any rights with respect to the warrants.

The purchased options will generally have the effect of increasing the conversion price of the 2008 Notes to approximately $28.29 per share, representing a 68.5% premium based on the closing sale price of the Company’s common stock of $16.79 per share on August 4, 2008.

Impact on Diluted Weighted Average Shares

In accordance with ASC 260, Earnings Per Share, and the Company’s stated policy of settling the principal amount in cash, the Company was required to include shares underlying the 2008 Notes in its diluted weighted average shares outstanding since the average stock price per share for the period exceeded $21.22 (the conversion price for the senior convertible notes). Only the number of shares that would be issuable under the treasury stock method of accounting for share dilution was included, which was based upon the amount by which the average stock price exceeded the conversion price. If the average stock price of the Company’s common stock exceeds $28.29 per share, it will also include the effect of the additional potential shares that may be issued related to the warrants, which may negatively impact the Company’s diluted weighted average shares and diluted earnings per share.

The purchased options are not included in the calculation of diluted earnings per share prior to the conversion of the 2008 Notes, as their effect is considered anti-dilutive. As of March 30, 2012, the purchased options were “in the money” and would have been convertible into approximately 1.9 million shares of the Company’s common stock. The exercise of the purchased options is restricted to each conversion date of the 2008 Notes.

Revolving Line of Credit

During fiscal year 2012, the Company amended and restated the credit agreement related to its RLOC, increasing the facility size to $300.0 million, with increased borrowing capacity of $100.0 million via an accordion feature. See Footnote 12, Debt for additional information regarding the features and terms under the new credit agreement.

The Company had no outstanding borrowings under the revolving line of credit as of March 30, 2012. After reducing availability for outstanding borrowings and letter of credit commitments, the Company has sufficient assets based on eligible accounts receivable and inventory to borrow $269.1 million (excluding the additional increase of $100.0 million) under the RLOC as of March 30, 2012. The average daily interest rate, excluding debt issuance costs and unused line fees, for the fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010 was 2.27%, 2.37%, and 4.02%, respectively. Refer to Footnote 12, Debt, for a detailed discussion regarding the RLOC.

During the first quarter of fiscal year 2013, the Company’s Board of Directors approved a strategic restructuring plan. The restructuring plan will include the sale of two business units serving skilled nursing facilities within the Extended Care Business and specialty dental practices within the Physician Business. The sale of the businesses are expected to increase the Company’s available cash balances, while reducing the Company’s assets used to calculate its borrowing base under the RLOC. The Company estimates availability under the RLOC would be approximately $201.1 million as of March 30, 2012 as adjusted for the sale of these two businesses.

Debt Rating

The Company maintains relationships with two nationally recognized debt rating agencies: Standard & Poor’s Ratings Services (“S&P”) and Moody’s Investor Services (“Moody’s). Companies that have assigned ratings at the top end of the range have, in the opinion of the rating agency, the strongest capability for repayment of debt or payment of claims, while companies at the bottom end of the range have the weakest capacity.

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In conjunction with the issuance of the 2012 Notes, the Company sought an updated corporate rating and a new issuance rating from S&P and re-established its ratings relationship with Moody’s. The 2012 Notes require that the Company maintain ratings from two nationally recognized debt ratings services.

On February 10, 2012, S&P affirmed its corporate credit rating of “BB+” and outlook of Stable. Additionally, it initiated a rating of “BB-” on the 2012 Notes and downgraded the 2008 notes from “BB” to “BB-.”

Also on February 10, 2012, Moody’s initiated ratings coverage with the following ratings: Long Term Issuer Rating (Corporate Family) of Ba3 with an outlook of Stable; Senior Unsecured Issue Rating for the 2012 Notes of Ba3. Moody’s does not provide ratings coverage for the 2008 Notes.

Subsequent to March 30, 2012, in response to the Company’s announcement of its strategic restructuring plan, S&P affirmed its existing “BB+” corporate credit rating and “BB-” senior unsecured debt rating, and revised its outlook to Negative. Also in response to the strategic restructuring plan announcement, Moody’s affirmed its Long Term Issuer Rating (Corporate Family) of Ba3 with an outlook of Stable and its Senior Unsecured Issue Rating for the 2012 Notes of Ba3.

Agency ratings are subject to change, and there can be no assurance that a ratings agency will continue to rate the Company or its debt, and/or maintain its current ratings. Management cannot predict the effect that a change in debt ratings will have on the Company’s liquidity.

Off-Balance Sheet Arrangements

The Company’s most significant off-balance sheet financing arrangements as of March 30, 2012 are non-cancelable operating lease agreements for warehouse space and equipment rentals, and outstanding letters of credit. As of March 30, 2012, future minimum obligations under operating lease agreements are $72.0 million. The Company had no open letters of credit outstanding as of March 30, 2012. The Company does not participate in any off-balance sheet arrangements involving unconsolidated subsidiaries that provide financing or potentially expose the Company to unrecorded financial obligations.

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Future Contractual Obligations

In the normal course of business, the Company enters into obligations and commitments that require future contractual payments. The following table presents, in aggregate, scheduled payments under contractual obligations for the Physician Business, the Extended Care Business, and Shared Services:

Contractual Obligation	Payment Due By Fiscal Years
(in thousands)	2013		2014		2015		2016		2017		Thereafter		Total
Revolving line of credit (a)	$	750	$	750	$	750	$	750	$	469	$	—	$	3,469
Senior unsecured notes (b)		15,938		15,938		15,938		15,938		15,938		273,904		353,594
Convertible senior notes (b), (c)		7,188		7,188		233,593		—		—		—		247,969
Operating lease obligations (d)		24,935		19,232		11,542		5,912		3,530		6,813		71,964
Purchase commitments (e)		812		—		—		—		—		—		812
Obligations from acquisitions (f)		2,159		1,620		1,188		—		—		—		4,967
Total (g)	$	51,782	$	44,728	$	263,011	$	22,600	$	19,937	$	280,717	$	682,775

(a) Amounts represent unused line fees on the revolving line of credit under the RLOC, which expires in November 2016.

(b) Amounts include interest expense.

(c) Under the terms of the convertible note agreement, the notes are convertible during any calendar quarter in which the closing sale price of the Company’s common stock for a certain number of days is greater than $27.59 per share. The 2008 Notes would be classified as a current liability during any such quarter. The 2008 Notes are discussed further in Footnote 12, Debt.

(d) Amounts represent contractual obligations for operating leases of the Company as of March 30, 2012. Currently, it is management’s intent to either renegotiate existing leases or execute new leases upon the expiration date of such agreements, except for those that may be exited through the Company’s restructuring plan.

(e) Amounts represent estimated obligations to be paid related to various shipping contracts and future purchases of certain vaccines. If a supply agreement for store brand products between a vendor and the Company were to be terminated, then the Company may be required to purchase from the vendor all remaining finished and unfinished products and product-materials held by the vendor. As of March 30, 2012, the Company had no material obligation to purchase remaining products or materials due to a termination of a supply agreement with a vendor who supplies store brand products to the Company.

(f) Amounts represent estimated obligations to be paid to sellers of previously acquired businesses for contingent consideration, interest, and funds held to secure any adjustments or claims that may arise.

(g) As of March 30, 2012, the Company had gross unrecognized tax benefits of $1.4 million. This amount is excluded from the table above as the Company cannot reasonably estimate the period of cash settlement with the respective taxing authorities. Additionally, the Company has a liability of $94.4 million related to a deferred compensation program recorded in Other noncurrent liabilities in the accompanying Consolidated Balance Sheets. The amount is excluded from the table above as the Company cannot reasonably estimate the period of cash settlement and the liability is offset by the cash surrender value of corporate-owned life insurance policies recorded in Other assets in the accompanying Consolidated Balance Sheets.

CRITICAL ACCOUNTING ESTIMATES

In preparing the consolidated financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”), management is required to make certain estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities, including the disclosure of contingent assets and liabilities, at the date of the financial statements and the reported amounts of revenues and expenses during the periods presented. The Company periodically evaluates the accounting policies and estimates it uses to prepare its financial statements, which are then reviewed by the Company’s audit committee. Management’s estimates are based on historical experience and other assumptions considered reasonable with the relevant facts and circumstances. Based on the uncertainty inherent in such estimates, actual results may differ.

The critical accounting estimates are those estimates that require the Company’s management to make assumptions about matters that are highly uncertain at the time the estimate is made and could have a material impact on the Company’s results due to changes in the estimates or the use of different estimates that could reasonably have been used. Additionally, the Company includes those accounting estimates whose initial application had a material impact on the Company’s financial presentation, unless the application resulted solely from the issuance of new accounting literature. The discussion below applies to each of the Company’s reportable segments (Physician Business, Extended Care Business, and Shared Services), unless otherwise noted.

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Allowance for Doubtful Accounts

The Company maintains allowances for doubtful accounts for estimated losses on trade receivables resulting from the inability to collect outstanding amounts due from its customers. The allowances include estimates of specific amounts for those accounts that are likely to be uncollectible, such as bankruptcies, and general allowances for those accounts that management currently believes to be collectible but may later become uncollectible. Management believes the estimates used in determining the allowance for doubtful accounts are critical accounting estimates because changes in credit worthiness and economic conditions, including bankruptcies, have had a material impact on operations in previous fiscal years and could have a material impact on the Company’s results from operations in the future.

The estimates used to determine the allowances for doubtful accounts are based on historical collection experience, current economic trends, credit-worthiness of customers, and changes in customer payment terms. The percentage of each aging category that is reserved is determined by analyzing historical write-offs and current trends in the credit quality of the customer base. Adjustments to credit limits and allowances for bad debts are made based upon payment history and the customer’s current credit worthiness. If the financial condition of the Company’s customers were to deteriorate or improve, allowances may be adjusted, impacting general and administrative expenses and the accounts receivable balance.

Physician Business

During fiscal years 2009 through 2011, the Physician Business’ allowance for doubtful accounts was reduced by customer deductions and write-offs ranging from $1.3 million to $2.3 million and was increased by additional provisions ranging from $1.5 million to $1.9 million. During fiscal year 2012, the Physician Business’ allowance for doubtful accounts was reduced by $2.1 million for customer deductions and write-offs and was increased by additional provisions of $2.3 million, remaining relatively consistent with prior years. During fiscal years 2009 through 2011, the Company’s allowance for doubtful accounts has represented between 1.6% and 1.9% of the Physician Business’ trade receivable balance. If management were to assume its reserve percentages as of March 30, 2012 were based on the fiscal year 2009 through 2011 historic ranges noted above, the allowance for doubtful accounts as of March 30, 2012 would range between $3.2 million and $3.8 million. As of March 30, 2012 the allowance for doubtful accounts for this business segment was $3.2 million.

Extended Care Business

During fiscal years 2009 through 2011, the Extended Care Business’ allowance for doubtful accounts was reduced by customer deductions and write-offs ranging from $0.9 million to $2.2 million, and was impacted by provisions ranging from a decrease of $0.1 million to an increase of $2.1 million. During fiscal year 2012, the Extended Care Business’ allowance for doubtful accounts was increased by $0.4 million for customer deductions and write-offs and was increased by additional provisions of $0.6 million. During fiscal years 2009 through 2011, the Company’s allowance for doubtful accounts represented between 3.5% and 4.7% of the Extended Care Business’ trade receivable balance. If management were to assume its reserve percentages as of March 30, 2012 were based on the fiscal year 2009 through 2011 historic ranges noted above, the allowance for doubtful accounts as of March 30, 2012 would range between $2.9 million and $3.9 million. As of March 30, 2012, the allowance for doubtful accounts for this business segment was $3.0 million.

Although the Company believes its judgments, estimates and/or assumptions related to allowances for doubtful accounts are reasonable, making material changes to such judgments, estimates and/or assumptions, and changes in customer’s credit worthiness could materially affect the Company’s financial results.

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Inventories

In order to state inventories (medical products, medical equipment, and other related products) at the lower of cost (determined using the first-in, first-out (“FIFO”) method) or market (net realizable value), the Company adjusts for excess or slow moving inventory based on the expectation that certain inventory will become obsolete, sold for less than cost, or become unsellable altogether. The adjustments are estimated based on factors such as historical trends, current market conditions, and management’s assessment of when the inventory would likely be sold and the quantities and prices at which the inventory would likely be sold in the normal course of business. Changes in product specifications, customer product preferences, or the loss of a customer may result in an unanticipated impairment in net realizable value that may have a material impact on cost of goods sold, gross margin, and net income. Obsolete or damaged inventory is disposed of or written down to net realizable value on a periodic basis. Additional adjustments, if necessary, are made based on management’s specific review of inventory on-hand. Management believes the estimates used in determining adjustments for excess and slow moving inventory are critical accounting estimates as changes in the estimates for both segments could have a material impact on net income and the estimates involve a high degree of judgment.

Inventory adjustments ranged from 1.3% to 1.8% of gross inventory for the Physician Business and 1.8% to 2.1% of gross inventory for the Extended Care Business during fiscal years 2009 through 2011. If management were to assume inventory adjustments were based on the fiscal years 2009 through 2011 historical ranges noted above, adjustments for excess and slow moving inventory as of March 30, 2012 would range from $2.0 million to $2.7 million for the Physician Business and $1.5 million to $1.8 million for the Extended Care Business, impacting the Company’s Inventory balance and Gross profit. As of March 30, 2012, management estimated adjustments for excess or slow moving inventory to be approximately $3.8 million and $2.8 million for the Physician Business and Extended Care Business, respectively. The increase in Physician Business inventory adjustments above the expected range relates to additional adjustments related to fiscal year 2012 acquisitions.

Although the Company believes its judgments, estimates and/or assumptions related to inventory adjustments are reasonable, making material changes to such judgments, estimates and/or assumptions could materially affect the Company’s financial results.

Vendor Rebates

The Company receives transaction-based rebates from third party suppliers. Such rebates are classified as a reduction to cost of goods sold in the accompanying statements of operations.

Transaction-based rebates are generally associated with a specific customer contract and are recognized as a reduction to cost of goods sold at the time the transaction occurs. Management establishes a reserve for uncollectible transaction-based vendor rebates based on management’s judgment after considering the status of current outstanding rebate claims, historical denial experience with suppliers, and any other pertinent available information. Management believes the estimates used in determining the reserve for uncollectible transaction-based vendor rebates are critical accounting estimates because changes in the estimates could have a material impact on net income and the estimates involve a high degree of judgment.

Reserves for transaction-based rebates for the fiscal years ended March 30, 2012 and April 1, 2011 were $1.1 million and $1.5 million, respectively. Reserves ranged from 13.2% to 23.6% of rebates receivable during fiscal years 2009 through 2011. If management were to assume its reserve percentages as of March 30, 2012 were based on the fiscal year 2009 through 2011 historical ranges noted above, the transaction-based rebate reserve as of March 30, 2012 would range from $1.5 million to $2.7 million, impacting the Company’s Prepaid and other current assets balance and Gross profit. The fiscal year 2012 transaction-based rebate reserve fell below the Company’s historical ranges. During fiscal year 2010, the Company implemented a contracts and rebates administration system which provided enhanced the accuracy of rebate filings and reduced rebate denials during fiscal years 2011 and 2012.

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Although the Company believes its judgments, estimates and/or assumptions related to vendor rebates are reasonable, making material changes to such judgments, estimates and/or assumptions could materially affect the Company’s financial results.

Contractual Billing Adjustments

The Company provides medical claim billing services on a fee-for-service or a full-assignment basis and records claims receivable due from insurance carriers. A claim may become uncollectible in full due to denial or partially due to discounts taken. Contractual billing adjustments are estimated to record net revenues and claims receivables at their net realizable values. Management estimates contractual billing adjustments based on historical collection experience, and also considers voided claims and claims written off. Contractual billing adjustments are recorded as a reduction to Accounts receivable, net and Net sales. Management believes the estimates used in determining contractual billing adjustments are critical accounting estimates because changes in the estimates could have a material impact on net income and the estimates involve a high degree of judgment.

Physician Business

Contractual billing adjustments recorded to Physician Business claims receivables for the fiscal years ended March 30, 2012 and April 1, 2011 were $13.2 million and $2.9 million, respectively. Adjustments were 57.9% and 24.1% of gross claims receivable during the fiscal years ended March 30, 2012 and April 1, 2011, respectively. The increase in contractual billing adjustments in fiscal year 2012 as compared to prior year relates to increased internal claims adjudication which increased the claims receivable and related adjustments and physician dispensing acquisitions consummated during the year.

Extended Care Business

Contractual billing adjustments recorded to Extended Care Business claims receivables for the fiscal years ended March 30, 2012 and April 1, 2011 were $2.3 million and $3.1 million, respectively. Adjustments were 34.5% and 29.7% of gross claims receivable during the fiscal years ended March 30, 2012 and April 1, 2011, respectively. The increase in contractual billing adjustments in fiscal year 2012 as compared to prior year relates to additional adjustments on Medicare and Medicaid billings.

Although the Company believes its judgments, estimates and/or assumptions related to contractual billing adjustments are reasonable, making material changes to such judgments, estimates and/or assumptions could materially affect the Company’s financial results.

Income Taxes

The Company uses the asset and liability method for determining its provision for income taxes and deferred tax assets and liabilities. Under this method, the amount of deferred tax assets and liabilities at the end of each period are determined using the tax rate expected to be in effect when taxes are actually paid or recovered. Valuation allowances are established to reduce deferred tax assets when it is more likely than not that some portion or all of the deferred tax assets will not be realized. In determining the need for valuation allowances, significant judgment and estimates are used as management considers short- and long-term forecasts of future taxable income as well as prudent and feasible tax planning strategies. These judgments and estimates include some degree of uncertainty and changes to these estimates could require management to adjust the valuation allowances for deferred tax assets.

The Company had gross deferred income tax assets of $75.6 million and $72.7 million as of March 30, 2012 and April 1, 2011, respectively. There were no valuation allowances as of March 30, 2012 and April 1, 2011, as management believes it will fully utilize the Company’s deferred tax assets before their expiration.

The Company has not provided for U.S. income taxes on accumulated and undistributed earnings attributable to foreign operations as the Company intends to permanently reinvest these undistributed earnings. These earnings relate to ongoing operations and were $20.2 million and $10.5 million as of March 30, 2012 and April 1, 2011, respectively.

53

The Company’s tax filings are periodically subject to review by the Internal Revenue Service (“IRS”) and other taxing authorities, which may result in assessments of additional tax. Resolution of these assessments, either with the taxing authority or the courts, inevitably includes some degree of uncertainty; accordingly, the Company provides taxes only for the amounts management believes will ultimately result from these proceedings. Management’s experience has been that the estimates and assumptions used to provide for future tax assessments have proven to be appropriate. However, past experience is only a guide, and the potential exists, however limited, that adjustments resulting from the resolution of current and potential future tax controversies may differ materially from the amount accrued.

Current standards of accounting for uncertainty in income taxes provides that a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes. This standard requires management to make significant judgments while assessing the probability of possible outcomes of future tax examinations. As of March 30, 2012 and April 1, 2011, the liability for uncertain tax positions was $1.4 million and $1.5 million, respectively. Management does not expect the amount of unrecognized tax benefits to change significantly over the next twelve months.

If the estimates or judgments described above were to change, a hypothetical 1% change in the Company’s effective tax rate would impact consolidated income from continuing operations by approximately $1.2 million in fiscal year 2012.

Valuation of Intangible Assets, Other Long-lived Assets, and Goodwill

Acquisitions

The Company allocates the purchase price of acquired companies to the tangible and intangible assets acquired and liabilities assumed based on estimated fair values. Such valuations require management to make significant estimates and assumptions. Critical estimates in the valuation of acquired assets include, but are not limited to: (i) expected future cash flows from existing customer contracts and relationships; (ii) assumptions relating to the impact of noncompete agreements on business operations; (iii) assumptions related to the impact on the timing of expected future cash flows; (iv) retention of customers and key business leaders; and (v) the risk inherent in investing in intangible assets. These estimates are inherently uncertain and unpredictable. Assumptions may be incomplete or inaccurate, and unanticipated events and circumstances may occur which may affect the accuracy or validity of such assumptions, estimates, or other actual results. For these reasons, management believes the estimates used in determining the fair value of assets acquired through an acquisition are critical accounting estimates.

During fiscal years 2009 through 2011, the Company made acquisitions with initial purchase prices totaling $84.4 million. During fiscal year 2012, the Company made acquisitions with initial, unadjusted purchase price totaling $70.0 million. Adjustments to the valuation of acquired assets and liabilities subsequent to the date of purchase based on changes in management’s original estimates were immaterial to the current and previous three fiscal years.

Impairment

Under ASC 350, Intangibles – Goodwill and Other (“ASC 350”), goodwill and indefinite-lived intangible assets are not amortized, but instead tested for impairment annually or whenever events or changes in circumstances indicate the carrying amount may be impaired. Goodwill and indefinite-lived intangible assets are reviewed for impairment at each reporting unit annually on the last day of each fiscal year.

The impairment and disposal of long-lived assets is accounted for in accordance with ASC 360-10, Property, Plant, and Equipment—Overall, (“ASC 360-10”). ASC 360-10 requires that long-lived assets, such as property and equipment and intangible assets subject to amortization, be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In the event that the carrying value of assets are determined to be unrecoverable, the Company would estimate the fair value of the assets or reporting unit and record an impairment charge for the excess of the carrying value over the fair value. In

54

conducting the impairment analysis, the Company determines the fair value of its reporting units using valuation techniques which may include discounted cash flow analyses requiring management to make certain assumptions regarding estimated future cash flows, revenues, earnings, and other factors, including discount rates, to determine the fair value of these respective assets. The application of different assumptions about such matters as estimated future cash flows or discount rates, or the testing for impairment at a different level of the organization or on a different organizational structure, may produce materially different results. For these reasons, management believes the estimates used in evaluating the Company’s goodwill, indefinite-lived intangible assets, and long-lived assets are critical accounting estimates. Based on management’s review, goodwill, intangible assets, and other long-lived assets were not impaired during fiscal years 2011, 2010, and 2009. As of March 30, 2012 and April 1, 2011, the Company’s intangible asset, other long-lived asset, and goodwill balances totaled $357.4 million and $311.4 million, respectively.

Based on management’s review, goodwill, intangible assets, and other long-lived assets were not impaired during fiscal year 2012 and management does not believe there were any circumstances which indicated the carrying value of an asset might not be recoverable in the future. Additionally, a hypothetical 1% change in the discount rate utilized in the Company’s discounted cash flow analysis would not have indicated impairment for any of the Company’s reporting units.

Long-Term Incentive Compensation

Equity Incentive Plans

As of March 30, 2012, the Company has outstanding grants of nonqualified stock options, time-based restricted stock and performance-based restricted stock outstanding.

Estimates are required to determine the number of stock-based awards which will ultimately vest, and, in the case of performance-based restricted stock, estimates of the Company’s future performance. Changes in the estimated forfeiture rates and changes in estimates regarding the Company’s performance can have material effects on stock-based compensation expense. Accordingly, management has determined that the estimates used to determine equity-based compensation expense are critical accounting estimates.

When estimating forfeitures, the Company considers termination behaviors as well as trends of actual equity-based awards forfeited. Management periodically re-assesses the estimated forfeiture rate established upon grant date. Such estimates are revised if they differ materially from actual forfeitures. As required, forfeiture estimates are adjusted to reflect actual forfeitures when an award vests. Actual forfeitures in future reporting periods could be materially higher or lower than management’s current estimates, which could have a material impact on equity-based compensation expense recognized in future years.

When estimating the Company’s earnings per share goals for performance-based restricted stock, the Company reviews historical performance, internal plans and goals, economic conditions, and other performance metrics. These future performance estimates are re-assessed throughout the service period. Such estimates are revised, if necessary, if they differ materially from the original assessment and may have an impact on the vesting of an award. If actual performance differs significantly from management’s estimates, it could have a material impact on equity-based compensation expense recognized in future years.

During the fiscal year ended March 30, 2012, the Company changed its estimate of the number of shares to be delivered on its performance based awards. This change reflected a decrease in estimated achievement of performance conditions based on actual and expected future financial performance. The change in estimate decreased Performance Share Units outstanding by approximately 98,000 shares. As a result of the change in performance estimate, stock based compensation expenses decreased $1.5 million ($0.9 million, net of tax), or $0.02 per diluted share during the year ended March 30, 2012.

Based on the financial results during fiscal year 2010, management revised its assessment for probable achievement of performance conditions related to long-term incentive compensation plans. Management reviewed the fiscal year results impacted by: (i) the impact of revenue growth programs, (ii) the impact of implemented cost savings initiatives, (iii) the increase in sales of H1N1 related products, and (iv) the gain on sale of shares in athena. It was

55

determined the cumulative impact of these events required the Company to adjust its estimates and adjust the accruals to these plans based on those estimates. The change in estimate for these awards resulted in an increase in stock-based compensation expense of $9.1 million ($5.6 million, net of tax), or $0.10 per diluted share during fiscal year 2010, offset by a decrease in expense of $4.4 million related to the departure of the Company’s former Chairman and Chief Executive Officer.

Total stock-based compensation expense during the fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010, was $6.4 million, $9.2 million, and $12.2 million, respectively. Current forfeiture rates average 1.0% per quarter, with actual rates ranging from 0.1% to 3.9% per quarter for fiscal years 2009-2011. If management had used the low and high end of these actual ranges during fiscal year 2012, equity-based compensation expense, included in general and administrative expenses, would have been $6.5 million and $6.4 million, respectively. Holding forfeiture rates static, if management had estimated the Company’s future performance at the minimum and maximum earnings per share ranges, since inception of the awards, equity-based compensation expense would have been $5.8 million and $8.4 million, respectively, during the fiscal year ended March 30, 2012. Refer to Footnote 15, Incentive and Stock-Based Compensation, for additional information.

Cash-based incentive plans

The Company maintains cash-based long-term incentive plans, the Shareholder Value Plans (“SVP”), for certain employees. The SVP provides incentive to enhance shareholder value through the achievement of cumulative earnings per share goals.

Estimates are required to determine the Company’s expected future performance and cumulative earnings per share at the end of the three-year performance period. Changes in estimates regarding the Company’s performance can have a material effect on cash-based incentive compensation expense. For this reason, management has determined that the performance estimates used for long-term cash-based compensation expense are critical accounting estimates.

When estimating the Company’s earnings per share goals for the SVP, the Company reviews historical performance, internal plans and goals, economic conditions, and other performance metrics. These future performance metrics are re-assessed throughout the service period. Such estimates are revised, if necessary, if they differ materially from the original assessment. If actual performance differs significantly from management’s estimates, it could have a material impact on cash-based compensation expense recognized in future years.

During fiscal year 2012, the Compensation Committee approved the 2011 Shareholder Value Plan (“2011 SVP”), a cash based performance award program for certain officers and management under the 2006 Incentive Plan. The performance period under the 2011 SVP is the 36-month period from April 1, 2011 to March 28, 2014. Target awards under the 2011 SVP were calculated as three times the participant’s base salary times an award factor ranging from 15% to 40% and performance goals were based on planned cumulative earnings per share. Due to a reduction in payout estimates based on performance, the Company has no accrued compensation cost related to the 2011 SVP recorded as of March 30, 2012.

During fiscal year 2009, the Compensation Committee approved the 2008 Shareholder Value Plan (“2008 SVP”). The performance period under the 2008 SVP was the three year period from March 31, 2008 to April 1, 2011. Based upon current results and expected future results as discussed above, the Company recognized an additional $2.3 million in corporate compensation expense during fiscal year 2010 related to the 2008 SVP due to a change in estimate. There were no material changes in estimates during fiscal year 2011. The Company accrued approximately $10.7 million of compensation cost related to the 2008 SVP, recorded in Other current liabilities in the accompanying Consolidated Balance Sheets as of April 1, 2011, which was paid in June 2011.

Recent Accounting Pronouncements

In October 2009, the FASB issued an Accounting Standards Update (“ASU”) for multiple deliverable revenue arrangements. The update requires entities to allocate revenue in an arrangement using estimated selling prices of the delivered goods and services based on a selling price hierarchy. The update eliminates the residual method of revenue allocation and requires revenues to be allocated using the relative selling price method. The Company

56

adopted this update prospectively for revenue arrangements entered into or materially modified beginning in the first quarter of fiscal year 2012. The Company has evaluated this standard and determined it did not have a material effect on the Company’s statements of financial condition or results of operations.

In May 2011, the FASB issued an ASU with amendments to achieve common fair value measurement and disclosure requirements in GAAP. The amendments in this update clarified the language used to describe many of the requirements in GAAP for measuring fair value and for disclosing information about fair value measurements. The following areas were impacted by this ASU: (i) application of the highest and best use and valuation premise concepts; (ii) measuring the fair value of an instrument classified in shareholders’ equity; and (iii) additional quantitative disclosures regarding unobservable inputs used in Level 3 fair value measurements. The amendments are effective during interim and annual periods beginning after December 15, 2011, or the Company’s fourth quarter of fiscal year 2012. The Company has evaluated this standard and determined that, other than requiring additional disclosures, it will not have a material impact on the Company’s statements of financial condition or results of operations.

In June 2011, the FASB issued new guidance on the presentation of comprehensive income that requires changes in stockholders’ equity to be presented either (i) in a single continuous statement of comprehensive income, or (ii) in two separate consecutive statements. The ASU requires retrospective application and is effective for fiscal years, and interim periods within those years, beginning after December 15, 2011, or the Company’s fiscal year 2013. In December 2011, the FASB indefinitely deferred the effective date for amendments pertaining to the presentation of reclassification adjustments by component. The Company has evaluated this standard and determined it will not have a material effect on the Company’s statements of financial condition or results of operations.

In September 2011, the FASB issued amended guidance to simplify the method in which entities test goodwill for impairment. This ASU allows an entity to assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. Additional disclosure requirements were included with this update, including an explanation of qualitative factors used in the goodwill analysis. The amendments in this update are effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011, or the Company’s fiscal year 2013. The Company has evaluated this standard and determined it will not have an effect on the Company’s statements of financial condition or results of operations.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market Risk. The Company’s objective in managing market risk exposures is to identify and limit the potential impact of changes in interest rates, commodity availability, and access of capital on earnings and cash flow. The following assessment of the Company’s market risk does not include uncertainties that are either nonfinancial or nonquantifiable, such as political uncertainty, economic uncertainty, impact of future tax legislation, and credit risks.

Interest Rate Risk. The Company’s primary interest rate exposure relates to cash and cash equivalents and fixed and variable rate debt. During fiscal year 2012, the Company’s debt obligations consisted of (i) $250.0 million senior notes with a fixed rate of 6.375%, (ii) $230.0 million senior convertible notes with a fixed rate of 3.125%, and (iii) variable rate borrowings under the revolving line of credit, which bear interest at the bank’s base rate or at LIBOR plus an applicable margin.

Changes in interest rates affect interest payments under the Company’s variable rate revolving line of credit agreement. During fiscal year 2012, the Company had average daily variable rate borrowings under its line of credit of $44.4 million. A hypothetical 1% increase/decrease in prevailing interest rates as of March 30, 2012, would result in a corresponding increase/decrease in interest expense of less than $0.1 million.

During fiscal year 2011, the Company had average daily variable rate borrowings under its line of credit of $3.8 million. A hypothetical 1% increase/decrease in prevailing interest rates as of April 1, 2011, would result in a corresponding increase/decrease in interest expense of less than $0.1 million.

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Changes in interest rates also affect rates of return on the Company’s cash equivalents and short-term investments, which generally consist of money market accounts.

Currency Risk. The Company’s currency rate exposures relate to products that are globally sourced from manufacturers in Southeast Asia. Currently, the Company has negotiated settlement of payments to manufacturers in U.S. dollars. However, over time, local country currency fluctuations may increase or decrease the negotiated cost that the Company must pay for these products. In addition, the Company may in future periods negotiate settlement of payments to manufacturers in the local currency of the country providing a product which would then subject the Company to foreign currency risk.

Commodity Risk. The Company’s primary commodity exposures relate to fluctuations in the price of gasoline and diesel fuel and the procurement of certain medical supplies in which the product cost is dependent upon the price of raw materials, which may fluctuate significantly.

The Company’s direct fuel exposure relates to fluctuations in fuel costs that affect the Company-leased delivery fleet or third-party delivery charges. Significant increases in the cost of gasoline and diesel fuel may impact the Company’s gross margin, cost to deliver, and the operating costs of third party transportation providers. Common carriers have passed these increases through to the Company in the form of a fuel surcharge, which may adversely affect the Company’s results of operations. Beginning in fiscal year 2006, the Company implemented a fuel surcharge to its customers to pass on a portion of the increased cost of gasoline and diesel fuel with adjustments to the amount of surcharge based on market conditions. There can be no assurance that the Company will be able to fully pass along further significant increases in fuel costs to its customers due to the competitive nature of the medical supply distribution industry.

As of March 2012 and March 2011, the U.S. national average for unleaded gasoline was $3.98 and $3.74/gallon, respectively, and the U.S. national average for diesel fuel was $4.14 and $3.98/gallon, respectively. With respect to the Company’s direct fuel purchases, a hypothetical 10% increase/decrease in diesel and unleaded fuel costs during fiscal years 2012 and 2011 would have resulted in a corresponding increase/decrease in fuel expense of approximately $0.8 million and $0.6 million, respectively.

The Company purchases latex and vinyl gloves through agreements in which the pricing of gloves is based on the price of latex as traded on the Malaysian Rubber Exchange and the weighted price of the raw materials Poly Vinyl Chloride (“PVC”), Dioctylphthalate (“DOP”), and Nitrile Butadiene (“NDR”). Latex, PVC, DOP, and NDR in their raw form are only a few of many components used in the manufacture of gloves. Based on estimates of component mix, the following table presents the change in product cost of a hypothetical 10% increase/decrease in the underlying raw material cost during fiscal years 2012 and 2011:

	Hypothetical Change in Product Cost of 10%
	For the Fiscal Year Ended
	March 30, 2012		April 1, 2011
(dollars in millions)	Amount (+/-)		Amount (+/-)
Latex gloves	$	1.4	$	0.9
Vinyl gloves		1.7		1.1
Nitrile gloves		0.7		0.3

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

INDEX TO THE CONSOLIDATED FINANCIAL STATEMENTS

	Page
Report of Independent Registered Public Accounting Firm		F-2
Consolidated Balance Sheets - March 30, 2012 and April 1, 2011		F-3
Consolidated Statements of Operations for the Years Ended March 30, 2012, April  1, 2011 and April 2, 2010		F-4
Consolidated Statements of Equity and Comprehensive Income for the Years Ended March 30, 2012,  April 1, 2011 and April 2, 2010		F-5
Consolidated Statements of Cash Flows for the Years Ended March 30, 2012, April  1, 2011 and April 2, 2010		F-6
Notes to Consolidated Financial Statements		F-7
Schedule II - Valuation and Qualifying Accounts for the Years Ended March 30, 2012, April  1, 2011 and April 2, 2010		F-52

F-1

Report of Independent Registered Public Accounting Firm

The Board of Directors and Shareholders

PSS World Medical, Inc.:

We have audited the accompanying consolidated balance sheets of PSS World Medical, Inc. and subsidiaries (the Company) as of March 30, 2012 and April 1, 2011, and the related consolidated statements of operations, equity and comprehensive income and cash flows for each of the years in the three-year period ended March 30, 2012. In connection with our audits of the consolidated financial statements, we also have audited the financial statement schedule. These consolidated financial statements and financial statement schedule are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements and financial statement schedule based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of PSS World Medical, Inc. and subsidiaries as of March 30, 2012 and April 1, 2011, and the results of their operations and their cash flows for each of the years in the three-year period ended March 30, 2012, in conformity with U.S. generally accepted accounting principles. Also, in our opinion, the related financial statement schedule, when considered in relation to the basic consolidated financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), PSS World Medical Inc.’s internal control over financial reporting as of March 30, 2012, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our report dated May 25, 2012 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

/s/ KPMG LLP

May 25, 2012

Jacksonville, Florida

Certified Public Accountants

F-2

PSS WORLD MEDICAL, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

MARCH 30, 2012 AND APRIL 1, 2011

(Dollars in Thousands)

ASSETS
	2012		2011
Current Assets:
Cash and cash equivalents	$	163,152	$	29,348
Accounts receivable, net		257,700		247,229
Inventories		213,586		213,211
Deferred tax assets, net		16,962		20,533
Prepaid expenses and other current assets		34,292		34,285
Total current assets		685,692		544,606
Property and equipment, net		101,036		102,401
Other Assets:
Goodwill		201,752		167,094
Intangibles, net		54,600		41,879
Other assets		112,890		95,692
Total assets (a)	$	1,155,970	$	951,672
LIABILITIES AND EQUITY
Current Liabilities:
Accounts payable	$	146,533	$	128,057
Accrued expenses		41,753		37,175
Current portion of long-term debt		—		761
Other current liabilities		12,041		33,211
Total current liabilities		200,327		199,204
Revolving line of credit and long-term debt, excluding current portion		454,916		195,662
Other noncurrent liabilities		109,916		110,280
Total liabilities (a)		765,159		505,146
Commitments and contingencies (Notes 2, 11, 12, 14, 15, 16, 17 and 19)
Equity:
PSS World Medical Inc. shareholders’ equity:
Preferred stock, $0.01 par value; 1,000,000 shares authorized, no shares issued and outstanding		—		—
Common stock, $0.01 par value; 150,000,000 shares authorized, 50,312,323 and 55,465,600 shares issued and outstanding as of March 30, 2012 and April 1, 2011, respectively		495		546
Additional paid-in capital		—		122,912
Retained earnings		386,633		319,468
Total PSS World Medical, Inc. shareholders’ equity		387,128		442,926
Noncontrolling interest		3,683		3,600
Total equity		390,811		446,526
Total liabilities and equity	$	1,155,970	$	951,672

(a) See Footnote 5, Variable Interest Entity, for discussion of the assets and liabilities related to the Company’s consolidated variable interest entity.

The accompanying notes are an integral part of these consolidated financial statements.

F-3

PSS WORLD MEDICAL, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE YEARS ENDED MARCH 30, 2012, APRIL 1, 2011 AND APRIL 2, 2010

(In Thousands, Except Per Share Data)

	2012			2011			2010
Net sales	$	2,102,002		$	2,034,789		$	2,055,171
Cost of goods sold		1,427,799			1,399,018			1,427,476
Gross profit		674,203			635,771			627,695
General and administrative expenses		392,990			364,749			370,871
Selling expenses		147,857			137,466			135,843
Income from operations		133,356			133,556			120,981
Other (expense) income:
Interest expense		(20,148	)		(17,121	)		(17,295	)
Interest income		173			284			376
Other income, net		2,084			2,506			6,068
Other expense, net		(17,891	)		(14,331	)		(10,851	)
Income before provision for income taxes		115,465			119,225			110,130
Provision for income taxes		41,063			44,561			40,767
Net income		74,402			74,664			69,363
Net income attributable to noncontrolling interest		83			179			—
Net income attributable to PSS World Medical, Inc.	$	74,319		$	74,485		$	69,363
Earnings per common share attributable to
PSS World Medical, Inc.:
Basic	$	1.43		$	1.35		$	1.20
Diluted	$	1.38		$	1.32		$	1.18
Weighted average common shares outstanding:
Basic		51,998			54,996			58,029
Diluted		53,989			56,546			58,943

The accompanying notes are an integral part of these consolidated financial statements.

F-4

PSS WORLD MEDICAL, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF EQUITY AND COMPREHENSIVE INCOME

FOR THE YEARS ENDED MARCH 30, 2012, APRIL 1, 2011 AND APRIL 2, 2010

(Dollars in Thousands, Except Share Data)

	Shares			Amount			Additional Paid-In Capital			Retained Earnings			Accumulated Other Comprehensive (Loss) Income			Total PSS World Medical, Inc. Shareholders’ Equity			Noncontrolling Interest		Total Equity
Balance as of March 27, 2009		58,301,253		$	583		$	200,175		$	175,620		$	1,652		$	378,030		$	—	$	378,030
Net income		—			—			—			69,363			—			69,363			—		69,363
Unrealized holding gains on available-for-sale investments, net of taxes of $33		—			—			—			—			56			56			—		56
Reclassification adjustment for gains on available-for-sale investments included in net income, net of taxes of $1,375		—			—			—			—			(2,260	)		(2,260	)		—		(2,260	)
Impact of interest rate swap, net of taxes of $339		—			—			—			—			552			552			—		552
Total comprehensive income																	67,711			—		67,711
Repurchases and retirement of common stock		(2,767,093	)		(28	)		(57,148	)		—			—			(57,176	)		—		(57,176	)
Exercise of stock options		547,823			6			4,483			—			—			4,489			—		4,489
Stock-based compensation		—			—			11,887			—			—			11,887			—		11,887
Vesting of restricted stock		90,354			1			(1	)		—			—			—			—		—
Excess tax benefit from stock-based compensation		—			—			2,516			—			—			2,516			—		2,516
Employee benefits and other		27,256			—			557			—			—			557			—		557
Balance as of April 2, 2010		56,199,593		$	562		$	162,469		$	244,983		$	—		$	408,014		$	—	$	408,014
Net income		—			—			—			74,485			—			74,485			179		74,664
Total comprehensive income		—			—			—			—			—			74,485			179		74,664
Acquisition of variable interest entity		—			—			—			—			—			—			3,421		3,421
Repurchases and retirement of common stock		(2,728,300	)		(27	)		(54,734	)		—			—			(54,761	)		—		(54,761	)
Exercise of stock options		337,853			3			2,075			—			—			2,078			—		2,078
Stock-based compensation		—			—			9,285			—			—			9,285			—		9,285
Vesting of restricted stock		802,005			8			(8	)		—			—			—			—		—
Excess tax benefit from stock-based compensation		—			—			3,187			—			—			3,187			—		3,187
Employee benefits and other		23,892			—			638			—			—			638			—		638
Balance as of April 1, 2011		54,635,043		$	546		$	122,912		$	319,468		$	—		$	442,926		$	3,600	$	446,526
Net income		—			—			—			74,319			—			74,319			83		74,402
Total comprehensive income		—			—			—			—			—			74,319			83		74,402
Repurchases and retirement of common stock		(5,594,668	)		(56	)		(133,229	)		(7,154	)		—			(140,439	)		—		(140,439	)
Exercise of stock options		170,961			1			1,382			—			—			1,383			—		1,383
Stock-based compensation		—			—			6,430			—			—			6,430			—		6,430
Vesting of restricted stock		301,581			4			(4	)		—			—			—			—		—
Excess tax benefit from stock-based compensation		—			—			2,057			—			—			2,057			—		2,057
Employee benefits and other		26,021			—			452			—			—			452			—		452
Balance as of March 30, 2012		49,538,938		$	495		$	—		$	386,633		$	—		$	387,128		$	3,683	$	390,811

The accompanying notes are an integral part of these consolidated financial statements.

F-5

PSS WORLD MEDICAL, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED MARCH 30, 2012, APRIL 1, 2011 AND APRIL 2, 2010

(Dollars in Thousands)

	2012			2011			2010
Cash Flows From Operating Activities:
Net income	$	74,402		$	74,664		$	69,363
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		26,847			25,065			21,940
Amortization of intangible assets		8,930			6,378			5,121
Amortization of debt discount and issuance costs		10,289			9,447			8,852
Noncash compensation expense		7,302			10,227			12,772
Provision for doubtful accounts		2,858			1,741			3,795
(Benefit) provision for deferred income taxes		(1,284	)		3,251			(8,264	)
Provision for deferred compensation		1,165			1,423			1,530
(Gain) loss on sales of property and equipment		(102	)		19			81
Gain on sale of available for sale securities		—			—			(3,635	)
Changes in operating assets and liabilities, net of effects from business combinations:
Accounts receivable, net		85			(7,257	)		221
Inventories		4,096			12,265			(9,718	)
Prepaid expenses and other current assets		833			(6,433	)		(5,710	)
Other assets		(10,885	)		(7,973	)		(4,685	)
Accounts payable		8,828			(8,153	)		(5,129	)
Accrued expenses and other liabilities		(5,080	)		1,664			15,867
Net cash provided by operating activities		128,284			116,328			102,401
Cash Flows From Investing Activities:
Payments for business combinations, net of cash acquired		(65,131	)		(65,934	)		(14,802	)
Capital expenditures		(23,918	)		(18,227	)		(25,923	)
Payment for investment in variable interest entity, net of cash		—			(3,277	)		—
Proceeds from sale of available for sale securities		—			—			10,681
Other		(163	)		(668	)		(541	)
Net cash used in investing activities		(89,212	)		(88,106	)		(30,585	)
Cash Flows From Financing Activities:
Proceeds from issuance of debt		250,000			—			—
Proceeds from borrowings on the revolving line of credit		405,056			106,400			5,350
Repayments on the revolving line of credit		(405,056	)		(106,400	)		(55,350	)
Purchase and retirement of common stock		(140,439	)		(54,761	)		(57,176	)
Payment of contingent consideration on business acquisitions		(9,500	)		(862	)		—
Payment for debt issue costs		(6,467	)		—			—
Excess tax benefits from stock-based compensation arrangements		2,057			3,187			2,516
Proceeds from exercise of stock options		1,383			2,079			4,489
Payments under capital lease obligations		(779	)		(834	)		(925	)
Other		(1,523	)		(434	)		—
Net cash provided by (used in) financing activities		94,732			(51,625	)		(101,096	)
Net increase (decrease) in cash and cash equivalents		133,804			(23,403	)		(29,280	)
Cash and cash equivalents, beginning of period		29,348			52,751			82,031
Cash and cash equivalents, end of period	$	163,152		$	29,348		$	52,751

The accompanying notes are an integral part of these consolidated financial statements.

F-6

PSS WORLD MEDICAL, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 30, 2012, APRIL 1, 2011 AND APRIL 2, 2010

(Dollars in Thousands, Except Per Share Data, Unless Otherwise Noted)

1. NATURE OF OPERATIONS

PSS World Medical, Inc. (the “Company” or “PSSI”), a Florida corporation, began operations in 1983. The Company is a national distributor of medical products and supplies, diagnostic equipment, healthcare information technology and pharmaceutical products, and provides professional and consulting services to the physician, long-term care, assisted living, home health care, and hospice markets. The Company has full-service distribution centers strategically located to efficiently serve all 50 states throughout the United States.

The Company currently conducts business through two operating segments, the Physician Business and the Extended Care Business, which serve a diverse customer base. A third reporting segment, Shared Services, consists of departments that support the operating segments through the delivery of standardized service.

The Physician Business, or the Physician Sales & Service division, is a leading distributor of medical supplies, diagnostic equipment, pharmaceutical-related products, healthcare information technology, professional and consulting services and physician dispensing solutions to alternate site healthcare providers in the U.S. The Physician Business currently operates 33 full-service distribution centers, 39 break-freight locations, 2 service centers, and 2 redistribution facilities, some of which are shared with the Extended Care Business, serving physician offices in all 50 states.

The Extended Care Business, or the Gulf South Medical Supply division, is a national distributor of medical supplies and related products and solutions to the extended care industry in the United States. The Extended Care Business serves the skilled nursing home, assisted living, home health care, and hospice markets. In addition, the Extended Care Business also provides Medicare Part B billing services, either on a fee-for-service or a full-assignment basis and Medicaid billing services to the assisted living market. The Extended Care Business currently operates 18 full-service distribution centers, 10 break-freight locations, 2 service centers, and 2 redistribution facilities, some of which are shared with the Physician Business, serving independent and regional skilled nursing facilities, assisted living centers, home health care, and hospice providers in all 50 states.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and include the accounts of PSS World Medical, Inc. and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation.

The Company reports its year-end financial position, results of operations, and cash flows on the Friday closest to March 31. Fiscal years 2012 and 2011 each consisted of 52 weeks and 253 selling days and fiscal year 2010 consisted of 53 weeks or 258 selling days.

Use of Estimates

The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant items subject to such estimates and assumptions include the carrying amount of inventories, property and equipment, goodwill, and intangibles; allowances for doubtful accounts receivables, contractual billing adjustments and vendor rebate receivables; valuation allowances for deferred income taxes; liabilities for loss contingencies; incentive and stock-based compensation expense; and valuations associated with business combinations. Actual results could differ from the estimates and assumptions used in preparing the consolidated financial statements.

F-7

Fair Value of Financial Instruments

The carrying amounts of the Company’s current financial instruments, including cash and cash equivalents, short-term trade receivables, and accounts payable, approximate their fair values due to the short-term nature of these assets and liabilities. The gross carrying value of the Company’s 6.375% unsecured senior notes issued in 2012 as of March 30, 2012 was $250,000 and the fair value, estimated using a third party valuation model, was approximately $257,500. The gross carrying value of the Company’s 3.125% senior convertible notes issued in 2008 as of March 30, 2012 and April 1, 2011 was $230,000 and the fair value, estimated using a third party valuation model, was approximately $302,174 and $323,800, respectively.

Cash and Cash Equivalents

Cash and cash equivalents generally consist of demand deposits with financial institutions and highly liquid investment grade instruments having maturities of three months or less at the date of purchase. Cash and cash equivalents are stated at cost, which approximates market value.

Outstanding checks in excess of cash balances available for a legal right of offset are reclassified to Accounts payable on the Consolidated Balance Sheets. Amounts reclassified to accounts payable were $10,069 and $13,425 as of March 30, 2012 and April 1, 2011, respectively.

Accounts Receivable

Trade accounts receivable consists of amounts owed to the Company and is stated net of allowances, which approximates fair value due to the short-term nature of the asset. The Company’s outstanding accounts receivable balances are exposed to credit risk and valuation allowances are established for estimated losses resulting from non-collection of outstanding amounts due from customers. The valuation allowances include specific amounts for those accounts that are deemed likely to be uncollectible, such as disputed amounts and customers in bankruptcy, and general allowances for accounts that management currently believes to be collectible but that may later become uncollectible. Estimates are used to determine the valuation allowances and are generally based on historical collection results, current economic trends, credit-worthiness of customers, and changes in customer payment terms. Cash flows related to changes in accounts receivable balances are classified as operating activities within the Consolidated Statements of Cash Flows.

The Physician Business’ trade accounts receivable consists of many individual accounts, none of which is individually significant to the Company. The Physician Business had allowances for doubtful accounts of approximately $3,167 and $2,934 as of March 30, 2012 and April 1, 2011, respectively. During fiscal years 2012, 2011, and 2010, bad debt expense was less than 1% of net sales.

The Extended Care Business’ trade accounts receivable has a number of large customer accounts that are significant to its business. Approximately 16%, 16%, and 15%, of the Extended Care Business’ net sales for the fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010, respectively, represent net sales to its largest five customers. As of March 30, 2012 and April 1, 2011, the outstanding accounts receivable balances of these customers represented approximately 10% of accounts receivable, net of allowance for doubtful accounts, respectively. The Extended Care Business had allowances for doubtful accounts of approximately $3,047 and $2,875 as of March 30, 2012 and April 1, 2011, respectively. During fiscal years 2012, 2011, and 2010, bad debt expense was less than 1% of net sales.

Over the past three years, the Company’s average allowance for doubtful accounts has represented 2% of the Physician Business’ gross accounts receivable balance, and 4% of the Extended Care business’ gross accounts receivable balance.

F-8

Contractual Billing Adjustments

The Company provides medical claim billing services on a fee-for-service or a full-assignment basis and records claims receivable due from insurance carriers. A claim may become uncollectible in full due to denial, or partially uncollectable due to discounts taken. Management estimates contractual billing adjustments based on historical collection experience, and also considers voided claims and claims written off. Contractual billing adjustments are recorded as a reduction to Net sales on the Consolidated Statements of Operations.

Inventories

Inventories consist of medical products, medical equipment, and other related products and are stated at the lower of cost or market. Cost is determined using the first-in, first-out (“FIFO”) method. Market is defined as net realizable value. The net realizable value of excess and slow moving inventory is determined using judgment as to when inventory will be sold and the quantities and prices at which inventory will be sold in the normal course of business. Obsolete or damaged inventory is disposed of or written down to net realizable value on a quarterly basis. Additional adjustments, if necessary, are made based on management’s specific review of inventory on-hand. Cash flows related to changes in inventory are classified as operating activities within the Consolidated Statements of Cash Flows.

Property and Equipment

Property and equipment are stated at cost. Depreciation is computed using the straight-line method over the following estimated useful lives of the respective classes of assets:

	Useful Life
Equipment	2 to 10 years
Computer hardware and software	3 to 15 years
Capitalized internal-use software costs	5 to 15 years

Leasehold improvements are amortized over the shorter of the lease term or the estimated useful life. Management is required to use judgment in determining the estimated useful lives of such assets. Changes in circumstances such as technological advances, changes to the Company’s business model, changes in the Company’s business strategy, or changes in the planned use of property and equipment could result in the actual useful lives differing from the Company’s current estimates. In those cases where the Company determines the useful life of property and equipment should be shortened or extended, the Company depreciates the net book value in excess of the estimated salvage value over its revised remaining useful life.

The Company capitalizes the following costs associated with developing internal-use computer software: (i) external direct costs of materials and services consumed in developing or obtaining internal-use computer software; (ii) certain payroll and payroll-related costs for Company employees who are directly associated with the development of internal-use software, to the extent of time spent directly on the project; and (iii) interest costs incurred while developing internal-use computer software. According to ASC 835-20, Interest-Capitalization of Interest, interest cost may be capitalized as a part of the historical cost of acquiring certain assets, such as assets that are constructed or produced for a company’s own use. The amount of capitalized interest during fiscal years 2012, 2011, and 2010 was $897, $511, and $1,182, respectively.

Gains or losses upon retirement or disposal of property and equipment are recorded in Other income, net in the accompanying Consolidated Statements of Operations. Normal repair and maintenance costs that do not substantially extend the life of property and equipment are expensed as incurred.

Goodwill

Goodwill represents the future economic benefits and synergies arising from other assets acquired in a business combination that are not individually identified and separately recognized. In accordance with the provisions of ASC 350-20, Intangibles – Goodwill and Other – Goodwill, goodwill is reviewed for impairment annually as of the

F-9

last day of the fiscal year. An interim review is performed between annual tests whenever events or changes in circumstances indicate the carrying amount of the goodwill may be impaired. Because the estimated fair value of the reporting units exceeded the carrying amount of the goodwill, there was no impairment as of March 30, 2012 and April 1, 2011.

Intangibles

ASC 350-30, Intangibles – Goodwill and Other – General Intangibles Other Than Goodwill, requires intangible assets with finite useful lives be amortized over their respective estimated useful lives. Amortization is computed using the straight-line method.

Certain sales representatives employed by the Physician and Extended Care Businesses have executed employment agreements in exchange for a cash payment (“Nonsolicitation Agreements”). These employment agreements include nonsolicitation covenants, which state that the sales representative can neither solicit nor accept business from certain of the Company’s customers for a stated period of time subsequent to the date the sales representative ceases employment with the Company. The costs associated with these Nonsolicitation Agreements are capitalized and amortized on a straight-line basis over their estimated useful lives, plus the stated nonsolicitation period. If a sales representative terminates employment prior to the end of the estimated useful life of the agreement, the remaining net book value of the asset is amortized over the stated nonsolicitation period.

During the period the sales representatives remain employed with the Company, the nonsolicitation intangible asset is evaluated for impairment in accordance with the provisions of ASC 360-10, Property, Plant, and Equipment – Overall. This standard requires the Company to test for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. Certain factors which may indicate an impairment exists include, but are not limited to: (i) a change in a state’s legal system that would impact any legal opinion relied upon when assessing enforceability of the nonsolicitation covenants, (ii) a decline in gross profit or sales volume, (iii) death, or (iv) full retirement by the sales representative. In the event the carrying value of the assets were to be determined unrecoverable, the Company would estimate the fair value of the assets and record an impairment charge for the excess of the carrying value over the fair value. There were no impairments as of March 30, 2012 or April 1, 2011.

Impairment of Long-Lived Assets

Long-lived assets, other than goodwill and indefinite-lived intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount may not be recoverable in accordance with ASC 360-10, Property, Plant, and Equipment – Overall. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted future cash flows expected to result from the use and eventual disposition of the asset. The impairment loss is measured as the amount by which the carrying amount of the long-lived asset exceeds fair value.

The Company evaluates the recoverability of indefinite-lived intangible assets annually in accordance with ASC 350-30, Intangibles – Goodwill and Other – General Intangibles Other Than Goodwill. An interim review may be performed more frequently, if events or changes in circumstances, such as a decline in sales, earnings, or cash flows, or material adverse changes in the business climate, indicate that the carrying value of an asset might be impaired. There were no impairments as of March 30, 2012 or April 1, 2011.

Discontinued Operations

A business is classified as a discontinued operation when the operations and cash flows of the business can be clearly distinguished and have been or will be eliminated from the Company’s ongoing operations, the business has either been disposed of or is classified as held for sale, and the Company will not have any significant continuing involvement in the operations of the business after the disposal transaction. The results of discontinued operations (as well as the gain or loss on the disposal) are aggregated and separately presented in the Company’s Consolidated Statements of Operations, net of income taxes, and in the Consolidated Statements of Cash Flows.

F-10

During the first quarter of fiscal year 2013 the Company’s Board of Directors approved a strategic restructuring plan designed to transform the Company. The restructuring plan will include the sale of two business units serving skilled nursing facilities and specialty dental practices, the integration of all warehouse operations into one common distribution infrastructure, as well as a redesign of the shared services function. The Company determined that certain held for sale criteria had not been met as of March 30, 2012 and therefore reports the assets, liabilities, and the related results of operations as continuing operations. See Footnote 23, Subsequent Events, for additional information.

Insurance Coverage

The Company has a self-funded program for employee and dependent health insurance. This program includes an administrator, a large provider network, and stop loss reinsurance to cover individual claims in excess of $250 per person, with an additional aggregate specific deductible of $190 annually, and up to $2,000 catastrophic loss maximum per lifetime benefit per person. Claims incurred but not reported are recorded based on estimates of claims provided by the third party administrator and are included in Accrued expenses in the accompanying Consolidated Balance Sheets. The Company recognized $16,853, $13,153, and $13,452 in medical expenses, net of employee contributions, during the fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010, respectively.

The Company maintains a primary casualty insurance program for its automobile liability, employer’s liability, and general liability risks, which in general provides limits of up to $2,000, $1,000, and $2,000, respectively. The primary program contains a deductible of $350 for automobile liability, $500 for employer’s liability, and $100 for general liability, subject to a primary aggregate stop loss of approximately $8,000 for the current plan year. The Company also maintains workers compensation policies which have statutory limits that are based on state regulations and have a deductible of $500 per occurrence. In addition, the Company maintains an umbrella/excess liability program to cover occurrences in excess of the underlying primary limits.

Contingent Loss Accruals

In determining the accrual necessary for probable loss contingencies as defined by ASC 450-20, Contingencies – Loss Contingencies, the Company includes estimates for professional fees, such as legal, accounting, and consulting, and other related costs to be incurred, unless such fees and related costs are not probable of being incurred or are not reasonably estimable.

Income Taxes

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the tax consequences attributable to temporary differences between the financial statement carrying amounts and the respective tax basis in existing assets and liabilities. Deferred tax assets and liabilities are measured using the tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Consolidated Statements of Operations in the period that includes the enactment date. The Company has not provided for U.S. income taxes on accumulated and undistributed earnings attributable to foreign operations as the Company intends to permanently reinvest these undistributed earnings.

Revenue Recognition

Revenue is recognized when persuasive evidence of an arrangement exists, evidence of delivery of products or services is obtained, the selling price is fixed or determinable, and collectability of the resulting accounts receivable is reasonably assured. The Company assesses collectability based upon a thorough evaluation of current and prospective customers’ credit history and ability to pay. The Company establishes and adjusts credit terms and limits to reflect customer credit worthiness based upon this evaluation. Customer credit evaluations are updated periodically and for specific events or circumstances such as deterioration in the aging of account balances, bankruptcy filings, or notice or knowledge of financial difficulties.

F-11

Consolidated sales allowances are immaterial and generally represent less than 1% of gross sales.

Physician Business. The Physician Business has three primary sources of revenue: (i) the sale of consumable products; (ii) the sale of equipment; and (iii) claims processing services provided to physician dispensing customers.

Revenue from the sale of consumable products is recognized when products are shipped or delivered since at that time there is persuasive evidence that an arrangement exists, the price is fixed and determinable, and the collection of the resulting accounts receivable is reasonably assured. Revenue from the sale of single deliverable equipment is generally recognized when the equipment is shipped, unless there are multiple deliverables, in which case revenue is recognized when all obligations to the customer are fulfilled. Obligations to the customer are typically satisfied when installation and training are complete. Customers have the right to return consumable products and equipment. Sales allowances are recorded as a reduction of revenue for potential product returns and estimated billing errors. Management analyzes sales allowances quarterly using historical data adjusted for significant changes in volume and business conditions, as well as specific identification of significant returns or billing errors.

Revenue from claims processing services provided to physician dispensing customers is recognized when claims are processed. As the Company acts an agent in the arrangement, revenue is recorded on a net basis.

Extended Care Business. The Extended Care Business has three primary sources of revenue: (i) the sale of consumable products and services to skilled nursing home and assisted living facilities, hospice and home health care providers; (ii) service fees earned for providing Medicare Part B and Medicaid products and services; and (iii) consulting services to skilled nursing home and assisted living facilities, hospice and home health care providers.

Revenue from the sale of consumable products to skilled nursing home facilities, assisted living facilities, and home health care providers is recognized when products are shipped or delivered. Revenue for these products is recorded upon shipment since at that time there is persuasive evidence that an arrangement exists, the price is fixed and determinable, and the collection of the resulting accounts receivable is reasonably assured.

Revenue from providing ancillary medical supplies for Medicare Part B eligible patients and Medicaid eligible patients on a full assignment basis is recognized during the period the supplies are shipped to the eligible patients. The product is shipped to the facility patient specific and becomes the property of that specific patient. Revenue is recorded at the amounts expected to be collected from Medicare, Medicaid, other third-party payers, and directly from customers. Reimbursement from Medicare is subject to review by appropriate government regulators. Revenue from providing Medicare Part B and Medicaid billing services on a fee for service basis is recognized when billing services are rendered to the customer.

Revenue from the sale of consulting services to skilled nursing home and assisted living facilities, hospice and home health care providers is recognized when services are rendered to the customer.

Customers have the right to return consumable products and equipment. Sales allowances are recorded as a reduction of revenue for (i) potential product and equipment returns, (ii) patients that turn out to be ineligible to be billed to Medicare or other payor, and (iii) Medicare Part B and Medicaid reimbursement denials, capped rental of enteral pumps, and billing errors. Management analyzes actual revenue adjustments and Medicare Part B reimbursement denials using historical actual cash collection and actual adjustments to gross revenue. The historical percentage is used to estimate the future cash collections and required accounts receivable reserve. Additional allowances are recorded for any significant specific adjustments known to management.

Vendor Rebates

The Company receives transaction-based and performance-based rebates from third party suppliers. Transaction-based rebates are generally associated with a specific customer contract and are recognized as a reduction to cost of goods sold at the time the transaction occurs. Management establishes a reserve for uncollectible transaction-based vendor rebates based on management’s judgment after considering the status of current outstanding rebate claims, historical denial experience with suppliers, and any other pertinent available information.

F-12

In accordance with ASC 605-50, Revenue Recognition – Customer Payments and Incentives, performance-based rebates are recognized based on a systematic estimation of the consideration to be received relative to the transaction that marks the progress of the Company toward earning vendor rebates, provided the collection of the amounts is, in the judgment of management, reasonably assured. The factors the Company considers in estimating performance-based rebates include actual inventory purchases or sales volumes, in conjunction with vendor rebate contract terms, which generally provide for increasing rebates based on either increased purchases or sales volume. Performance-based rebates are recognized in income only if the related inventory has been sold.

In accordance with ASC 605-50, Revenue Recognition – Customer Payments and Incentives, sales incentive arrangements that meet certain criteria are not recorded as a reduction of cost of sales. Accordingly, reimbursements from manufacturers under these arrangements are recognized by the Company as revenue rather than a reduction of cost of sales.

Transaction-based and performance-based rebate contracts are negotiated periodically with vendors.

The following table summarizes the financial statement impact of transaction-based and performance-based vendor rebates recognized by the Company and each of its segments during fiscal years 2012, 2011, and 2010. Such rebates are classified as either (i) a reduction to cost of goods sold or (ii) an increase to net sales in the accompanying Consolidated Statements of Operations.

(in thousands)	Physician Business
Rebates included within:	2012		2011		2010
Net sales	$	759	$	1,237	$	2,433
Cost of goods sold		124,792		107,924		108,143
Total	$	125,551	$	109,161	$	110,576
	Extended Care Business
Rebates included within:	2012		2011		2010
Cost of goods sold	$	106,251	$	108,718	$	106,141
	Total Company
Rebates included within:	2012		2011		2010
Net sales	$	759	$	1,237	$	2,433
Cost of goods sold		231,043		216,642		214,284
Total	$	231,802	$	217,879	$	216,717

Shipping and Handling Costs

Shipping and handling costs billed to customers are included in Net sales and totaled approximately $15,832, $13,521, and $11,383, for fiscal years 2012, 2011, and 2010, respectively. Shipping and handling costs incurred by the Company, which are included in General and administrative expenses, totaled approximately $110,142, $105,334, and $104,134, for fiscal years 2012, 2011, and 2010, respectively.

Convertible Debt Instruments

In accordance with ASC 470-20, Debt – Debt with Conversion and Other Options, issuers of convertible debt instruments that may be settled in cash upon conversion (including partial cash settlements) should separately account for the liability and equity components in a manner that reflects an estimate of the entity’s nonconvertible debt borrowing rate when interest expense is recognized in subsequent periods. The equity components of the Company’s senior convertible notes are included in Additional paid in capital in the Consolidated Balance Sheets, with a corresponding reduction in the carrying values of these convertible notes as of the date of issuance or modification, as applicable. The reduced carrying values of the convertible notes are accreted to principal amounts through the recognition of non-cash interest expense. This accretion results in recognizing interest expense on these borrowings at effective rates approximating what would have been incurred had the Company issued nonconvertible debt with otherwise similar terms. See Footnote 12, Debt, for additional information.

F-13

Derivative Financial Instruments

Derivative financial instruments are accounted for under ASC 815, Derivatives and Hedging. Accordingly, all derivatives are recorded on the balance sheet as assets or liabilities and measured at fair value. For derivatives designated as cash flow hedges, the effective portion of the changes in fair value of the derivatives are recorded in Accumulated other comprehensive income and subsequently recognized in earnings when the hedged items impact earnings, typically upon settlement. Changes in the fair value of derivatives not designated as hedges and the ineffective portion of cash flow hedges are recorded in current earnings.

Guidance within ASC 815, Derivatives and Hedging, requires enhanced disclosures about an entity’s derivative and hedging activities, including (i) how and why an entity uses derivative instruments, (ii) how derivative instruments and related hedged items are accounted for and its related interpretations, and (iii) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows.

Derivative financial instruments are used principally in the management of the Company’s interest rate exposure. During the fiscal year ended March 28, 2008, the Company entered into an interest rate swap agreement to hedge the variable interest rate of its revolving line of credit. The interest rate swap was designated as a cash flow hedge. During fiscal year ended April 2, 2010, the interest rate swap matured. Amounts paid upon maturity of the interest rate swap agreement were recorded as additions to interest expense. Refer to Footnote 12, Debt, for additional information regarding the Company’s interest rate swap agreement.

Earnings Per Share

Basic and diluted earnings per share are presented in accordance with ASC 260, Earnings Per Share. Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income by the weighted average number of common and common equivalent shares outstanding during the period adjusted for the potential dilutive effect of unvested restricted stock and stock options using the treasury stock method and the conversion of the senior convertible notes. Common equivalent shares are excluded from the computation in periods in which they have an anti-dilutive effect.

The following table sets forth computational data for the denominator in the basic and diluted earnings per share calculation for fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010:

(in thousands)	2012		2011		2010
Denominator-weighted average shares outstanding used in computing basic earnings per share		51,998		54,996		58,029
Assumed exercise of stock options (a)		63		198		324
Assumed vesting of restricted stock		453		650		514
Assumed conversion of 2008 Notes		1,475		702		76
Denominator-weighted average shares outstanding used in computing diluted earnings per share		53,989		56,546		58,943

(a) There were no antidilutive options outstanding as of March 30, 2012, April 1, 2011, and April 2, 2010.

In accordance with ASC 260, Earnings Per Share, and the Company’s stated policy of settling the principal amount in cash, the Company is required to include shares underlying the 2008 Notes in its diluted weighted average shares outstanding due to the average stock price per share for the period exceeding $21.22 (the conversion price for the senior convertible notes) during fiscal year ended March 30, 2012. Only the number of shares that would be issuable (under the treasury stock method of accounting for share dilution) was included, which was based upon the amount by which the average stock price exceeded the conversion price. If the price of the Company’s common

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stock exceeds $28.29 per share, it will also include the effect of the additional potential shares that may be issued related to the warrants transactions associated with the 2008 Notes, using the treasury stock method. Prior to conversion, the purchased options associated with the 2008 Notes are not considered for purposes of the dilutive earnings per share calculation as their effect is considered to be anti-dilutive. Refer to Footnote 12, Debt, for additional information regarding the 2008 Notes.

Stock-Based Compensation

Effective April 1, 2006, the Company adopted the provisions of ASC 718, Compensation – Stock Compensation, (“ASC 718”) using the modified prospective transition method, and therefore, has not restated results for prior periods. The Company applies the fair value recognition provisions of the guidance as it relates to the Company’s stock-based compensation, which requires the Company to recognize expense for the fair value of stock-based compensation awards. Refer to Footnote 15, Incentive and Stock-Based Compensation, for additional information.

Comprehensive Income

Comprehensive income represents all changes in equity of an enterprise that result from recognized transactions and other economic events during the period. Other comprehensive income refers to revenues, expenses, gains, and losses that under GAAP are included in comprehensive income but excluded from net income, such as the unrealized gain or loss on the interest rate swap and unrealized holding gain or loss on available-for-sale investments.

Marketable Securities

As of March 30, 2012, the Company held no investment in available for sale securities. Equity securities previously held by the Company were considered to be available for sale and carried at fair value as of the balance sheet dates. Fair values were based on quoted market prices.

Realized gains and losses on the sale of investments were determined on the basis of the cost of the specific investments sold and were credited or charged to income on a trade date basis. Unrealized gains or losses on equity securities which were classified as available for sale, net of applicable deferred income taxes (benefits), were excluded from earnings and credited or charged directly to a separate component of stockholders’ equity.

Share Repurchases

The Company repurchases its common stock under stock repurchase programs authorized by the Company’s Board of Directors. The Company retires shares upon repurchase. Payments to repurchase shares are recorded to Common stock on the Consolidated Balance Sheets, with the amount in excess of par value recorded to Additional paid-in capital on the Consolidated Balance Sheets.

During fiscal year 2012, the Company’s additional paid-in capital balance was reduced to zero as a result of share repurchases. In accordance with ASC 505, Equity, retirements of the Company’s shares may be recorded as a reduction of additional paid-in capital to the extent that previous net gains from sales or retirements of the same class of stock remain, and otherwise should be recorded to retained earnings. As a result, retained earnings was reduced by $7,154 during fiscal year 2012, which represented share repurchases occurring after the additional paid-in capital balance had been reduced to zero. 

3. RECENT ACCOUNTING PRONOUNCEMENTS

In October 2009, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) for multiple deliverable revenue arrangements. The update requires entities to allocate revenue in an arrangement using estimated selling prices of the delivered goods and services based on a selling price hierarchy. The update eliminates the residual method of revenue allocation and requires revenues to be allocated using the relative selling price method. The Company adopted this update prospectively for revenue arrangements entered into or materially modified beginning in the first quarter of fiscal year 2012. The Company has evaluated this standard and determined it will not have a material effect on the Company’s statements of financial condition or results of operations.

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In May 2011, the FASB issued an ASU with amendments to achieve common fair value measurement and disclosure requirements in GAAP. The amendments in this update clarified the language used to describe many of the requirements in GAAP for measuring fair value and for disclosing information about fair value measurements. The following areas were impacted by this ASU: (i) application of the highest and best use and valuation premise concepts; (ii) measuring the fair value of an instrument classified in shareholders’ equity; and (iii) additional quantitative disclosures regarding unobservable inputs used in Level 3 fair value measurements. The amendments are effective during interim and annual periods beginning after December 15, 2011, or the Company’s fourth quarter of fiscal year 2012. The Company has evaluated this standard and determined that, other than requiring additional disclosures, it did not have a material impact on the Company’s statements of financial condition or results of operations.

In June 2011, the FASB issued new guidance on the presentation of comprehensive income that requires changes in stockholders’ equity to be presented either (i) in a single continuous statement of comprehensive income, or (ii) in two separate consecutive statements. The ASU requires retrospective application and is effective for fiscal years, and interim periods within those years, beginning after December 15, 2011, or the Company’s fiscal year 2013. In December 2011, the FASB indefinitely deferred the effective date for amendments pertaining to the presentation of reclassification adjustments by component. The Company has evaluated this standard and determined it will not have a material effect on the Company’s statements of financial condition or results of operations.

In September 2011, the FASB issued amended guidance to simplify the method in which entities test goodwill for impairment. This ASU allows an entity to assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. Additional disclosure requirements were included with this update, including an explanation of qualitative factors used in the goodwill analysis. The amendments in this update are effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011, or the Company’s fiscal year 2013. The Company has evaluated this standard and determined it will not have an effect on the Company’s statements of financial condition or results of operations.

4. PURCHASE BUSINESS COMBINATIONS

Acquisitions were accounted for under the purchase method of accounting; accordingly, the operations of the acquired companies have been included in the Company’s results of operations subsequent to the date of acquisition. The assets acquired and liabilities assumed were recorded at their estimated fair values at the date of the acquisition as determined by management based on information currently available and independent valuations.

The fair value of contingent consideration was determined using projected achievement of the earnings targets. See Footnote 6, Fair Value Measurements, for further discussion.

During fiscal year 2012, the Company completed acquisitions that were individually immaterial but material in the aggregate (the “2012 acquisitions”). Net sales and net loss attributable to the 2012 acquisitions since their respective acquisition dates was approximately $16,566 and ($120), respectively. These amounts do not include net sales and net loss attributable to acquisitions that have been integrated as discrete information is impracticable to obtain. Payments totaling $66,623, net of cash received of $26 and outstanding checks of $415, were made during fiscal year 2012 related to these acquisitions, of which $1,525 was held in escrow to secure certain adjustments or claims. In addition, $3,401 was held by the Company to secure certain adjustments or claims. Contingent consideration ranging from $0 to $667 may be paid based on the achievement of future earnings targets over a two year period. Goodwill represents the future economic benefits and synergies arising from other assets acquired in a business combination that are not individually identified and separately recognized. A portion of the goodwill related to the 2012 acquisitions in the amount of $19,285 is tax deductible. As of March 30, 2012, the purchase accounting associated with the 2012 acquisitions was not complete given the recent acquisition dates.

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During fiscal year 2011, the Physician Business acquired the assets of Linear Medical Solutions, Inc. (“Linear”) and all of the outstanding stock of Dispensing Solutions, Inc. (“DSI”), which market proprietary systems for dispensing medications to patients primarily within physician practices. Payments totaling $13,872, net of cash received of $359, were made related to the Linear acquisition during fiscal year 2011. Payments totaling $35,199, net of cash received of $801, were made related to the DSI acquisition during fiscal year 2011. During fiscal year 2012, the purchase accounting associated with these acquisitions was finalized and the fair value measurements of assets acquired and liabilities assumed as of the acquisition dates were revised.

Opening Balance Sheets

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the dates of the 2012 acquisitions, as adjusted:

	2012 acquisitions
							Opening
							Balance
	Opening			Measurement			Sheet
	Balance			Period			As Adjusted
(in thousands)	Sheet			Adjustment			March 30, 2012
Current assets (a)	$	20,458			(768	)	$	19,690
Goodwill		37,858			8			37,866
Intangible assets		19,640			1,510			21,150
Noncurrent assets (b)		6,387			—			6,387
Accounts payable and other current liabilities		(12,060	)		(387	)		(12,447	)
Noncurrent liabilities (c)		(1,842	)		(679	)		(2,521	)
Contingent consideration		(490	)		—			(490	)
Net assets acquired	$	69,951		$	(316	)	$	69,635

(a) The following represents balances within Current assets as of March 30, 2012: accounts receivable, net of $13,103, inventory of $4,454, current deferred income taxes of $796, and other current assets of $1,337.

(b) The following represents balances within Noncurrent assets as of March 30, 2012: property and equipment, net of $1,674 and other noncurrent assets of $4,713.

(c) The following represents balances within Noncurrent liabilities as of March 30, 2012: noncurrent deferred tax liabilities of $2,381 and other noncurrent liabilities of $140.

F-17

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the dates of the Linear and the DSI acquisitions, as adjusted:

	Linear								DSI
	Opening					Opening			Opening						Opening
	Balance					Balance			Balance						Balance
	Sheet			Measurement		Sheet			Sheet			Measurement			Sheet
	As Adjusted			Period		As Adjusted			As Adjusted			Period			As Adjusted
(in thousands)	April 1, 2011			Adjustment		March 30, 2012			April 1, 2011			Adjustment			March 30, 2012
Current assets (a)	$	12,711		$	—	$	12,711		$	6,458		$	431		$	6,889
Goodwill		3,816			61		3,877			26,747			(3,285	)		23,462
Intangible assets		4,538			—		4,538			11,070			—			11,070
Noncurrent assets (b)		1,734			—		1,734			2,090			—			2,090
Accounts payable and other current liabilities		(5,068	)		—		(5,068	)		(2,226	)		(50	)		(2,276	)
Noncurrent liabilities (c)		—			—		—			(2,639	)		—			(2,639	)
Contingent consideration		(3,500	)		—		(3,500	)		(5,500	)		—			(5,500	)
Net assets acquired	$	14,231		$	61	$	14,292		$	36,000		$	(2,904	)	$	33,096

(a) The following represents balances within Current assets as of March 30, 2012: Linear – accounts receivable, net of $8,939, inventory of $3,182, and other current assets of $590; and DSI – accounts receivable, net of $2,615, inventory of $2,361, current deferred income taxes of $180, and other current assets of $1,733.

(b) The following represents balances within Noncurrent assets as of March 30, 2012: Linear – property and equipment, net of $1,690 and other noncurrent assets of $44; and DSI – property and equipment, net of $2,055 and other noncurrent assets of $35.

(c) The following represents balances within Noncurrent liabilities as of March 30, 2012: DSI – noncurrent deferred tax liabilities of $2,639.

During fiscal year 2012, the Company recorded a $3,500 reduction in the purchase price of DSI related to circumstances outstanding at the acquisition date, as well as a working capital adjustment of $596. As of March 30, 2012, the purchase accounting related to DSI and Linear was finalized.

Unaudited Pro Forma Information

The following table presents unaudited pro forma financial information as if the closing of the 2012 acquisitions had occurred on the first day of fiscal year 2011, or April 3, 2010, and the acquisitions of Linear and DSI had occurred on the first day of fiscal year 2010, or March 28, 2009, after giving effect to certain purchase accounting adjustments.

F-18

Pro forma information is not necessarily indicative of the results of operations that actually would have resulted had the acquisitions occurred on the dates indicated above or that may result in the future, and does not reflect potential synergies, integration costs or other such costs and savings. Supplemental net sales and supplemental net income figures are not comparable year over year as only pre-acquisition amounts are shown. Subsequent to acquisition, net sales and net income are included in the “as reported” figure.

(in thousands)	2012			2011			2010
Net sales:
PSS World Medical, Inc. (as reported)	$	2,102,002		$	2,034,789		$	2,055,171
Supplemental net sales - 2012 acquisitions		57,891			88,029			N/A
Supplemental net sales - Linear		—			53,339			70,633
Supplemental net sales - DSI		—			24,543			22,067
Total pro forma net sales	$	2,159,893		$	2,200,700		$	2,147,871
Net income attributable to PSS World Medical, Inc.:
PSS World Medical, Inc. (as reported)	$	74,319		$	74,485		$	69,363
Supplemental net income - 2012 acquisitions		(1,525	)		(3,022	)		N/A
Supplemental net income - Linear		—			2,711			2,744
Supplemental net income - DSI		—			892			(623	)
Total pro forma net income	$	72,794		$	75,066		$	71,484
Net income per common share:
Basic	$	1.40		$	1.36		$	1.23
Diluted	$	1.35		$	1.33		$	1.21

Contingent Consideration

During fiscal year 2012, the fair value of contingent consideration associated with the Linear, DSI, and other acquisitions completed prior to fiscal year 2012 was decreased by $594, $42, and $17, respectively, with the change in value reflected as a reduction in General and administrative expenses on the Consolidated Statements of Operations. During fiscal year 2012, the Company paid final contingent consideration payments of $3,000 for Linear and $1,000 for other acquisitions. The Company also made a final contingent consideration payment related to DSI of $5,500, which was reduced by the purchase price adjustment of $3,500 discussed above.

Other Acquisitions

During fiscal years 2011 and 2010, the Company made cash payments of $16,777 and $13,609, respectively, related to other acquisitions not significant for additional disclosure individually or in the aggregate. During fiscal years 2012, 2011, and 2010, the Company made cash payments of $1,351, $85, and $1,193 for holdback payments and working capital adjustments related to prior year acquisitions. During fiscal year 2011, the Company recognized goodwill, including acquisition-related adjustments, of approximately $12,183.

5. VARIABLE INTEREST ENTITY

On June 25, 2010, the Company entered into an agreement with Pathway Health Services, Inc. (“Pathway”), a consulting services company within the Extended Care market, under which the Company purchased a $3,300 convertible note issued by Pathway. The note may be converted, at the Company’s discretion, into 73% of Pathway’s common stock. The Company also acquired a call option and issued a put option for Pathway’s common stock, both of which may be exercised if certain sales thresholds are met and time restrictions lapse. Under the agreement, the Company obtained a majority of seats and control of Pathway’s Board of Directors. The convertible note is considered a variable interest and the Company was determined to be the primary beneficiary of Pathway.

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The Company has consolidated Pathway under the purchase method of accounting and recorded noncontrolling interest under current accounting guidance for consolidations. The consolidated assets and liabilities, operating results and cash flows of Pathway are not considered significant to the Company’s financial position, operating results, or cash flows. Pathway’s assets cannot be used to settle the Company’s obligations and Pathway’s creditors have no recourse to the general credit of the Company.

The Company also holds an additional variable interest in an entity not considered material for disclosure.

6. FAIR VALUE MEASUREMENTS

Accounting standards on fair value measurement provide a framework for measuring fair value, expand disclosures about fair value measurements, and establish a fair value hierarchy which prioritizes the inputs used in measuring fair value summarized as follows:

Level 1: Inputs using unadjusted quoted prices for identical assets or liabilities in an active market that the Company has the ability to access.

Level 2: Inputs other than quoted prices in markets that are observable for the asset or liability, either directly or indirectly.

Level 3: Inputs that are both significant to the fair value measurement and unobservable.

As of March 30, 2012, the fair value of the Company’s financial assets and/or liabilities are measured using Level 1 or Level 3 inputs. The following table presents the Company’s assets and liabilities which are measured at fair value as of fiscal years ended March 30, 2012 and April 1, 2011, by level within the fair value hierarchy:

(in thousands)
March 30, 2012	Level 1		Level 3		Total
Assets:
Conversion option on VIE convertible note (a)	$	—	$	701	$	701
Liabilities:
Deferred compensation (b)	$	94,394	$	—	$	94,394
Contingent consideration (c)		—		493		493
Total liabilities	$	94,394	$	493	$	94,887
April 1, 2011	Level 1		Level 3		Total
Assets:
Conversion option on VIE convertible note (a)	$	—	$	845	$	845
Liabilities:
Deferred compensation (b)	$	84,165	$	—	$	84,165
Contingent consideration (c)		—		10,155		10,155
Total liabilities	$	84,165	$	10,155	$	94,320

(a) Represents the Company’s conversion option to acquire 73% of the outstanding common stock in the Company’s consolidated variable interest entity (“VIE”), which is located in Other assets on the Company’s Consolidated Balance Sheets. See Footnote 5, Variable Interest Entity, for further information. The conversion option was calculated using an internal model that utilizes as its basis, unobservable inputs, including estimated interest rates based upon the estimated

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market interest rate which the VIE would have paid on a high-yield note in the open market. Significant increases (decreases) in any of those inputs would result in a significantly lower (higher) fair value measurement. The unobservable inputs are not considered to be interrelated. The remaining investment in Pathway has been eliminated in consolidation.

(b) Represents the Company’s obligation to pay benefits under its non-qualified deferred compensation plans, which is included in Other noncurrent liabilities on the Company’s Consolidated Balance Sheets. The obligation to pay benefits is based on participants’ allocation percentages to plan investments. The investments are measured using quoted market prices.

(c) Represents the estimated fair value of the additional variable cash consideration payable in connection with the Company’s acquisitions that are contingent upon the achievement of certain performance milestones. The Company estimated the fair value using expected future cash flows over the period in which the obligations are expected to be settled, and applied a discount rate that appropriately captures a market participant’s view of the risk associated with the obligation. Significant increases (decreases) to values of the unobservable inputs would result in a significantly lower (higher) fair value measurement. The unobservable inputs are not considered to be interrelated. The liabilities are included in Other current liabilities and Other noncurrent liabilities on the Company’s Consolidated Balance Sheets, depending on the period of expected payout.

The following table summarizes the change in the fair value for Level 3 instruments for the fiscal year 2012.

	Level 3 Instruments
Assets:
Balance, April 1, 2011	$	845
Fair value adjustment included in earnings		(144	)
Balance, March 30, 2012	$	701

Liabilities:
Balance, April 1, 2011	$	10,155
Additions		490
Settlement of obligation		(9,500	)
Fair value adjustment included in earnings		(652	)
Balance, March 30, 2012	$	493

The Company has applied the requirement of ASC 820, Fair Value Measurement and Disclosure with respect to nonfinancial assets and liabilities not measured at fair value on a recurring basis with no material effect. The standard requires fair value disclosure of such nonfinancial assets only when there is an indication of potential impairment. See Footnote 2, Summary of Significant Accounting Policies, for disclosure of fair value of financial instruments.

The carrying amounts of the Company’s current financial instruments, including cash and cash equivalents, short-term trade receivables, and accounts payable, approximate their fair values due to the short-term nature of these assets and liabilities. The gross carrying value of the Company’s 2008 Notes as of March 30, 2012 and April 1, 2011 was $230,000 and the fair value, which is estimated using a third party valuation model, was approximately $302,174 and $323,800. The gross carrying value of the Company’s 2012 Notes as of March 30, 2012 was $250,000 and the fair value, which is estimated using a third party valuation model, was approximately $257,500.

7. EQUITY INVESTMENT

On June 29, 2007, the Company made a $24,064 investment (including $1,564 of legal and other professional fees) in athenahealth, Inc. (“athena”), a provider of internet-based healthcare information technology and business services to physician practices. During fiscal year 2010, the Company sold a portion of its investment in athena, resulting in a gain of approximately $3,635, or $2,260 net of tax. This gain was determined on a specific identification method and recognized in Other income on the Consolidated Statement of Operations. Proceeds of $10,681 were received during and related to a sale in fiscal year 2010. As of March 30, 2012, the Company did not hold any remaining investment in athena.

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8. PROPERTY AND EQUIPMENT

Property and equipment are summarized as follows:

	As of
	2012			2011
Computer hardware and software	$	212,205		$	191,459
Equipment		33,487			31,492
Leasehold improvements		19,799			18,717
Computer hardware under capital leases		2,516			2,516
Buildings		1,114			—
Land		236			—
Office equipment under capital leases		—			452
Property and equipment, gross		269,357			244,636
Accumulated depreciation		(168,321	)		(142,235	)
Property and equipment, net	$	101,036		$	102,401

Depreciation expense, which includes amortization of capital leases, is included in General and administrative expenses in the accompanying Consolidated Statements of Operations, and approximated $26,847, $25,065, and $21,940, for fiscal years 2012, 2011, and 2010, respectively.

9. GOODWILL

The change in the carrying value of goodwill for the fiscal years ended March 30, 2012 and April 1, 2011 were as follows:

	Physician Business			Extended Care Business			Total
Balance as of April 2, 2010	$	31,693		$	90,079		$	121,772
Purchase business combinations		40,500			—			40,500
Purchase price allocation adjustments		2,135			—			2,135
Purchase of variable interest entity		—			2,687			2,687
Balance as of April 1, 2011	$	74,328		$	92,766		$	167,094
Purchase business combinations		22,162			16,160			38,322
Purchase price allocation adjustments		(2,796	)		(868	)		(3,664	)
Balance as of March 30, 2012	$	93,694		$	108,058		$	201,752

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10. INTANGIBLES, NET

The following table summarizes the gross carrying amount and accumulated amortization for existing intangible assets by business segment and major asset class.

	As of
	March 30, 2012							April 1, 2011
	Gross Carrying Amount		Accumulated Amortization			Net		Gross Carrying Amount		Accumulated Amortization			Net
INTANGIBLES SUBJECT TO AMORTIZATION
Customer Relationships:
Physician Business	$	33,430	$	(8,481	)	$	24,949	$	24,390	$	(4,423	)	$	19,967
Extended Care Business		14,209		(2,672	)		11,537		11,669		(7,484	)		4,185
		47,639		(11,153	)		36,486		36,059		(11,907	)		24,152
Nonsolicitation Agreements:
Physician Business		6,878		(3,580	)		3,298		8,475		(4,444	)		4,031
Extended Care Business		435		(254	)		181		424		(188	)		236
		7,313		(3,834	)		3,479		8,899		(4,632	)		4,267
Noncompetition Agreements:
Physician Business		4,162		(942	)		3,220		3,042		(311	)		2,731
Extended Care Business		5,369		(1,581	)		3,788		3,179		(768	)		2,411
Shared Services		1,224		(1,050	)		174		1,916		(1,105	)		811
		10,755		(3,573	)		7,182		8,137		(2,184	)		5,953
Signing Bonuses:
Physician Business		685		(481	)		204		580		(317	)		263
Extended Care Business		21		(9	)		12		26		(12	)		14
Shared Services		11		(4	)		7		—		—			—
		717		(494	)		223		606		(329	)		277
Total intangible assets subject to amortization	$	66,424	$	(19,054	)	$	47,370	$	53,701	$	(19,052	)	$	34,649
INTANGIBLES NOT SUBJECT TO AMORTIZATION
Tradename:
Physician Business	$	6,830	$	—		$	6,830	$	6,830	$	—		$	6,830
Extended Care Business		400		—			400		400		—			400
		7,230		—			7,230		7,230		—			7,230
Total indefinite-lived intangible assets	$	7,230	$	—		$	7,230	$	7,230	$	—		$	7,230
Total intangible assets	$	73,654	$	(19,054	)	$	54,600	$	60,931	$	(19,052	)	$	41,879

Total amortization expense for intangible assets for the fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010, was $8,930, $6,378, and $5,121, respectively.

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The estimated amortization expense for the next five fiscal years is as follows:

Fiscal Year:
2013	$	9,849
2014		9,197
2015		8,932
2016		7,742
2017		5,151
Thereafter		6,499
Total	$	47,370

The remaining weighted-average amortization period, in total and by major asset class, is as follows:

(in years)	March 30, 2012		April 1, 2011
Nonsolicitation agreements		8.5		9.5
Customer relationships		5.9		5.5
Noncompetition agreements		4.0		4.0
Signing bonuses		1.1		1.4
Total weighted-average amortization period		5.0		4.8

11. ACCRUED EXPENSES

Accrued expenses as of March 30, 2012 and April 1, 2011 were as follows:

	As of
	2012		2011
Accrued payroll	$	16,788	$	14,486
Accrued interest		2,598		1,245
Accrued incentive compensation		1,204		8,085
Other (a)		21,163		13,359
Accrued expenses	$	41,753	$	37,175

(a) Amounts within the “Other” category of total accrued expenses were not considered individually significant as of March 30, 2012 and April 1, 2011.

12. DEBT

Outstanding debt consists of the following, in order of seniority:

	As of
	March 30, 2012		April 1, 2011
Revolving line of credit	$	—	$	—
2012 Notes		250,000		—
2008 Notes		204,916		195,643
Capital lease obligations		—		780
Total debt		454,916		196,423
Less: Current portion of debt		—		761
Long-term debt	$	454,916	$	195,662

F-24

2012 Notes

On February 24, 2012, the Company issued $250.0 million aggregate principal of 6.375% senior notes, which mature on March 1, 2022 (the “2012 Notes”). Interest on the notes is payable semi-annually in arrears on March 1 and September 1, beginning September 1, 2012. The 2012 Notes are fully and unconditionally guaranteed on a joint and several basis by certain of the Company’s domestic subsidiaries (the “Guarantor Subsidiaries”). Refer to Footnote 22, Condensed Consolidating Financial Information, for further information regarding the Guarantor Subsidiaries.

Prior to March 1, 2017, the Company may redeem some or all of the 2012 Notes at a redemption price equal to 100% of the aggregate principal amount of the notes to be redeemed, plus a make-whole premium, together with accrued and unpaid interest. The Company may redeem some or all of the notes at any time on or after March 1, 2017 at the redemption prices set forth in the Indenture, dated February 24, 2012 (the “Indenture”). In addition, the Company may redeem up to 35% of the aggregate principal amount of the notes prior to March 1, 2015 at 106.375% of their aggregate principal amount plus accrued interest with the net proceeds of certain qualified equity offerings.

If a change of control, as defined in the Indenture, occurs at any time, holders of the notes will have the right, at their option, to require the Company to repurchase all or a portion of such holder’s notes. The repurchase price for such a repurchase will be 101% of the aggregate principal amount of the notes to be repurchased plus accrued and unpaid interest to, but not including, the date of purchase.

The Indenture contains covenants that, among other things, limit the Company’s ability and the ability of the Company’s restricted subsidiaries to: borrow money or sell preferred stock; create liens; pay dividends on or redeem or repurchase stock; make certain types of investments; restrict dividends or other payments from subsidiaries; enter into transactions with affiliates; issue guarantees of debt; and sell assets or merge with other companies. Certain of these covenants will be suspended if the notes are assigned an investment grade rating by both Standard & Poor’s and Moody’s and no default has occurred and is continuing. If either rating on the notes should subsequently decline to below investment grade, the suspended covenants will be reinstated. These covenants are subject to important exceptions and qualifications as set forth in the Indenture.

The Company used a portion of the net proceeds of the offering to repay borrowings under the revolving line of credit in the amount of $127.3 million. Remaining proceeds will be used to partially fund the retirement of the 2008 Notes, as well as for general corporate purposes, including potential acquisitions and share repurchases.

The gross carrying value of the Company’s 2012 Notes as of March 30, 2012 was $250,000 and the fair value, which is estimated using a third party valuation model, was approximately $257,500.

2008 Notes

In August 2008, the Company issued $230.0 million principal amount of 3.125% senior convertible notes referred to as the 2008 Notes, which mature on August 1, 2014. Interest on the notes is payable semiannually in arrears on February 1 and August 1 of each year. The notes will be convertible into cash up to the principal amount of the notes and shares of the Company’s common stock for any conversion value in excess of the principal amount under the following circumstances: (i) if the Company has called the notes for redemption; (ii) in the event of a fundamental change, as defined in the indenture, such as a merger, acquisition, or liquidation; (iii) on or after May 1, 2014 and prior to the close of business on the second scheduled trading day immediately preceding August 1, 2014; (iv) prior to May 1, 2014, during the five consecutive business day period following any five consecutive trading day period in which the trading price for a note for each day of that trading period is less than 98% of the closing sale price of the Company’s common stock on such corresponding trading day multiplied by the applicable conversion rate; (v) prior to May 1, 2014, during any calendar quarter after September 30, 2008 in which the closing sale price of the Company’s common stock for at least 20 of the 30 consecutive trading days ending the day prior to such quarter is greater than 130% of the applicable conversion price of $21.22 per share (“Contingent Conversion Trigger”); or (vi) upon certain specified corporate events as discussed in the indenture governing the notes.

F-25

A note holder may not exercise its conversion right with respect to all or any portion of a note, if such conversion would cause the note holder to become a beneficial owner of more than 9.9% of the Company’s outstanding voting stock. The initial conversion rate is 47.1342 shares of common stock per each $1 (in thousands) principal amount of notes and is equivalent to an initial conversion price of $21.22 per share. The conversion rate is subject to adjustment upon the occurrence of certain events. If the notes were converted as of March 30, 2012, the if-converted value would exceed the principal amounts of the 2008 Notes by $44,708.

As of March 30, 2012 and April 1, 2011, the fair value of the 2008 Notes was approximately $302,174 and $323,800, respectively.

The ability of note holders to convert is assessed on a quarterly basis and is dependent on the trading price of the Company’s stock during the last 30 trading days of each quarter. The Contingent Conversion Trigger was not met during the three months ended March 30, 2012; therefore, the notes may not be converted during the Company’s first quarter of fiscal year 2013.

The Company used a portion of the net proceeds of the offering to repurchase approximately $35.0 million of its common stock in privately negotiated transactions with institutional investors concurrently with this offering. The Company used $101.7 million of the net proceeds during fiscal year 2009, when holders of the senior convertible notes issued in 2004 required the Company to redeem approximately all of their outstanding notes plus accrued interest. Remaining proceeds were used for general corporate purposes.

The debt discount associated with the 2008 Notes will be amortized over periods that end on the scheduled maturity date and result in effective interest rates of approximately 8.25%. For the fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010 interest expense was $7,168, $7,171, and $7,281, based on the contractual coupon rates, while debt discount amortization was $9,273, $8,543, and $7,948, respectively.

The principal balances, unamortized discounts and net carrying amounts of the liability components and the equity components for the Company’s 2008 Notes as of March 30, 2012 and April 1, 2011 are as follows:

	Liability Component							Equity Component
(in thousands)	Principal		Unamortized			Net Carrying		Carrying Amount
2008 Notes	Balance		Discount			Amount		Pretax (a)
March 30, 2012	$	230,000	$	(25,084	)	$	204,916		$	55,636
April 1, 2011	$	230,000	$	(34,357	)	$	195,643		$	55,636

(a) The Company recognized a deferred tax liability of $20,523 related to the issuance of the 2008 Notes.

Convertible Note Hedge Transactions

In connection with the offering of the notes, the Company also entered into convertible note hedge transactions with respect to its common stock (the “purchased options”) with a major financial institution (the “counterparty”). The Company paid an aggregate amount of $54.1 million to the counterparty for the purchased options. The purchased options cover, subject to anti-dilution adjustments substantially identical to those in the notes, approximately 10.8 million shares of common stock at a strike price that corresponds to the initial conversion price of the notes, also subject to adjustment, and are exercisable at each conversion date of the notes. The purchased options will expire upon the earlier of (i) the last day the notes remain outstanding or (ii) the second scheduled trading day immediately preceding the maturity date of the notes.

The purchased options are intended to reduce the potential dilution upon conversion of the notes in the event that the market value per share of the common stock, as measured under the notes, at the time of exercise is greater than the conversion price of the notes. The options have been accounted for as an adjustment to the Company’s equity, net of deferred tax assets of $21.0 million.

The purchased options are separate transactions, entered into by the Company with the counterparty, and are not part of the terms of the notes. Holders of the notes will not have any rights with respect to the purchased options.

F-26

Warrant Transactions

The Company also entered into warrant transactions (the “warrants”), whereby the Company sold to the counterparty warrants in an aggregate amount of $25.4 million to acquire, subject to anti-dilution adjustments, up to 10.8 million shares of common stock at a strike price of $28.29 per share of common stock, also subject to adjustment. The warrants will expire after the purchased options in approximately ratable portions on a series of expiration dates commencing on November 3, 2014.

If the market value per share of the common stock, as measured under the warrants, exceeds the strike price of the warrants, the warrants will have a dilutive effect on the Company’s earnings per share. The warrants have been accounted for as an adjustment to the Company’s equity and recorded in Additional paid-in capital on the Consolidated Balance Sheets.

The warrants are separate transactions, entered into by the Company with the counterparties, and are not part of the terms of the notes. Holders of the notes do not have any rights with respect to the warrants.

Revolving Line of Credit

The Company maintains an asset-based revolving line of credit (the “RLOC”) under a credit agreement (the “Credit Agreement”). As of April 1, 2011, the Credit Agreement permitted maximum borrowings of up to $200.0 million, with increased borrowing capacity to $250.0 million via an accordion feature. Availability of borrowings (“Availability”) was based on a borrowing base calculation consisting of accounts receivable and inventory, subject to satisfaction of certain eligibility requirements less any outstanding letters of credit. Borrowings under the RLOC bore interest at the bank’s prime rate plus an applicable margin based on a fixed charge coverage ratio, or at LIBOR plus an applicable margin based on a fixed charge coverage ratio. Additionally, the RLOC bore interest at a fixed rate of 0.25% for any unused portion of the facility.

On November 16, 2011, the Company amended and restated the Credit Agreement with the following features and key terms: (i) a five-year term, maturing on November 16, 2016; (ii) a facility size of $300.0 million, with increased borrowing capacity of $100.0 million via an accordion feature; and (iii) conditional covenants based on the Company’s borrowing availability and fixed charge coverage ratio requirements. Availability depends on a borrowing base calculation consisting of accounts receivable and inventory, subject to satisfaction of certain eligibility requirements, and certain other reserves. Borrowings under the RLOC bear interest at the bank’s base rate or at LIBOR plus applicable margins. Additionally, the RLOC incurs fees at a fixed rate of 0.25% for any unused portion of the facility.

Under the RLOC, the Company and certain of its subsidiaries are subject to certain covenants, including but not limited to, limitations on: (i) selling or transferring assets, (ii) making certain permitted investments, and (iii) incurring additional indebtedness and liens. However, these covenants may not apply if the Company maintains sufficient Availability under the credit facility and satisfies fixed charge coverage ratios.

Based on the amended terms of the Credit Agreement, and in accordance with ASC 470-10 Debt – Overall, outstanding borrowings on the RLOC were classified within Revolving line of credit and long-term debt, excluding current portion on the Consolidated Balance Sheets as of March 30, 2012. Prior to the amendment, the Credit Agreement contained both a subjective acceleration clause and a lock-box arrangement, and in accordance with ASC 470-10, borrowings were classified within Revolving line of credit and current portion of long-term debt on the Consolidated Balance Sheets as of April 1, 2011.

Borrowings under the RLOC are anticipated to fund future requirements for working capital, capital expenditures, acquisitions, repurchases of the Company’s common stock, and the issuance of letters of credit, if necessary.

There were no outstanding borrowings under the RLOC as of March 30, 2012 and April 1, 2011. After reducing availability for outstanding borrowings and letter of credit commitments, the Company has sufficient assets based on eligible accounts receivable and inventory to borrow an additional $269.1 million (not including additional Availability via the accordion feature) under the RLOC. Average daily borrowings during fiscal years 2012 and 2011 were $44.4 million and $3.8 million, respectively. A hypothetical 1% increase/decrease in prevailing interest

F-27

rates as of March 30, 2012 would result in a corresponding increase/decrease in interest expense of approximately than $0.4 million. The average daily interest rate, excluding debt issuance costs and unused line fees, for the fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010, was 2.27%, 2.37%, and 4.02%, respectively.

Interest Rate Swap Agreement

During fiscal year 2008, the Company entered into an interest rate swap agreement which was designated as a cash flow hedge and matured on February 19, 2010. The Company did not extend or enter into a new swap agreement, and as such, this agreement has expired. The purpose of the swap agreement was to hedge the variable interest rate of its RLOC, as such, the interest rate swap effectively fixed the interest rate on a portion of the revolving line of credit to 2.70%, plus an applicable margin as determined by the RLOC. The interest rate swap was disclosed in the Consolidated Statements of Equity and Comprehensive Income.

Capital Lease Obligations

During the fiscal year ended March 30, 2012, the Company leased certain computer hardware and office equipment at an aggregate annual rental of approximately $778. The equipment was capitalized at its fair market value, which approximated the present value of the future minimum lease payments, and was amortized over the useful life of the assets.

As of their term dates, the Company entered into new leasing agreements related to all equipment previously classified and accounted for as capital leases. Based on the terms of the new leasing agreements, these contractual obligations were reclassified as operating leases for accounting purposes. See Footnote 17, Operating Lease Commitments, for additional disclosures relating to the Company’s commitments under operating leases.

As of March 30, 2012, the Company had no outstanding capital lease obligations, while as of April 1, 2011, the Company had aggregate outstanding lease obligations of $754, net of imputed interest of $26.

13. INCOME TAXES

The provision for income taxes from continuing operations is detailed below:

(in thousands)	2012			2011		2010
Current tax provision:
Federal	$	37,341		$	36,384	$	42,919
State		5,006			4,926		6,112
Total current provision		42,347			41,310		49,031
Deferred tax (benefit) provision:
Federal		(1,132	)		2,863		(7,234	)
State		(152	)		388		(1,030	)
Total deferred (benefit) provision		(1,284	)		3,251		(8,264	)
Total income tax provision	$	41,063		$	44,561	$	40,767

F-28

Total income tax expense for the years ended March 30, 2012, April 1, 2011, and April 2, 2010 was allocated as follows:

(in thousands)	2012			2011			2010
Tax expense per Consolidated Statements of Operations	$	41,063		$	44,561		$	40,767
Other comprehensive income:
Unrealized holding gains on equity securities recognized for financial reporting purposes		—			—			(1,342	)
Unrealized losses on interest rate swap recognized for financial reporting purposes		—			—			339
Total income tax expense (benefit) allocated to other comprehensive income		—			—			(1,003	)
Benefit for compensation expense for tax purposes in excess of amounts recognized for financial reporting purposes		(2,057	)		(3,273	)		(2,516	)
Total income tax expense	$	39,006		$	41,288		$	37,248

The difference between income tax computed at the federal statutory rate and the actual tax provision is shown below:

(in thousands)	2012			2011			2010
Income before provision for income taxes	$	115,465		$	119,225		$	110,130
Tax provision at the 35% statutory rate		40,413			41,729			38,546
Increase (decrease) in taxes:
State income tax, net of federal benefit		3,155			3,454			3,304
Indefinitely invested earnings of foreign subsidiaries		(3,241	)		(1,289	)		(1,433	)
Other, net		736			667			350
Total increase in taxes		650			2,832			2,221
Total income tax provision	$	41,063		$	44,561		$	40,767
Effective tax rate		35.6	%		37.4	%		37.0	%

The effective rate for the fiscal year ended 2012 was impacted by a reorganization of the Company’s non-U.S. global sourcing subsidiaries. This reorganization increased the responsibilities and contributions of the non-U.S. subsidiaries, proportionally increasing their income and reducing the income of the U.S. subsidiaries. As the non-U.S. subsidiaries are generally subject to tax at rates lower than the U.S. subsidiaries, changes in the proportion of the Company’s taxable earnings originating outside the U.S. favorably impact the effective tax rate.

As of March 30, 2012 and April 1, 2011, the Company recorded an income tax receivable of $1,488 and an income tax payable of $1,233, respectively, related to current income tax filings.

F-29

Deferred income taxes for fiscal years 2012 and 2011 reflect the impact of temporary differences between the financial statement and tax basis of assets and liabilities. The tax effect of temporary differences, which create deferred tax assets and liabilities, as of March 30, 2012 and April 1, 2011 are detailed below:

(in thousands)	2012			2011
Deferred tax assets:
Deferred compensation	$	35,224		$	31,649
Original issue discount on 2008 Notes		9,653			13,197
Net operating loss and tax credit carryforwards		10,591			4,722
Allowance for doubtful accounts and sales returns		9,319			7,418
Accrued expenses and incentive compensation		3,313			8,927
Inventory uniform cost capitalization		4,171			3,725
Inventory obsolescence		2,693			2,305
Other		618			733
Gross deferred tax assets		75,582			72,676
Deferred tax liabilities:
Excess of tax depreciation over book depreciation		(23,762	)		(25,548	)
Interest on 2004 Notes		(17,303	)		(17,316	)
Discount on 2008 Notes related to ASC 470-20		(9,362	)		(12,822	)
Excess of tax amortization over book amortization		(15,000	)		(11,043	)
Other		(998	)		(703	)
Gross deferred tax liabilities		(66,425	)		(67,432	)
Deferred tax assets, net	$	9,157		$	5,244

The deferred tax accounts as of March 30, 2012 and April 1, 2011 include current deferred income tax assets of $16,962 and $20,533, respectively, included in Current assets and noncurrent deferred income tax liabilities of $7,805 and $15,289, respectively, included in Other noncurrent liabilities.

As of March 30, 2012 and April 1, 2011, the Company had federal and state net operating loss (“NOL”) carryforwards resulting in deferred tax assets of $10,269 and $4,593, respectively. The federal NOL carryforwards result in deferred tax assets as of March 30, 2012 and April 1, 2011 of $8,102 and $3,286, respectively, which expire in 2013 to 2032. The state NOL carryforwards result in deferred tax assets as of March 30, 2012 and April 1, 2011 of $2,167 and $1,307, respectively, which expire in 2013 to 2032. Management expects to utilize these NOL carryforwards prior to their expiration.

Management believes it is more likely than not that the deferred tax assets will be realized through the reversal of existing deferred tax liabilities and future taxable income and, therefore, no valuation allowance has been recorded as of March 30, 2012.

The Company has not provided for U.S. income taxes on accumulated and undistributed earnings attributable to foreign operations as the Company intends to permanently reinvest these undistributed earnings. These earnings relate to ongoing operations and were $20,225 and $10,547 as of March 30, 2012 and April 1, 2011, respectively.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:

Unrecognized Tax Benefits as of April 2, 2010	$	1,466
Gross Increases for tax positions of prior years		295
Lapse of Statute of Limitations		(284	)
Unrecognized Tax Benefits as of April 1, 2011		1,477
Gross Increases for tax positions of prior years		342
Lapse of Statute of Limitations		(375	)
Unrecognized Tax Benefits as of March 30, 2012	$	1,444

F-30

The Company classifies interest and penalties related to income tax matters as a component of income tax expense. As of March 30, 2012 and April 1, 2011 the Company had $192 and $179 of accrued interest related to uncertain tax positions, respectively.

The total amount of unrecognized tax benefits that would affect the effective income tax rate if recognized is $1,141 as of March 30, 2012. The unrecognized tax benefit with respect to certain of the Company’s tax positions may increase or decrease over the next twelve months; however, management does not expect the change, if any, to have a material effect on the Company’s financial position or results of operations within the next twelve months.

The Company files a United States federal income tax return and income tax returns in various states and foreign jurisdictions. With limited exceptions, the Company is no longer subject to income tax examinations for years prior to the fiscal year ended March 31, 2008.

During fiscal year 2012, the IRS completed an examination of the Company’s federal income tax return for the fiscal year ended March 27, 2009. As a result, no changes were made to the Company’s taxable income.

14. EQUITY

Stock Repurchase Programs

The Company repurchases its common stock under stock repurchase programs authorized by the Company’s Board of Directors. As of March 30, 2012, there were 0.4 million shares available for repurchase under existing stock repurchase programs.

From time to time, the Company’s Board of Directors authorizes the purchase of its outstanding common shares. Depending on current market conditions and other factors, the Company is authorized to repurchase a determined amount of its total common stock. Repurchases can be made in the open market, privately negotiated transactions, and other transactions that will be disclosed publicly through filings with the SEC. This authorization is in addition to any shares remaining available under existing repurchase programs.

The following table summarizes the common stock repurchases and Board of Directors authorizations during fiscal years 2012, 2011, 2010, as well as the shares available for repurchase under the stock repurchase program as of March 30, 2012, April 1, 2011, April 2, 2010, and March 27, 2009:

(in thousands)	Number of Shares
Shares available for repurchase at March 27, 2009		118
Shares authorized for repurchase		5,966
Shares repurchased		(2,767	)
Shares available for repurchase at April 2, 2010		3,317
Shares authorized for repurchase		2,763
Shares repurchased		(2,728	)
Shares available for repurchase at April 1, 2011		3,352
Shares authorized for repurchase		2,680
Shares repurchased		(5,595	)
Shares available for repurchase at March 30, 2012		437

During fiscal year 2012, the Company repurchased approximately 5.6 million shares of common stock at an average price of $25.10 per common share for approximately $140,439. During fiscal year 2011, the Company repurchased approximately 2.7 million shares of common stock at an average price of $20.07 per common share for approximately $54,761.

F-31

During fiscal year 2012, the Company’s additional paid-in capital balance was reduced to zero as a result of share repurchases. In accordance with ASC 505, Equity, retirements of the Company’s shares may be recorded to additional paid-in capital to the extent that previous net gains from sales or retirements of the same class of stock remain, and otherwise should be recorded to retained earnings. As a result, retained earnings was reduced by $7,154 during fiscal year 2012, which represented share repurchases occurring after the additional paid-in capital balance had been reduced to zero.

15. INCENTIVE AND STOCK-BASED COMPENSATION

Equity Incentive Plans

The Company has equity incentive plans for the benefit of certain officers, directors, and employees. The Compensation Committee of the Board of Directors has the discretion to make grants under these plans in the form of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, performance units, dividend equivalents, other stock-based awards, or other rights or interests relating to common stock or cash.

On June 7, 2006, the Board of Directors approved the PSS World Medical, Inc. 2006 Incentive Plan (the “2006 Plan”), a stock incentive plan under which equity may be granted to the Company’s officers, directors, and employees. The 2006 Plan became effective as of August 24, 2006, the date on which shareholders approved the plan. Grants under the 2006 Plan may be made in the form of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, restricted or deferred stock units, performance awards, dividend equivalents, performance-based cash awards, and other stock-based awards. Subject to adjustment as provided in the plan, the aggregate number of shares of common stock reserved and available for issuance pursuant to awards granted under the 2006 Plan is approximately 1,906 as of March 30, 2012.

In addition to the 2006 Plan, the Company maintains the 2004 Non-Employee Directors Compensation Plan (the “2004 Directors Plan”), which permits the grant of restricted stock to the Company’s non-employee directors. Subject to adjustment as provided in the plan, the aggregate number of shares of common stock reserved and available for issuance pursuant to awards granted under the 2004 Directors Plan is approximately 230 as of March 30, 2012. It is the Company’s policy to issue shares of common stock upon exercise of stock options or the grant of restricted stock from those shares reserved for issuance under the stock incentive plans.

Outstanding stock-based awards granted under equity incentive plans are as follows:

(in thousands)	March 30, 2012		April 1, 2011		April 2, 2010
Stock options (a)		49		220		558
Restricted stock (b)		773		830		969
Restricted stock units (a)		575		670		593
Deferred stock units (a)		8		15		11
Total outstanding stock based awards		1,405		1,735		2,131

(a) Amounts are excluded from shares of common stock issued and outstanding. Amounts for Performance Share units are based on the Company’s current estimate of shares expected to vest.

(b) Amounts are included in shares of common stock issued and outstanding on the face of the balance sheet and in calculating weighted average shares outstanding, but are not considered outstanding for accounting purposes until restrictions lapse.

ASC 718 requires companies to recognize the cost of employee services received in exchange for awards of equity instruments in the financial statements based on the grant date fair value of those awards, net of estimated forfeitures over the awards’ vesting period. ASC 718 requires forfeitures to be estimated at the time of grant and adjusted, if necessary, in subsequent periods if actual forfeitures differ from those estimates. When estimating forfeitures, the Company considers voluntary termination behaviors as well as trends of actual equity based awards forfeited.

F-32

Stock Option Awards

On June 6, 2008, the Compensation Committee of the Company’s Board of Directors approved a retention award of 200 stock options under the Company’s 2006 Incentive Stock Plan to the Company’s former Chairman and Chief Executive Officer. The stock options awarded were to cliff-vest on the five-year anniversary of the grant date.

During the fiscal year ended 2010, the shares were forfeited due to the departure of the Company’s former Chairman and Chief Executive Officer. As a result, $580 ($358, net of tax) was recognized as an adjustment to reduce stock-based compensation during fiscal year 2010.

The following table summarizes the number of common shares to be issued upon exercise of outstanding options and the number of common shares remaining available for future issuance under the existing stock incentive plans as of March 30, 2012:

(in thousands)	Number of securities to be issued upon exercise of outstanding options		Number of securities remaining available for future issuance
Equity compensation plans approved by shareholders: 1999 Long-term Incentive Plan (a)		10		—
Amended and Restated Directors’ Stock Plan (a)		28		—
PSS World Medical, Inc. 2006 Incentive Plan (b)		—		1,906
2004 Non-Employee Directors Compensation Plan (c)		—		230
		38		2,136
Equity compensation plan not approved by shareholders:
1999 Broad Based Employee Stock Plan (a)		11		—
Total		49		2,136

(a) These plans are terminated; however, options remain outstanding as of March 30, 2012 which are exercisable.

(b) This plan superseded the 1999 Long-term Incentive Plan and the 1999 Broad Based Employee Stock Plan and was approved by shareholders on August 24, 2006.

(c) This plan superseded the Amended and Restated Directors’ Stock Plan and was approved by shareholders during fiscal year 2005.

The following table summarizes the stock option activity during the period from March 27, 2009 to March 30, 2012:

(share amounts in thousands)	Shares			Weighted Average Exercise Price		Weighted Average Contractual Term		Aggregate Intrinsic Value
Outstanding at, March 27, 2009		1,306		$	9.20		3.4	$	7,909
Exercised		(548	)		8.15
Expired		(200	)		17.98
Outstanding at, April 2, 2010		558		$	7.05		1.9	$	9,252
Exercised		(338	)		6.15
Outstanding at, April 1, 2011		220		$	8.44		1.7	$	4,115
Exercised		(171	)		8.09
Outstanding and Exercisable at, March 30, 2012		49		$	9.63		1.5	$	789

The aggregate intrinsic value in the table above represents the total pretax intrinsic value (the difference between the Company’s closing stock price of $25.34 on the last trading day of the Company’s fiscal year end and the exercise price, multiplied by the number of outstanding stock options) that would have been received by the option holders had all option holders exercised their options on March 30, 2012. This amount changes over time based on changes in the fair market value of the Company’s stock.

F-33

The total intrinsic value of stock options exercised during fiscal years ended March 30, 2012 and April 1, 2011 was $2,926 and $5,684, respectively. Cash received from stock option exercises during the fiscal year ended March 30, 2012 and April 1, 2011 was approximately $1,383 and $2,079, respectively. The actual tax benefit realized for the tax deductions from stock option exercises totaled approximately $1,115 and $2,161 during the fiscal years ended March 30, 2012 and April 1, 2011, respectively.

Restricted Stock Awards

The Company issues (i) restricted stock which vests based on the recipient’s continued service over time (“Time-Based Awards”) and (ii) restricted stock or restricted stock units which vest based on the Company achieving specified performance measurements (“Performance-Based Awards”).

Time-Based Awards

The Company measures the fair value of Time-Based Awards on the date of grant based on the closing stock price. The related compensation expense is recognized on a straight-line basis over the vesting period, net of estimated forfeitures.

Performance-Based Awards

The Company issues (i) performance-based restricted stock units (“Performance Shares”), (ii) performance-accelerated restricted stock (“PARS”), which were issued in fiscal years 2011 and 2010, and (iii) performance-accelerated restricted stock units (“PARS Units”), which were issued in fiscal years 2012 and 2011, under the Company’s 2006 Incentive Plan.

The Performance Shares cliff-vest three years from the date of grant and convert to shares of common stock based on the Company’s achievement of certain cumulative earnings per share growth targets. These awards, which are denominated in terms of a target number of shares, will be forfeited if performance falls below a designated threshold level and may increase up to 250% of the target number of shares for exceptional performance. The ultimate number of shares delivered to recipients and the related compensation cost recognized as expense will be based on actual performance. The Company recognizes compensation expense on a straight-line basis (net of estimated forfeitures) over the awards vesting period based on the Company’s estimate of what will ultimately vest. This estimate may be adjusted in future periods based on actual experience and changes in management assumptions.

The PARS and PARS Units awards vest on the five-year anniversary of the grant date, subject to accelerated vesting after three years if the Company achieves an earnings per share growth target. The Company measures stock-based compensation at the grant date, based on the estimated fair value of the award, and recognizes the cost as compensation expense on a straight-line basis (net of estimated forfeitures) over the awards’ vesting period of five years based on the Company’s estimate of its cumulative earnings per share growth rate. This estimate may be adjusted in future periods based on actual experience and changes in management assumptions.

Change in Estimate

Fiscal Year 2012

During the fiscal year ended March 30, 2012, the Company changed its estimate of the number of shares to be delivered on its performance based awards. This change reflected a decrease in estimated achievement of performance conditions based on actual and expected future financial performance. The change in estimate decreased Performance Share Units outstanding by approximately 98,000 shares.

As a result of the change in performance estimate, stock based compensation expenses decreased $1,464 ($908, net of tax), or $0.02 per diluted share during the year ended March 30, 2012.

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Fiscal Year 2010

During the fiscal year ended April 2, 2010, the Company changed its estimate of the number of shares to be delivered on its performance based awards. This change reflected an increase in estimated achievement of performance conditions based on actual and expected future financial performance. The change in estimate increased Performance Share Units outstanding by approximately 303,000 shares. Additionally, the expected vest date of PARS awards issued during fiscal year 2010 was accelerated to vest on the three-year anniversary of the grant date. As such, the Company adjusted the forfeiture rate related to certain PARS awards to reflect a reduction in expected forfeitures over the remaining vesting period.

As a result of the change in performance estimate, stock based compensation expenses increased $9,133 ($5,640, net of tax), or $0.10 per diluted share during the year ended April 2, 2010.

These estimates may be adjusted in future periods based on actual experience and changes in management assumptions.

Change in Management

During the fiscal year ended April 2, 2010, restricted stock awards were forfeited due to the departure of the Company’s former Chairman and Chief Executive Officer. As a result, $3,837 ($2,370, net of tax) was recognized as an adjustment to reduce stock-based compensation related to restricted stock during the year ended April 2, 2010.

Restricted Stock Activity

The following table summarizes the activity of restricted stock and restricted stock units during the period from March 27, 2009 to March 30, 2012:

	Performance-Based Awards															Time-Based Awards
	Performance Shares					PARS
(share amounts in thousands)	Units			Weighted Average Grant Date Fair Value		Units			Weighted Average Grant Date Fair Value		Shares			Weighted Average Grant Date Fair Value		Shares			Weighted Average Grant Date Fair Value
Balance, March 27, 2009		221		$	18.49		—		$	—		767		$	18.38		248		$	19.23
Granted		241			17.00		132			17.00		7			21.84		171			20.06
Addition from change in estimate		303			18.39		—			—		—			—		—			—
Vested		—			—		—			—		—			—		(90	)		19.42
Forfeited		(250	)		17.97		(44	)		17.00		(122	)		18.50		(12	)		19.50
Balance, April 2, 2010		515		$	17.98		88		$	17.00		652		$	18.40		317		$	19.68
Granted		94			22.23		103			22.23		460			21.85		87			20.00
Addition from change in estimate		34			23.41		—			—		—			—		—			—
Vested		(164	)		18.52		—			—		(547	)		18.40		(91	)		19.55
Forfeited		—			—		—			—		(33	)		19.11		(15	)		18.42
Balance, April 1, 2011		479		$	19.01		191		$	19.82		532		$	21.34		298		$	19.88
Granted		87			27.29		87			27.29		47			22.55		72			23.61
Reduction from change in estimate		(98	)		19.34		—			—		—			—		—			—
Vested		(162	)		18.47		—			—		(81	)		18.47		(58	)		19.37
Forfeited		(5	)		25.19		(4	)		25.19		(27	)		21.85		(10	)		22.10
Balance, March 30, 2012		301		$	21.48		274		$	22.11		471		$	21.93		302		$	20.79

Total compensation expense for restricted stock grants during the fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010, was $6,430, $9,198, and $12,164, respectively, with related income tax benefits of $2,443, $3,495, and $4,618, respectively. The total fair value of shares vested during the fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010, was $8,102, $17,581, and $1,897, respectively.

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Scheduled vesting for outstanding restricted stock and restricted stock units is as follows:

(in thousands)	Number of Shares/Units
Fiscal Year:
2013		425
2014		147
2015		145
2016		594
2017 and thereafter		96
Total		1,407

As of March 30, 2012, there was $16,535 of unrecognized compensation cost related to non-vested restricted stock and restricted stock units granted under the stock incentive plans. The estimated stock-based compensation expense for the next five fiscal years is expected to be recognized over a weighted average period of 1.7 years as follows:

Fiscal Year:
2013	$	6,105
2014		4,648
2015		3,607
2016		2,128
2017 and thereafter		47
Total	$	16,535

Corporate Long-Term Executive Cash-Based Incentive Plans

During fiscal year 2012, the Compensation Committee approved the 2011 Shareholder Value Plan (“2011 SVP”), a cash based performance award program for certain officers and management under the 2006 Incentive Plan. The performance period under the 2011 SVP is the 36-month period from April 1, 2011 to March 28, 2014. Target awards under the 2011 SVP were calculated as three times the participant’s base salary times an award factor ranging from 15% to 40% and performance goals were based on planned cumulative earnings per share. Due to a reduction in payout estimates based on performance, the Company has no accrued compensation cost related to the 2011 SVP recorded as of March 30, 2012.

During fiscal year 2009, the Compensation Committee approved the 2008 Shareholder Value Plan (“2008 SVP”) for non-executive officers and leaders. The performance period under the 2008 SVP was the 36-month period from March 31, 2008 to April 1, 2011. Target awards under the 2008 SVP were calculated as three times the participant’s base salary times an award factor ranging from 10% to 38% and performance goals were based on planned cumulative earnings per share. As a result of an increase in accounting estimate related to expected achievement of long-term performance measures related to the 2008 SVP, long-term incentive based compensation increased $2,276 ($1,405, net of tax), or $0.02 per diluted share during fiscal year 2010. The Company accrued approximately $10,697 of compensation cost related to the 2008 SVP, recorded in Other current liabilities in the accompanying Consolidated Balance Sheets as of April 1, 2011, which was paid in June 2011.

16. EMPLOYEE BENEFIT PLANS

PSS World Medical, Inc. Savings Plan

The PSS World Medical, Inc. Savings Plan (the “Plan”) provides an opportunity for tax-deferred savings, enabling eligible employees to invest in a variety of investments, including an interest in the common stock of the Company. Employees become eligible to participate in the Plan upon the completion of 30 days of service. Employees may elect to defer up to 85% but not less than 1% of their compensation to the Plan, subject to certain limitations imposed by the Internal Revenue Code. The Company matches an amount equal to the lesser of (i) 50% of the

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employee deferrals up to 6% of their compensation or (ii) $1,750, previously $1,250 in fiscal years ended April 1, 2011 and April 2, 2010. This match can be invested in various mutual funds or the common stock of the Company at the discretion of the participant and vests over a six-year period. During the fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010, the Company contributed approximately $2,574, $1,914, and $1,821 respectively, to the Plan under this matching arrangement. The Plan owned approximately 1.1 million, 1.2 million, and 1.5 million shares of the Company’s common stock as of March 30, 2012, April 1, 2011, and April 2, 2010, respectively.

Employee Stock Purchase Plan

The Company also has an employee stock purchase plan available to all employees with at least six months of service. The plan allows eligible employees to purchase Company stock acquired in the open market through after-tax payroll deductions.

Deferred Compensation Program

The Company offers a deferred compensation program (the “Program”) to qualified executives, management, and sales representatives. The Program is a nonqualified plan governed by Sec. 409 of the IRS internal revenue code and consists of a deferred compensation plan and also previously consisted of a stock option program. Under the deferred compensation plan, participants can elect to defer up to 100% of their total compensation; however, the Company matching contribution program only applies to deferrals of up to 10% or 15% of the participant’s compensation. The Company’s matching contribution ranges from 10% to 125% of the participant’s deferral. Participant contributions are always 100% vested. The Company’s matching contribution vests in 20% increments beginning after participating in the plan for four years and becomes fully vested after participating in the plan for eight years.

Upon (i) retirement or termination from the Company and (ii) at age 60, or at age 55 with ten years of participation in the Program, the retirement benefit is distributed to participants in five equal annual installments, or in a lump sum payment if the vested account balance is less than $25. The retirement benefit is distributed in a lump sum upon death and over five years upon disability. In the event of termination of employment, 100% of the participant’s vested balance will be distributed in five equal installments or in a lump-sum payment if the vested account balance is less than $25. In the event of a change in control, if the successor terminates the plan, all participants become 100% vested in their accounts, including the Company’s matching contributions, discretionary Company contributions, and allocated return thereon. The Company has purchased corporate-owned life insurance policies for certain participants in the Program as the underlying assets will fund future payments related to the deferred compensation liability.

During fiscal years 2012, 2011, and 2010, the Company matched approximately $2,267, $2,230, and $1,919, respectively, of employee deferrals. The cash surrender value of the corporate-owned, life insurance policies, which is recorded in Other assets in the accompanying Consolidated Balance Sheets, was approximately $99,162 and $89,132, as of March 30, 2012 and April 1, 2011, respectively. In addition, the deferred compensation liability, which is recorded at fair value in Other noncurrent liabilities in the accompanying Consolidated Balance Sheets, was approximately $94,394 and $84,165, as of March 30, 2012 and April 1, 2011, respectively.

Directors’ Deferred Compensation Plan

Effective January 1, 2004, the Company offers a deferred compensation plan to non-employee members of the Board of Directors. Participants may elect to defer up to 100% of their annual retainer, meeting fees, other director’s fees, and other cash compensation and invest their deferrals in a variety of investment options. A participant’s deferred compensation account balance will be distributed, at the election of the participant, in a single lump sum payment following the participant’s termination of service on the board of directors, or in up to ten annual installments. The deferred compensation account balance will be distributed in a lump sum payment upon the death of the participant, or in the event of a change in control of the Company.

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17. OPERATING LEASE COMMITMENTS

The Company leases various facilities and equipment under operating leases. Certain lease commitments provide that the Company pays taxes, insurance, and maintenance expenses related to the leased assets. Many of the Company’s leases contain predetermined fixed escalations of the minimum rentals during the initial term. For these leases, the Company has recognized the related rental expense on a straight-line basis and has recorded the difference between the expense charged to income and amounts payable under the leases as other noncurrent liabilities in the accompanying balance sheets.

Rent expense for operating leases approximated $30,429, $30,149, and $29,803, for fiscal years 2012, 2011, and 2010, respectively. As of March 30, 2012, future minimum payments by fiscal year and in the aggregate, required under non-cancelable operating leases are as follows:

Fiscal Year:
2013	$	24,935
2014		19,232
2015		11,542
2016		5,912
2017		3,530
Thereafter		6,813
Total	$	71,964

18. SEGMENT INFORMATION

The Company’s reportable segments are strategic businesses that offer different products to different segments of the healthcare industry, and are the basis on which management regularly evaluates the Company. These segments are managed separately because of different customers and products. Refer to Footnote 1, Nature of Operations, for descriptive information about the Company’s operating segments. The Company evaluates the operating performance of its segments based on net sales and income from operations. Shared Services allocates a portion of its costs and interest expense to the operating segments. The allocation of shared operating costs is generally proportionate to the revenues of each operating segment. Interest expense is allocated based on an internal carrying value of historical capital used to acquire or develop the operating segments’ operations. The following tables present financial information about the Company’s business segments:

	2012			2011			2010
NET SALES:
Physician Business	$	1,512,719		$	1,425,012		$	1,437,823
Extended Care Business		587,388			607,750			614,937
Shared Services		1,895			2,027			2,411
Total net sales	$	2,102,002		$	2,034,789		$	2,055,171
NET SALES BY PRODUCT TYPE:
Consumable products	$	1,497,146		$	1,504,255		$	1,563,462
Pharmaceutical products		350,704			330,572			333,026
Equipment		146,030			138,414			134,067
Physician dispensing solutions		84,328			36,899			—
Billing services		10,549			11,956			13,219
Customer freight charges		15,544			13,382			10,926
Vendor incentive and other income		(2,299	)		(689	)		471
Total net sales	$	2,102,002		$	2,034,789		$	2,055,171

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	2012			2011			2010
INCOME FROM OPERATIONS:
Physician Business	$	144,767		$	137,995		$	137,261
Extended Care Business		27,620			37,782			38,017
Shared Services		(39,031	)		(42,221	)		(54,297	)
Total income from operations	$	133,356		$	133,556		$	120,981
DEPRECIATION:
Physician Business	$	11,100		$	9,515		$	7,983
Extended Care Business		5,341			5,024			4,984
Shared Services		10,406			10,526			8,973
Total depreciation	$	26,847		$	25,065		$	21,940
AMORTIZATION OF INTANGIBLE ASSETS:
Physician Business	$	5,798		$	2,956		$	2,343
Extended Care Business		2,491			2,757			2,432
Shared Services		641			665			346
Total amortization of intangible assets	$	8,930		$	6,378		$	5,121
PROVISIONS FOR DOUBTFUL ACCOUNTS AND NOTES RECEIVABLE:
Physician Business	$	2,288		$	1,792		$	1,944
Extended Care Business		570			(51	)		1,851
Total provision for doubtful accounts and notes receivable	$	2,858		$	1,741		$	3,795
INTEREST EXPENSE:
Physician Business	$	4,706		$	4,631		$	4,110
Extended Care Business		8,391			8,157			8,192
Shared Services		7,051			4,333			4,993
Total interest expense	$	20,148		$	17,121		$	17,295
PROVISION FOR INCOME TAXES:
Physician Business	$	50,248		$	49,951		$	49,982
Extended Care Business		6,938			11,212			11,103
Shared Services		(16,123	)		(16,602	)		(20,318	)
Total provision for income taxes	$	41,063		$	44,561		$	40,767
CAPITAL EXPENDITURES:
Physician Business	$	2,864		$	1,554		$	1,282
Extended Care Business		911			1,659			509
Shared Services		20,143			15,014			24,132
Total capital expenditures	$	23,918		$	18,227		$	25,923
ASSETS:
Physician Business	$	606,725		$	570,278		$	440,916
Extended Care Business		323,710			298,016			298,063
Shared Services		225,535			83,378			133,087
Total assets	$	1,155,970		$	951,672		$	872,066

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19. COMMITMENTS AND CONTINGENCIES

Other Litigation Matters

The Company is party to various legal and administrative proceedings and claims arising in the normal course of business. While any litigation contains an element of uncertainty, the Company, after consultation with legal counsel, believes that the outcome of such other proceedings or claims which are pending or known to be threatened will not have a material adverse effect on the Company’s consolidated financial position, liquidity, or results of operations.

The Company has various insurance policies, including product liability insurance, covering risks and in amounts it considers adequate. With respect to products manufactured by others and distributed by the Company, the manufacturer may provide indemnification. There can be no assurance that the insurance coverage maintained by the Company is sufficient or will be available in adequate amounts or at a reasonable cost, or that indemnification agreements will provide adequate protection for the Company, including agreements with foreign vendors.

Purchase Commitments

Periodically, the Company enters into various purchase agreements with vendors to ensure the availability and pricing of products and services. These commitments represent future obligations to purchase goods and services that are enforceable and legally binding on the Company and that specify all significant terms, including: fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction. Included in these agreements are contracts that specify a minimum payment regardless of whether the Company takes delivery of the contracted products or services (take-or-pay) as well as commitments that involve a penalty in order to cancel the purchase commitment.

Commitments and Other Contingencies

The Company has employment agreements with certain executive officers which provide that in the event of their termination or resignation, under certain conditions, the Company may be required to pay severance to the executive officers in amounts ranging from one-fourth to two times their base salary and target annual bonus. In the event that a termination or resignation follows or is in connection with a change in control, the Company may be required to pay severance to the executive officers in amounts ranging from three-fourths to three times their base salary and target annual bonus. The Company may also be required to continue welfare benefit plan coverage for the executive officers following a termination or resignation for a period ranging from one month to two years.

If a supply agreement for store brand products between a vendor and the Company were to be terminated, then the Company may be required to purchase from the vendor all remaining finished and unfinished products and product-materials ordered or held by the vendor. As of March 30, 2012, the Company had no material obligation to purchase remaining products or materials due to a termination of a supply agreement with a vendor who supplies store brand products to the Company.

20. SUPPLEMENTAL CASH FLOW INFORMATION

The Company’s supplemental disclosures for the years ended March 30, 2012, April 1, 2011, and April 2, 2010 are as follows:

Cash paid for:	2012		2011		2010
Interest	$	8,644	$	7,837		$	9,620
Income taxes, net	$	42,156	$	36,382		$	42,605

During the fiscal years ended March 30, 2012 and April 1, 2011, the Company acquired cash from business combinations of $26 and $1,163, respectively. In the fiscal year ended March 30, 2012, the Company assumed outstanding checks from business combinations of $415. The Company did not assume outstanding checks from business combinations in the fiscal year ended April 1, 2011. During the fiscal year ended March 30, 2012, the Company had no material non-cash transactions. During the fiscal year ended April 1, 2011, the Company had approximately $171 in non-cash investing activities associated with acquisition-related adjustments.

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21. CONDENSED CONSOLIDATING FINANCIAL INFORMATION

The 2012 Notes of the Company (the “Parent”) are fully and unconditionally guaranteed on a joint and several senior unsecured basis by certain of its domestic subsidiaries (the “Guarantor Subsidiaries”). The guarantees made by the Guarantor Subsidiaries will rank senior in right of payment to all of their existing and future obligations expressly subordinated or junior in right of payment to the notes, equal with all of their existing and future unsecured unsubordinated obligations, and will be effectively subordinated to any of their existing and future secured obligations to the extent of the value of the assets securing such obligations.

The following tables present the condensed consolidating financial information of the Parent, the Guarantor Subsidiaries, and the subsidiaries that are not guarantors (the “Non-Guarantor Subsidiaries”) as of March 30, 2012 and April 1, 2011 and for the years ended March 30, 2012, April 1, 2011, and April 2, 2010.

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CONDENSED CONSOLIDATING BALANCE SHEET

MARCH 30, 2012

(Dollars in Thousands)

	Parent			Guarantor Subsidiaries  (a)		Non- Guarantor Subsidiaries			Eliminations			Consolidated
ASSETS
Current Assets:
Cash and cash equivalents	$	117,448		$	13,530	$	32,174		$	—		$	163,152
Accounts receivable, net		139,502			116,574		1,624			—			257,700
Inventories		117,684			95,611		291			—			213,586
Deferred tax assets, net		12,552			4,410		—			—			16,962
Intercompany receivable		257,349			—		—			(257,349	)		—
Prepaid expenses and other current assets		22,879			11,295		118			—			34,292
Total current assets		667,414			241,420		34,207			(257,349	)		685,692
Property and equipment, net		40,074			60,676		286			—			101,036
Other Assets:
Goodwill		43,270			158,482		—			—			201,752
Intangibles, net		18,518			36,082		—			—			54,600
Investment in subsidiaries		390,811			24,084		—			(414,895	)		—
Other assets		95,950			18,867		717			(2,644	)		112,890
Total assets	$	1,256,037		$	539,611	$	35,210		$	(674,888	)	$	1,155,970
LIABILITIES AND EQUITY
Current Liabilities:
Accounts payable	$	125,363		$	20,462	$	708		$	—		$	146,533
Accrued expenses		20,833			20,449		471			—			41,753
Intercompany payable		—			269,121		7,163			(276,284	)		—
Other current liabilities		(62,131	)		74,200		(28	)		—			12,041
Total current liabilities		84,065			384,232		8,314			(276,284	)		200,327
Revolving line of credit and long-term debt, excluding current portion		454,916			—		2,579			(2,579	)		454,916
Other noncurrent liabilities		85,401			24,515		—			—			109,916
Total liabilities		624,382			408,747		10,893			(278,863	)		765,159
Total PSS World Medical, Inc. shareholders’ equity		631,655			130,270		24,317			(399,114	)		387,128
Noncontrolling interest		—			594		—			3,089			3,683
Total equity		631,655			130,864		24,317			(396,025	)		390,811
Total liabilities and equity	$	1,256,037		$	539,611	$	35,210		$	(674,888	)	$	1,155,970

(a) Subsequent to March 30, 2012, the Company acquired companies that it intends to include as Guarantor Subsidiaries in future reporting periods.

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CONDENSED CONSOLIDATING BALANCE SHEET

APRIL 1, 2011

(Dollars in Thousands)

	Parent			Guarantor Subsidiaries		Non- Guarantor Subsidiaries		Eliminations			Consolidated
ASSETS
Current Assets:
Cash and cash equivalents	$	13,901		$	3,568	$	11,879	$	—		$	29,348
Accounts receivable, net		132,425			113,347		1,457		—			247,229
Inventories		121,350			91,501		360		—			213,211
Deferred tax assets, net		15,772			4,761		—		—			20,533
Intercompany receivable		156,051			—		403		(156,454	)		—
Prepaid expenses and other current assets		20,515			13,633		137		—			34,285
Total current assets		460,014			226,810		14,236		(156,454	)		544,606
Property and equipment, net		44,456			57,588		357		—			102,401
Other Assets:
Goodwill		37,518			129,576		—		—			167,094
Intangibles, net		18,390			23,489		—		—			41,879
Investment in subsidiaries		446,526			10,913		—		(457,439	)		—
Other assets		80,396			16,975		741		(2,420	)		95,692
Total assets	$	1,087,300		$	465,351	$	15,334	$	(616,313	)	$	951,672
LIABILITIES AND EQUITY
Current Liabilities:
Accounts payable	$	91,936		$	34,729	$	1,392	$	—		$	128,057
Accrued expenses		22,241			14,411		523		—			37,175
Current portion of long-term debt		39			722		—		—			761
Intercompany payable		—			166,317		—		(166,317	)		—
Other current liabilities		(39,191	)		72,402		—		—			33,211
Total current liabilities		75,025			288,581		1,915		(166,317	)		199,204
Revolving line of credit and long-term debt, excluding current portion		195,656			6		2,435		(2,435	)		195,662
Other noncurrent liabilities		84,136			26,144		—		—			110,280
Total liabilities		354,817			314,731		4,350		(168,752	)		505,146
Equity:
PSS World Medical Inc. shareholders’ equity:
Total PSS World Medical, Inc. shareholders’ equity		732,483			150,189		10,984		(450,730	)		442,926
Noncontrolling interest		—			431		—		3,169			3,600
Total equity		732,483			150,620		10,984		(447,561	)		446,526
Total liabilities and equity	$	1,087,300		$	465,351	$	15,334	$	(616,313	)	$	951,672

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CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

FOR THE YEAR ENDED MARCH 30, 2012

(Dollars in Thousands)

	Parent			Guarantor Subsidiaries  (a)			Non- Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	1,219,631		$	861,179		$	73,278		$	(52,086	)	$	2,102,002
Cost of goods sold		864,473			548,221			51,993			(36,888	)		1,427,799
Gross profit		355,158			312,958			21,285			(15,198	)		674,203
General and administrative expenses		203,371			182,345			7,536			(262	)		392,990
Selling expenses		100,732			47,125			—			—			147,857
Equity earnings of subsidiaries		(55,715	)		13,171			—			42,544			—
(Loss) income from operations		(4,660	)		96,659			13,749			42,562			133,356
Other (expense) income:
Interest expense		(19,605	)		(344	)		(275	)		76			(20,148	)
Interest income		9,553			(9,304	)		—			(76	)		173
Other income, net		1,334			759			(9	)		—			2,084
Other expense, net		(8,718	)		(8,889	)		(284	)		—			(17,891	)
(Loss) income before provision for income taxes		(13,378	)		87,770			13,465			27,608			115,465
(Benefit) provision for income taxes		(18,226	)		59,159			130			—			41,063
Net income		(4,848	)		28,611			13,335			27,608			74,402
Net income attributable to noncontrolling interest		—			162			—			(79	)		83
Net income attributable to PSS World Medical, Inc.	$	(4,848	)	$	28,449		$	13,335		$	27,687		$	74,319

(a) Subsequent to March 30, 2012, the Company acquired companies that it intends to include as Guarantor Subsidiaries in future reporting periods.

F-44

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

FOR THE YEAR ENDED APRIL 1, 2011

(Dollars in Thousands)

	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	1,302,655		$	831,776		$	15,658		$	(115,300	)	$	2,034,789
Cost of goods sold		965,219			537,263			5,695			(109,159	)		1,399,018
Gross profit		337,436			294,513			9,963			(6,141	)		635,771
General and administrative expenses		204,804			155,275			4,812			(142	)		364,749
Selling expenses		97,371			40,095			—			—			137,466
Equity earnings of subsidiaries		38,512			3,607			—			(42,119	)		—
Income from operations		73,773			102,750			5,151			(48,118	)		133,556
Other (expense) income:
Interest expense		(16,668	)		(233	)		(220	)		—			(17,121	)
Interest income		9,303			(9,019	)		—			—			284
Other income, net		1,730			776			—			—			2,506
Other expense, net		(5,635	)		(8,476	)		(220	)		—			(14,331	)
Income before provision for income taxes		68,138			94,274			4,931			(48,118	)		119,225
(Benefit) provision for income taxes		(17,616	)		61,991			186			—			44,561
Net income		85,754			32,283			4,745			(48,118	)		74,664
Net income attributable to noncontrolling interest		—			71			—			108			179
Net income attributable to PSS World Medical, Inc.	$	85,754		$	32,212		$	4,745		$	(48,226	)	$	74,485

F-45

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

FOR THE YEAR ENDED APRIL 2, 2010

(Dollars in Thousands)

	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	1,345,645		$	831,570		$	—		$	(122,044	)	$	2,055,171
Cost of goods sold		1,004,697			544,823			(6,795	)		(115,249	)		1,427,476
Gross profit		340,948			286,747			6,795			(6,795	)		627,695
General and administrative expenses		218,248			151,200			1,423			—			370,871
Selling expenses		97,292			38,551			—			—			135,843
Equity earnings of subsidiaries		29,984			5,372			—			(35,356	)		—
Income from operations		55,392			102,368			5,372			(42,151	)		120,981
Other (expense) income:
Interest expense		(17,156	)		(139	)		—			—			(17,295	)
Interest income		9,842			(9,466	)		—			—			376
Other income, net		5,207			861			—			—			6,068
Other expense, net		(2,107	)		(8,744	)		—			—			(10,851	)
Income before provision for income taxes		53,285			93,624			5,372			(42,151	)		110,130
(Benefit) provision for income taxes		(21,127	)		61,894			—			—			40,767
Net income		74,412			31,730			5,372			(42,151	)		69,363
Net income attributable to PSS World Medical, Inc.	$	74,412		$	31,730		$	5,372		$	(42,151	)	$	69,363

F-46

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE YEARS ENDED MARCH 30, 2012

(Dollars in Thousands)

	Parent			Guarantor Subsidiaries  (a)			Non- Guarantor Subsidiaries			Eliminations			Consolidated
Cash Flows From Operating Activities:
Net cash (used in) provided by operating activities	$	(30,477	)	$	138,616		$	20,184		$	(39	)	$	128,284
Cash Flows From Investing Activities:
Payments for business combinations, net of cash acquired		(8,599	)		(56,532	)		—			—			(65,131	)
Capital expenditures		(2,597	)		(21,288	)		(33	)		—			(23,918	)
Other		(268	)		(78	)		—			183			(163	)
Net cash used in investing activities		(11,464	)		(77,898	)		(32	)		183			(89,212	)
Cash Flows From Financing Activities:
Proceeds from issuance of debt		250,000			—			—			—			250,000
Proceeds from borrowings on the revolving line of credit		405,056			—			144			(144	)		405,056
Repayments on the revolving line of credit		(405,056	)		—			—			—			(405,056	)
Purchase and retirement of common stock		(140,439	)		—			—			—			(140,439	)
Payment of contingent consideration on business acquisition		—			(9,500	)		—			—			(9,500	)
Payment for debt issuance costs		(6,467	)		—			—			—			(6,467	)
Excess tax benefits from share-based compensation arrangements		2,057			—			—			—			2,057
Proceeds from exercise of stock options		1,383			—			—			—			1,383
Payments under capital lease obligations		(38	)		(741	)		—			—			(779	)
Intercompany dividend		40,515			(40,515	)		—			—			—
Other		(1,523	)		—			—			—			(1,523	)
Net cash provided by (used in) financing activities		145,488			(50,756	)		144			(144	)		94,732
Net increase in cash and cash equivalents		103,547			9,962			20,295			—			133,804
Cash and cash equivalents, beginning of period		13,901			3,568			11,879			—			29,348
Cash and cash equivalents, end of period	$	117,448		$	13,530		$	32,174		$	—		$	163,152

(a) Subsequent to March 30, 2012, the Company acquired companies that it intends to include as Guarantor Subsidiaries in future reporting periods.

F-47

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE YEARS ENDED APRIL 1, 2011

(Dollars in Thousands)

	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
Cash Flows From Operating Activities:
Net cash (used in) provided by operating activities	$	(852	)	$	116,284		$	3,424		$	(2,528	)	$	116,328
Cash Flows From Investing Activities:
Payments for business combinations, net of cash acquired		(10,177	)		(55,875	)		—			118			(65,934	)
Capital expenditures		(2,169	)		(15,784	)		(489	)		215			(18,227	)
Payment for investment in variable interest entity, net of cash		—			(7,431	)		—			4,154			(3,277	)
Other		(527	)		(24	)		—			(117	)		(668	)
Net cash used in investing activities		(12,873	)		(79,114	)		(489	)		4,370			(88,106	)
Cash Flows From Financing Activities:
Proceeds from borrowings on the revolving line of credit		106,400			—			1,429			(1,429	)		106,400
Repayments on the revolving line of credit		(106,400	)		—			—			—			(106,400	)
Purchase and retirement of common stock		(54,761	)		—			—			—			(54,761	)
Payment of contingent consideration on business acquisition		—			(862	)		—			—			(862	)
Excess tax benefits from share-based compensation arrangements		3,187			—			—			—			3,187
Proceeds from exercise of stock options		2,079			—			—			—			2,079
Payments under capital lease obligations		(44	)		(790	)		—			—			(834	)
Intercompany dividend		41,811			(41,812	)		—			1			—
Other		(20	)		—			—			(414	)		(434	)
Net cash (used in) provided by financing activities		(7,748	)		(43,464	)		1,429			(1,842	)		(51,625	)
Net (decrease) increase in cash and cash equivalents		(21,473	)		(6,294	)		4,364			—			(23,403	)
Cash and cash equivalents, beginning of period		35,374			9,862			7,515			—			52,751
Cash and cash equivalents, end of period	$	13,901		$	3,568		$	11,879		$	—		$	29,348

F-48

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE YEARS ENDED APRIL 2, 2010

(Dollars in Thousands)

	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
Cash Flows From Operating Activities:
Net cash provided by operating activities	$	22,970		$	75,076		$	4,909		$	(554	)	$	102,401
Cash Flows From Investing Activities:
Payments for business combinations, net of cash acquired		(1,647	)		(13,155	)		—			—			(14,802	)
Capital expenditures		(11,897	)		(14,325	)		(31	)		330			(25,923	)
Proceeds from sale of available for sale securities		10,681			—			—			—			10,681
Other		(735	)		—			—			194			(541	)
Net cash used in investing activities		(3,598	)		(27,480	)		(31	)		524			(30,585	)
Cash Flows From Financing Activities:
Proceeds from borrowings on the revolving line of credit		5,350			—			—			—			5,350
Repayments on the revolving line of credit		(55,350	)		—			—			—			(55,350	)
Purchase and retirement of common stock		(57,176	)		—			—			—			(57,176	)
Excess tax benefits from share-based compensation arrangements		2,516			—			—			—			2,516
Proceeds from exercise of stock options		4,489			—			—			—			4,489
Payments under capital lease obligations		(94	)		(861	)		—			30			(925	)
Intercompany dividends		41,515			(41,515	)		—			—			—
Net cash used in financing activities		(58,750	)		(42,376	)		—			30			(101,096	)
Net (decrease) increase in cash and cash equivalents		(39,378	)		5,220			4,878			—			(29,280	)
Cash and cash equivalents, beginning of period		74,752			4,642			2,637			—			82,031
Cash and cash equivalents, end of period	$	35,374		$	9,862		$	7,515		$	—		$	52,751

F-49

22. QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)

The following tables present summarized unaudited quarterly results of operations for fiscal years 2012 and 2011. The Company believes all necessary adjustments have been included in the amounts stated below to present fairly the following selected information when read in conjunction with the consolidated financial statements of the Company. Future quarterly operating results may fluctuate depending on a number of factors, including the number of selling days in a quarter, the timing of business combinations, and changes in customer’s buying patterns of supplies, equipment, and pharmaceutical products. Results of operations for any particular quarter are not necessarily indicative of results of operations for a full year or any other quarter.

	Fiscal Year 2012
	Q1		Q2		Q3		Q4		Total
Net sales	$	513,682	$	521,756	$	527,695	$	538,869	$	2,102,002
Gross profit		160,757		167,103		170,495		175,848		674,203
Net income attributable to PSS World Medical, Inc.		14,189		20,031		20,132		19,967		74,319
Earnings per common share attributable to PSS World Medical, Inc.:
Basic	$	0.26	$	0.38	$	0.39	$	0.40	$	1.43
Diluted	$	0.25	$	0.37	$	0.38	$	0.38	$	1.38
Selling days		64		63		62		64		253
	Fiscal Year 2011
	Q1		Q2		Q3		Q4		Total
Net sales	$	478,856	$	496,188	$	510,087	$	549,658	$	2,034,789
Gross profit		147,846		157,125		157,895		172,905		635,771
Net income attributable to PSS World Medical, Inc.		13,753		19,557		19,549		21,626		74,485
Earnings per common share attributable to PSS World Medical, Inc.:
Basic	$	0.25	$	0.36	$	0.36	$	0.40	$	1.35
Diluted	$	0.24	$	0.35	$	0.35	$	0.38	$	1.32
Selling days		64		63		61		65		253

The Company reports its year-end and quarter-end financial position, results of operations, and cash flows as of the Friday closest to calendar month end, determined using the number of business days. As disclosed in the table above, the selling days may fluctuate between each quarter and/or differ from the previous fiscal year.

Fiscal Year 2012

During the three months ended March 30, 2012, the Company issued $250.0 million aggregate principal amount of 6.375% senior notes due 2022 in a private offering. The 2012 Notes were issued under an Indenture, dated February 24, 2012 among the Company, the Guarantors and U.S. Bank National Association, as trustee. Interest on the notes is payable semi-annually in arrears on March 1 and September 1, beginning September 1, 2012. Refer to 12, Debt, for further discussion. During the three months ended March 30, 2012, the Company recognized a decrease in accrued incentive and stock-based compensation expense of $7,358 related to payout estimates based on performance, which is reflected in Net income attributable to PSS World Medical, Inc. in the table above.

Fiscal Year 2011

During the three months ended April 1, 2011, the Company purchased 100% of the outstanding stock of Dispensing Solutions, Inc. (“DSI”). DSI, a formerly privately held company based in California, markets a proprietary system to primary care physicians for dispensing medications to patients on-site within their practices. The acquisition price for DSI was approximately $36,000, with additional consideration of up to $6,000 if the company achieved defined earnings targets over a one year period. Net sales related to the DSI acquisition during the three months ended April, 1, 2011, was approximately $6,595. Refer to Footnote 4, Purchase Business Combinations, for further discussion.

F-50

23. SUBSEQUENT EVENTS

Restructuring Plan

During the first quarter of fiscal year 2013 the Company’s Board of Directors approved a strategic restructuring plan designed to transform the Company, focusing its efforts and investments on what it believes will be the fastest growing segments of non-acute, alternate site healthcare in the U.S. Specifically, the Company will focus on physician, laboratory, in-office dispensing, and the home care and hospice markets.

The restructuring plan will include the sale of two business units serving skilled nursing facilities and specialty dental practices, the integration of all warehouse operations into one common distribution infrastructure, as well as a redesign of the shared services function. The Company determined that certain held for sale criteria had not been met as of March 30, 2012, and therefore reports the assets, liabilities, and the related results of operations as continuing operations.

The Company is currently unable to make a good faith estimate of the amount or range of amounts expected to be incurred in connection with the strategic restructuring plan, both with respect to each major type of cost associated therewith and with respect to the total cost, or an estimate of the amount or range of amounts that will result in future cash expenditures for such transaction. The Company expects to complete the restructuring plan within the next several fiscal years.

Acquisitions

Subsequent to March 30, 2012, the Company completed two acquisitions that were individually immaterial, but material in the aggregate. The combined purchase price of the acquisitions was $72,400, of which $3,900 was held in escrow and $6,000 was held by the Company to secure certain adjustments or claims.

If the acquisitions of the companies had occurred on the first day of fiscal year 2011, consolidated net sales for the years ended March 30, 2012 and April 1, 2011 would have been $2,218,450 and $2,142,594, excluding the pro forma results of other acquisitions made during the current period. This pro forma information is unaudited and is not necessarily indicative of the results of operations that actually would have resulted had the acquisitions occurred on the date indicated above or that may result in the future, and does not reflect potential synergies.

Due to the proximity of the acquisitions’ closing to the Company’s filing date, the initial accounting for the acquisition has not been finalized. As a result, the Company has not provided additional disclosures required for business combinations.

F-51

PSS WORLD MEDICAL, INC. AND SUBSIDIARIES

SCHEDULE II–VALUATION AND QUALIFYING ACCOUNTS

FOR THE YEARS ENDED March 30, 2012, April 1, 2011 and April 2, 2010

(Dollars in Thousands)

Description	Balance at Beginning of Period		Provision Charged to Expense		Write-offs  (a)		Balance at End of Period
Valuation Allowance for Accounts Receivable:
Fiscal year ended March 30, 2012	$	5,808	$	2,858	$	2,452	$	6,214
Fiscal year ended April 1, 2011	$	6,310	$	1,741	$	2,243	$	5,808
Fiscal year ended April 2, 2010	$	7,041	$	3,795	$	4,526	$	6,310
Other: (b)
Fiscal year ended March 30, 2012	$	8,961		N/A		N/A	$	17,796
Fiscal year ended April 1, 2011	$	5,923		N/A		N/A	$	8,961
Fiscal year ended April 2, 2010	$	5,044		N/A		N/A	$	5,923

(a) Uncollectible accounts written off, net of recoveries.

(b) Includes (i) sales returns and allowance, (ii) reserve for rebates receivable, and (iii) contractual billing adjustments.

See Report of Independent Registered Public Accounting Firm

F-52

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

ITEM 9A. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

The Company’s management, with the participation of the Company’s Principal Executive Officer and Principal Financial Officer, has evaluated the effectiveness of the Company‘s disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this report (the “Evaluation Date”). Based on the evaluation, the Principal Executive Officer and the Principal Financial Officer concluded that, as of the Evaluation Date, the Company’s disclosure controls and procedures are effective in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by the Company in the reports that it files or submits under the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) and are effective in ensuring that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act, is accumulated and communicated to the Company’s management, including the Company’s Principal Executive Officer and Principal Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

Internal Control Over Financial Reporting

(a) Management’s Annual Report on Internal Control Over Financial Reporting

The Company’s management is responsible for establishing and maintaining effective internal controls over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f).

Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. The Company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company’s assets that could have a material effect on the Company’s financial statements.

Management, with the participation of the Company’s principal executive and principal financial officers, assessed the effectiveness of the Company’s internal control over financial reporting as of March 30, 2012. This assessment was performed using the criteria established under the Internal Control - Integrated Framework established by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

Internal control over financial reporting cannot provide absolute assurance of achieving financial reporting objectives because of its inherent limitations, including the possibility of human error or circumvention or overriding of internal control. Accordingly, even effective internal control over financial reporting can provide only reasonable assurance with respect to financial statement preparation and reporting and may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Based on the assessment performed using the criteria established by COSO, management has concluded that the Company maintained effective internal control over financial reporting as of March 30, 2012.

59

KPMG LLP, the independent registered public accounting firm that audited the financial statements included in this Annual Report on Form 10-K for the fiscal year ended March 30, 2012, has issued an audit report on the effectiveness of the Company’s internal control over financial reporting. Such report appears immediately below.

(b) Attestation Report of the Registered Public Accounting Firm

Report of Independent Registered Public Accounting Firm

The Board of Directors and Shareholders

PSS World Medical, Inc.:

We have audited PSS World Medical, Inc. and subsidiaries (the Company) internal control over financial reporting as of March 30, 2012, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). PSS World Medical, Inc.’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying management’s annual report on internal control over financial reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, PSS World Medical, Inc. maintained, in all material respects, effective internal control over financial reporting as of March 30, 2012, based on criteria established in Internal Control – Integrated Framework issued by Committee of Sponsoring Organizations of the Treadway Commission (COSO).

60

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of PSS World Medical, Inc. and subsidiaries as of March 30, 2012 and April 1, 2011and the related consolidated statements of operations, equity and comprehensive income and cash flows for each of the years in the three-year period ended March 30, 2012 and the financial statement schedule, and our report dated May 25, 2012, expressed an unqualified opinion on those consolidated financial statements and financial statement schedule.

/s/ KPMG LLP

May 25, 2012

Jacksonville, Florida

Certified Public Accountants

(c) Changes in Internal Control Over Financial Reporting

There were no changes in the Company’s internal control over financial reporting that occurred during the three months ended March 30, 2012 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

ITEM 9B. OTHER INFORMATION

None.

61

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The information called for by this Item 10 regarding the Company’s directors, executive officers and corporate governance is incorporated herein by reference to the Company’s definitive proxy statement, to be filed with the SEC under the Exchange Act, relating to the Company’s fiscal year 2012 Annual Meeting of Shareholders under the sections “Corporate Governance” and “Management.”

The Company has adopted a Code of Ethics that applies to the Chief Executive Officer, Chief Financial Officer and Corporate Controller. The Code of Ethics may be viewed free of charge on the Company’s web site www.pssworldmedical.com. The Company intends to post amendments to or waivers from its Code of Ethics (to the extent applicable to the Company’s Chief Executive Officer, Chief Financial Officer, or Corporate Controller) on its web site.

Information required by this item concerning compliance with Section 16(a) of the Securities Exchange Act of 1934 is hereby incorporated by reference to the subsection entitled “Section 16(a) Beneficial Ownership Reporting Compliance.”

There have been no changes to the procedures by which stockholders may recommend nominees to the Company’s Board of Directors since the Company’s last disclosure of such procedures, which appeared in the Company’s definitive 2011 Proxy Statement filed pursuant to Regulation 14A on July 15, 2011.

ITEM 11. EXECUTIVE COMPENSATION

The information called for by this Item 11 is incorporated herein by reference to the Company’s definitive proxy statement, to be filed with the SEC pursuant to Regulation 14A of the Exchange Act, relating to the Company’s fiscal year 2012 Annual Meeting of Shareholders under the section “Executive Compensation.”

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The information called for by this Item 12 is incorporated herein by reference to the Company’s definitive proxy statement, to be filed with the SEC pursuant to Regulation 14A of the Exchange Act, relating to the Company’s fiscal year 2012 Annual Meeting of Shareholders under the sections “Security Ownership of Certain Beneficial Owners and Management” and “Executive Compensation.”

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

The information called for by this Item 13 is incorporated herein by reference to the Company’s definitive proxy statement, to be filed with the SEC pursuant to Regulation 14A of the Exchange Act, relating to the Company’s fiscal year 2012 Annual Meeting of Shareholders under the section “Related Person Transactions” and the subsection “Director Independence.”

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

The information called for by this Item 14 is incorporated herein by reference to the Company’s definitive proxy statement, to be filed with the SEC pursuant to Regulation 14A of the Exchange Act, relating to the Company’s fiscal year 2012 Annual Meeting of Shareholders under the caption “Ratification of Independent Registered Public Accounting Firm.”

62

PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)(1) The following financial statements are included in Item 8 of this report:

	Page
Report of Independent Registered Public Accounting Firm.		F-2
Consolidated Balance Sheets—March 30, 2012 and April 1, 2011		F-3
Consolidated Statements of Operations for the Years Ended March 30, 2012, April 1, 2011, and April 2, 2010		F-4
Consolidated Statements of Equity and Comprehensive Income for the Years Ended March 30, 2012, April 1, 2011, and April 2, 2010		F-5
Consolidated Statements of Cash Flows for the Years Ended March 30, 2012, April 1, 2011, and April 2, 2010		F-6
Notes to Consolidated Financial Statements		F-7

(a)(2) The following supplemental schedule is included in this report:

	Page
Schedule II–Valuation and Qualifying Accounts for the Years Ended March 30, 2012, April 1, 2011, and April 2, 2010		F-52

(a)(3) Exhibits required by Item 601 of Regulation S-K:

Exhibit Number	Description
3.1	Restatement of Amended and Restated Articles of Incorporation, dated December 12, 2008. (18)
3.2	Amended and Restated Bylaws, dated December 12, 2008. (18)
3.2a	First Amendment to the Amended and Restated Bylaws, dated August 25, 2011. (25)
4.1	Indenture related to the 3.125% Convertible Senior Notes due 2014, dated as of August 4, 2008, among PSS World Medical, Inc., as issuer, U.S. Bank National Association, as trustee. (17)
4.2	Form of 3.125% Convertible Senior Note due 2014. (17)
4.3	Indenture, dated February 24, 2012, among the Company, the Guarantors, and U.S. Bank National Association, as trustee. (27)
4.4	Registration Rights Agreement, dated February 24, 2012, among the Company, the Guarantors, Credit Suisse Securities (USA) LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representatives of the several purchasers. (27)
10.1*	Amended and Restated Directors Stock Plan. (4)
10.2*	1994 Employee Stock Purchase Plan. (1)

63

Exhibit Number	Description
10.3*	1999 Long-term Incentive Plan (Amended and Restated as of July 25, 2001). (4)
10.4	1999 Broad-Based Employee Stock Plan. (4)
10.5*	PSS World Medical, Inc. 2006 Incentive Plan. (13)
10.6*	Shareholder Value Plan.** (20)
10.7*	Description of Executive Officer Annual Incentive Bonus Program. (12)
10.8*	Conformed Amended and Restated Savings Plan.
10.8a*	May 2012 Amendment to the Conformed Amended and Restated Savings Plan.
10.9	Amended and Restated Credit Agreement, dated as of May 20, 2003, by and among the Company, each of the Company’s subsidiaries therein named, the Lenders from time to time party thereto, Bank of America, N.A., as Agent, and Banc of America Securities LLC, as Arranger.** (23)
10.9a	Second Amendment to Credit Agreement, dated as of December 16, 2003, by and among the Company, each of the Company’s subsidiaries therein named, the Lenders from time to time party thereto, Bank of America, N.A., as Agent, and Banc of America Securities LLC, as Arranger. (23)
10.9b	Third Amendment to Credit Agreement, dated as of March 1, 2004, among the Company, each of the Company’s subsidiaries therein named, the Lenders party to the amendment, and Bank of America, N.A., as agent for the Lenders. (5)
10.9c	Fourth Amendment to Credit Agreement, dated as of June 1, 2004, among the Company, each of the Company’s subsidiaries therein named, the Lenders party to the amendment, and Bank of America, N.A., as agent for the Lenders. (7)
10.9d	Fifth Amendment to Credit Agreement, dated as of October 1, 2004, among the Company, each of the Company’s subsidiaries therein named, the Lenders party to the amendment, and Bank of America, N.A., as agent for the Lenders. (8)
10.9e	Sixth Amendment to Credit Agreement, dated as of June 30, 2005, among the Company, each of the Company’s subsidiaries therein named, the Lenders party to the amendment, and Bank of America, N.A., as agent for the Lenders. (11)
10.9f	Seventh Amendment to the Credit Agreement, dated as of January 23, 2008, among the Company, each of the Company’s subsidiaries therein named, the Lenders party to the amendment, and Bank of America, N.A., as agent for the Lenders. (16)
10.9g	Second Amended and Restated Credit and Security Agreement, dated as of November 16, 2011, by and among the Company, certain of the Company’s subsidiaries party thereto, the Lenders party thereto, Bank of America, N.A., as Administrative Agent, Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Sole Arranger and Sole Book Runner, and Wells Fargo Bank, N.A. and JPMorgan Chase Bank, N.A., as Co-Syndication Agents.** (26)
10.9h	First Amendment to the Second Amended and Restated Credit and Security Agreement, dated as of February __, 2012, among the Company, each of the Company’s subsidiaries therein named, the Lenders party to the amendment, and Bank of America, N.A., as Administrative Agent, Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Sole Arranger and Sole Book Runner, and Wells Fargo Bank, N.A. and JPMorgan Chase Bank, N.A., as Co-Syndication Agents.

64

Exhibit Number	Description
10.9i	Second Amended and Restated Partnership Interest Pledge Agreement, dated as of November 16, 2011, by the Company and PSS Holding, Inc., in favor of Bank of America, N.A., as Agent.** (26)
10.9j	Second Amended and Restated Stock Pledge Agreement, dated as of November 16, 2011, by the Company and certain of the Company’s subsidiaries party thereto, in favor of Bank of America, N.A., as Agent.** (26)
10.10*	Employment Agreement, dated as of April 1, 2003, by and between the Company and David M. Bronson. (3)
10.10a*	Amended and Restated Employment Agreement related to 409A, dated as of December 30, 2008, by and between the Company and David M. Bronson. (19)
10.11*	Employment Agreement, dated as of August 16, 2005, by and between the Company and Gary A. Corless. (10)
10.11a*	Amended and Restated Employment Agreement related to 409A, dated as of December 29, 2008, by and between the Company and Gary A. Corless. (19)
10.12*	Employment Agreement, dated as of April 1, 2004, by and between the Company and Kevin P. English. (6)
10.12a*	Amendment to Employment Agreement related to 409A, dated as of December 30, 2008, by and between the Company and Kevin P. English. (19)
10.13*	Employment Agreement, dated as of January 1, 2002, by and between the Company and Bradley J. Hilton. (9)
10.13a*	Amendment to Employment Agreement related to 409A, dated as of December 30, 2008, by and between the Company and Bradley J. Hilton. (19)
10.14*	Employment Agreement, dated as of April 1, 1998, by and between the Company and John F. Sasen, Sr. (2)
10.14a*	Amendment to Employment Agreement, dated as of April 17, 2000, by and between the Company and John F. Sasen, Sr. (2)
10.14b*	Amended and Restated Employment Agreement related to 409A, dated as of December 30, 2008, by and between the Company and John F. Sasen Sr. (19)
10.15*	Separation Agreement, dated as of February 2, 2010, by and between the Company and David A. Smith. (22)
10.16*	PSS World Medical, Inc. Amended and Restated Officer Stock Option Grant Program, as amended through July 1, 2004. (8)
10.16a*	PSS World Medical Inc. Amended and Restated Director’s Deferred Compensation Plan, as amended and restated effective January 1, 2009. (19)
10.16b*	PSS World Medical Inc. Amended and Restated Officer Deferred Compensation Plan, as amended and restated effective January 1, 2009. (19)
10.16c*	Amendment to the Amended and Restated Officer Deferred Compensation Plan, effective December 9, 2010. (24)

65

Exhibit Number	Description
10.16d*	Amendment to the Amended and Restated Officer Deferred Compensation Plan, effective March 27, 2012.
10.17*	PSS World Medical, Inc. Amended and Restated ELITe Stock Option Grant Program, as amended through July 1, 2004. (8)
10.17a*	PSS World Medical, Inc. Amended and Restated ELITe Deferred Compensation Plan, as amended and restated effective January 1, 2009. (19)
10.17b*	Amendment to the Amended and Restated ELITe Deferred Compensation Plan, effective December 9, 2010. (24)
10.17c*	Amendment to the Amended and Restated ELITe Deferred Compensation Plan, effective March 27, 2012.
10.18*	PSS World Medical, Inc. Leader’s Stock Option Grant Program, as amended through July 1, 2004. (8)
10.18a*	PSS World Medical Inc. Amended and Restated Leader’s Deferral Plan, as amended and restated effective January 1, 200 9 (19)
10.18b*	Amendment to the Amended and Restated Leader’s Deferred Compensation Plan, effective December 9, 2010. (24)
10.18c*	Amendment to the Amended and Restated Leader’s Deferred Compensation Plan, effective March 27, 2012.
10.19*	PSS World Medical, Inc. 2004 Non-Employee Directors’ Compensation Plan. (8)
10.19a*	Amendment No. 1 to the PSS World Medical, Inc. Amended and Restated 2004 Non-Employee Directors’ Compensation Plan, as amended through August 24, 2006. (14)
10.20*	Form of Restricted Stock Award Agreement. (10)
10.21*	Form of Performance-Accelerated Restricted Stock Award Agreement. (15)
10.22*	Form of Performance-Based Restricted Stock Unit Agreement. (15)
10.23*	Form of Non-statutory Stock Option Award. (17)
10.24	Purchase Agreement dated as of July 29, 2008 among PSS World Medical and Goldman, Sachs & Co. (23)
10.25	Convertible Bond Hedge Transaction Confirmation, dated July 29, 2008 between Goldman, Sachs & Co. and PSS World Medical, Inc. (17)
10.26	Issuer Warrant Transaction Confirmation dated July 29, 2008 between Goldman, Sachs & Co. and PSS World Medical, Inc. (17)
10.27*	Form of Performance-Accelerated Restricted Stock Unit Agreement. (21)
12	Computation of Consolidated Ratios of Earnings to Fixed Charges.
21	List of Subsidiaries of PSS World Medical, Inc.
23	Consent of Independent Registered Public Accounting Firm.

66

Exhibit Number	Description
31.1	Rule 13a-14(a) Certification of the Chief Executive Officer.
31.2	Rule 13a-14(a) Certification of the Chief Financial Officer.
32.1	Section 1350 Certification of the Chief Executive Officer.
32.2	Section 1350 Certification of the Chief Financial Officer.
101.INS	XBRL Instance Document.
101.SCH	XBRL Taxonomy Extension Schema Document.
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document.
101.LAB	XBRL Taxonomy Extension Label Linkbase Document.
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document.
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document.

* Represents a management contract or compensatory plan or arrangement.

** Certain portions of this Exhibit have been omitted upon a request for confidential treatment pursuant to 24b-2 of the Securities Exchange Act of 1934, as amended. The omitted portions have been filed separately with the Securities Exchange Commission.

Footnote References

(1)    Incorporated by Reference to the Company’s Registration Statement on Form S-8, Registration No. 33-80657.

(2)    Incorporated by Reference to the Company’s Annual Report on Form 10-K for the year ended March 30, 2001.

(3)    Incorporated by Reference to the Company’s Annual Report on Form 10-K for the year ended March 28, 2003.

(4)    Incorporated by Reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2003.

(5)    Incorporated by Reference to the Company’s Current Report on Form 8-K, filed March 9, 2004.

(6)    Incorporated by Reference to the Company’s Annual Report on Form 10-K for the year ended April 2, 2004.

(7)    Incorporated by Reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2004.

(8)    Incorporated by Reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended October 1, 2004.

(9)    Incorporated by Reference to the Company’s Annual Report on Form 10-K for the year ended April 1, 2005.

(10)  Incorporated by Reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2005.

(11)  Incorporated by Reference to the Company’s Current Report on Form 8-K, filed July 7, 2005.

(12)  Incorporated by Reference to the Company’s Annual Report on Form 10-K for the year ended March 31, 2006.

(13)  Incorporated by Reference to the Company’s Current Report on Form 8-K, filed August 29, 2006.

(14)  Incorporated by Reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 29, 2006.

(15)  Incorporated by Reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 29, 2007.

(16)  Incorporated by Reference to the Company’s Current Report on Form 8-K, filed January 29, 2008.

(17)  Incorporated by Reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 27, 2008.

(18)  Incorporated by Reference to the Company’s Current Report on Form 8-K, filed December 17, 2008.

(19)  Incorporated by Reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended January 2, 2009.

(20)  Incorporated by Reference to the Company’s Annual Report on Form 10-K for the year ended March 27, 2009.

(21)  Incorporated by Reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 26, 2009.

(22)  Incorporated by Reference to the Company’s Annual Report on Form 10-K for the year ended April 2, 2010.

(23)  Incorporated by Reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended October 1, 2010.

(24)  Incorporated by Reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended July 1, 2011.

(25)  Incorporated by Reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2011.

(26)  Incorporated by Reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended December 30, 2011.

(27)  Incorporated by Reference to the Company’s Current Report on Form 8-K, filed February 28, 2012.

67

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Jacksonville, State of Florida, on May 25, 2012.

PSS WORLD MEDICAL, INC.
By:	/s/    David M. Bronson
	David M. Bronson
	Executive Vice President and Chief Financial Officer (Principal Financial Officer/Principal Accounting Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

Signatures	Title	Date
/s/ Gary A. Corless Gary A. Corless	President, Chief Executive Officer, and Director (Principal Executive Officer)	May 25, 2012
/s/ Delores M. Kesler Delores M. Kesler	Chairman of the Board of Directors	May 25, 2012
/s/ Charles E. Adair Charles E. Adair	Director	May 25, 2012
/s/ Alvin R. Carpenter Alvin R. Carpenter	Director	May 25, 2012
/s/ Jeffrey C. Crowe Jeffrey C. Crowe	Director	May 25, 2012
/s/ A. Hugh Greene A. Hugh Greene	Director	May 25, 2012
/s/ Steven T. Halverson Steven T. Halverson	Director	May 25, 2012
/s/ Melvin L. Hecktman Melvin L. Hecktman	Director	May 25, 2012
/s/ Stephen H. Rogers Stephen H. Rogers	Director	May 25, 2012
/s/ David M. Bronson David M. Bronson	Executive Vice President and Chief Financial Officer (Principal Financial Officer/Principal Accounting Officer)	May 25, 2012

68

EX-10.8

Exhibit 10.8

AMENDMENT AND RESTATEMENT

OF THE

PSS WORLD MEDICAL, INC. SAVINGS PLAN

Effective as of April 1, 2009

AMENDMENT AND RESTATEMENT

OF THE

PSS WORLD MEDICAL, INC. SAVINGS PLAN

Table of Contents

			Page
ARTICLE I DEFINITIONS				I-1
	1.1	“ACCOUNT” OR “ACCOUNTS”		I-1
	1.2	“ACTUAL CONTRIBUTION PERCENTAGE” OR “ACP”		I-1
	1.3	“ACTUAL CONTRIBUTION RATIO” OR “ACR”		I-1
	1.4	“ACTUAL DEFERRAL PERCENTAGE” OR “ADP”		I-1
	1.5	“ACTUAL DEFERRAL RATIO” OR “ADR”		I-2
	1.6	“ADDITIONAL ELECTIVE DEFERRAL CONTRIBUTIONS”		I-2
	1.7	“ADMINISTRATOR”		I-3
	1.8	“AFFILIATE”		I-3
	1.9	“AGREEMENT AND DECLARATION OF TRUST”		I-3
	1.10	“ANNUAL ADDITIONS”		I-3
	1.11	“BOARD OF DIRECTORS” AND “BOARD”		I-4
	1.12	“BREAK IN SERVICE”		I-4
	1.13	“CODE”		I-4
	1.14	“COMPANY”		I-4
	1.15	“COMPANY STOCK FUND”		I-4
	1.16	“COMPENSATION”		I-4
	1.17	“DIRECT ROLLOVER”		I-5
	1.18	“DISTRIBUTEE”		I-5
	1.19	“EARLY RETIREMENT DATE”		I-6
	1.20	“EFFECTIVE DATE”		I-6
	1.21	“ELECTIVE CONTRIBUTION”		I-6
	1.22	“ELECTIVE CONTRIBUTIONS ACCOUNT”		I-6
	1.23	“ELIGIBILITY DATE”		I-7
	1.24	“ELIGIBLE RETIREMENT PLAN”		I-7
	1.25	“ELIGIBLE ROLLOVER DISTRIBUTION”		I-7
	1.26	“ELIGIBLE SPOUSE”		I-8
	1.27	“EMPLOYEE”		I-8
	1.28	“EMPLOYER”		I-9
	1.29	“EMPLOYER DISCRETIONARY CONTRIBUTION”		I-9
	1.30	“EMPLOYER CONTRIBUTIONS ACCOUNT”		I-9
	1.31	“EMPLOYER SECURITIES”		I-9
	1.32	“ERISA”		I-9
	1.33	“FAIR MARKET VALUE”		I-9
	1.34	“401(K) PLAN”		I-10
	1.35	“FUND”		I-10
	1.36	“HARDSHIP”		I-10
	1.37	“HIGHLY COMPENSATED EMPLOYEE”		I-10
	1.38	“HOUR OF SERVICE”		I-11
	1.39	“KEY EMPLOYEE”		I-13
	1.40	“LEAVE OF ABSENCE”		I-13
	1.41	“LIMITATION YEAR”		I-13
	1.42	“MATCHING CONTRIBUTION”		I-13
	1.43	“MATCHING CONTRIBUTIONS ACCOUNT”		I-13
	1.44	“MATCHING CONTRIBUTIONS ALLOCATION PERIOD”		I-13
	1.45	“NATIONAL MED SUPPLY PLAN”		I-13

	1.46	“NON-ELECTIVE CONTRIBUTION”	I-14
	1.47	“NON-HIGHLY COMPENSATED EMPLOYEE”	I-14
	1.48	“NON-KEY EMPLOYEE”	I-14
	1.49	“NORMAL RETIREMENT AGE”	I-14
	1.50	“NORMAL RETIREMENT DATE”	I-14
	1.51	“PARTICIPANT”	I-14
	1.52	“PLAN”	I-14
	1.53	“PLAN ADMINISTRATOR”	I-14
	1.54	“PLAN YEAR”	I-14
	1.55	“POST-SEVERANCE COMPENSATION”	I-15
	1.56	“PSS ESOP”	I-15
	1.57	“PSS/TAYLOR PLAN”	I-15
	1.58	“QUALIFIED MATCHING CONTRIBUTION”	I-15
	1.59	“QUALIFIED MATCHING CONTRIBUTIONS ACCOUNT”	I-15
	1.60	“QUALIFIED NON-ELECTIVE CONTRIBUTIONS ACCOUNT”	I-15
	1.61	“ROLLOVER CONTRIBUTION”	I-15
	1.62	“ROLLOVER/MERGER ACCOUNT”	I-16
	1.63	“SECTION 415 COMPENSATION”	I-16
	1.64	“SPECIAL BONUS”	I-17
	1.65	“TOP HEAVY PLAN”	I-17
	1.66	“TRUST”	I-18
	1.67	“TRUSTEE”	I-18
	1.68	“TRUST FUND” OR “TRUST FUNDS”	I-18
	1.69	“VALUATION DATE”	I-18
	1.70	“VALUATION PERIOD”	I-18
	1.71	“YEAR OF SERVICE”	I-18
ARTICLE II PURPOSE OF THE PLAN AND THE TRUST			II-1
	2.1	EXCLUSIVE BENEFIT	II-1
	2.2	RETURN OF CONTRIBUTIONS	II-1
	2.3	PARTICIPANTS’ RIGHTS	II-1
	2.4	QUALIFIED PLAN	II-1
ARTICLE III PLAN ADMINISTRATOR			III-1
	3.1	ADMINISTRATION OF THE PLAN	III-1
	3.2	POWERS AND DUTIES	III-1
	3.3	DIRECTION OF TRUSTEE	III-1
	3.4	SUMMARY PLAN DESCRIPTION	III-1
	3.5	DISCLOSURE	III-1
	3.6	CONFLICT IN TERMS	III-1
	3.7	NONDISCRIMINATION	III-1
	3.8	RECORDS	III-2
	3.9	FINAL AUTHORITY	III-2
	3.10	CLAIMS	III-2
	3.11	APPOINTMENT OF ADVISORS	III-3
ARTICLE IV ELIGIBILITY AND PARTICIPATION			IV-1
	4.1	CURRENT PARTICIPANTS	IV-1
	4.2	ELIGIBILITY AND PARTICIPATION	IV-1
	4.3	FORMER EMPLOYEES	IV-1
ARTICLE V CONTRIBUTIONS TO THE TRUST			V-1
	5.1	PARTICIPANTS’ ELECTIVE CONTRIBUTIONS	V-1
	5.2	ADDITIONAL ELECTIVE DEFERRAL CONTRIBUTIONS	V-5
	5.3	MATCHING CONTRIBUTIONS AND QUALIFIED MATCHING CONTRIBUTIONS	V-6
	5.4	EMPLOYER DISCRETIONARY CONTRIBUTIONS	V-13
	5.5	NON-ELECTIVE CONTRIBUTIONS	V-13

	5.6	LIMITATIONS ON CONTRIBUTIONS AND FORFEITURES	V-13
	5.7	LIMITATIONS ON ELECTIVE CONTRIBUTIONS, QUALIFIED MATCHING CONTRIBUTIONS AND MATCHING CONTRIBUTIONS	V-14
	5.8	FORM AND TIMING OF CONTRIBUTIONS	V-17
	5.9	ROLLOVER CONTRIBUTIONS	V-18
	5.10	NO DUTY TO INQUIRE	V-18
ARTICLE VI PARTICIPANTS’ ACCOUNTS			VI-1
	6.1	COMMON FUND	VI-1
	6.2	ESTABLISHMENT OF ACCOUNTS	VI-1
	6.3	INTERESTS OF PARTICIPANTS	VI-3
	6.4	ADJUSTMENTS TO ACCOUNTS	VI-3
	6.5	LIMITATION ON ALLOCATION OF CONTRIBUTIONS	VI-8
ARTICLE VII BENEFITS UNDER THE PLAN			VII-1
	7.1	RETIREMENT BENEFIT	VII-1
	7.2	DISABILITY BENEFIT	VII-1
	7.3	SEVERANCE FROM EMPLOYMENT BENEFIT	VII-1
	7.4	DEATH BENEFIT	VII-4
	7.5	HEROES EARNINGS ASSISTANCE AND RELIEF TAX ACT OF 2008 (‘HEART’)	VII-5
ARTICLE VIII PAYMENTS OF BENEFITS			VIII-1
	8.1	TIME FOR DISTRIBUTION OF BENEFITS	VIII-1
	8.2	FORM OF PAYMENT	VIII-2
	8.3	MANNER OF PAYMENT	VIII-2
	8.4	LIQUIDATION OF INVESTMENTS AND PERIODIC ADJUSTMENTS	VIII-3
	8.5	DIRECT ROLLOVER DISTRIBUTIONS	VIII-3
	8.6	PUT OPTIONS	VIII-4
	8.7	LOCATION OF PARTICIPANT OR BENEFICIARY UNKNOWN	VIII-5
	8.8	AUTOMATIC ROLLOVERS	VIII-6
	8.9	MINIMUM DISTRIBUTION REQUIREMENTS	VIII-6
ARTICLE IX PRERETIREMENT WITHDRAWALS			IX-1
	9.1	HARDSHIP WITHDRAWALS	IX-1
	9.2	WITHDRAWALS AFTER AGE 59 1/2	IX-2
ARTICLE X DIRECTED INVESTMENTS			X-1
	10.1	PARTICIPANT DIRECTED INVESTMENTS	X-1
	10.2	INVESTMENT FUNDS	X-1
	10.3	DIVESTMENT OF EMPLOYER SECURITIES	X-1
	10.4	ELECTION PROCEDURES	X-2
	10.5	FAILURE TO DESIGNATE	X-3
	10.6	UNIFORM PROCEDURES	X-3
	10.7	DESIGNATED SECTION 404(C) PLAN	X-3
ARTICLE XI TRUST FUNDS			XI-1
	11.1	TRUST FUND	XI-1
	11.2	SEPARATE FUNDS	XI-1
	11.3	VOTING	XI-1
	11.4	DIVIDENDS	XI-1
ARTICLE XII EXPENSES OF ADMINISTRATION OF THE PLAN AND THE TRUST FUND			XII-1
	12.1	EXPENSES OF ADMINISTRATION	XII-1
ARTICLE XIII AMENDMENT AND TERMINATION			XIII-1
	13.1	RESTRICTIONS ON AMENDMENT AND TERMINATION OF PLAN	XIII-1
	13.2	AMENDMENT OF PLAN	XIII-1

	13.3	TERMINATION OF PLAN	XIII-2
	13.4	DISCONTINUANCE PROCEDURE	XIII-2
	13.5	TERMINATION PROCEDURE	XIII-2
ARTICLE XIV MISCELLANEOUS			XIV-1
	14.1	MERGER OR CONSOLIDATION	XIV-1
	14.2	ALIENATION	XIV-1
	14.3	USERRA REQUIREMENTS	XIV-1
	14.4	GOVERNING LAW	XIV-2
	14.5	ACTION BY EMPLOYER	XIV-2
	14.6	ALTERNATIVE ACTIONS	XIV-2
	14.7	GENDER	XIV-2

AMENDMENT AND RESTATEMENT

OF THE

PSS WORLD MEDICAL, INC. SAVINGS PLAN

This Amendment and Restatement of the PSS World Medical, Inc. Savings Plan (formerly known as the PSS World Medical, Inc. Employee Stock Ownership and Savings Plan) is made and entered into effective for all purposes as of April 1, 2009, except as otherwise set forth herein, by PSS World Medical, Inc. (the “Company”).

W  I  T  N  E  S  S  E  T  H:

WHEREAS, the Company has previously adopted the PSS World Medical, Inc. Employee Stock Ownership and Savings Plan, which has been amended from time to time (as amended, the “Plan”); and

WHEREAS, the Company converted the Plan from an employee stock ownership plan to a profit sharing plan, effective April 1, 2002; and

WHEREAS, the Plan is intended to qualify under section 401(a) of the Internal Revenue Code of 1986, as amended (the “Code”) as a profit sharing plan and the trust created under the Plan is intended to be exempt under section 501(a) of the Code; and

WHEREAS, the Plan was previously amended to comply with the requirements of the Uruguay Round Agreements Act of 1994 (“GATT”), the Uniformed Services Employment and Reemployment Rights Act of 1994 (“USERRA”), the Small Business Job Protection Act of 1996 (“SBJPA”), the Taxpayer Relief Act of 1997 (“TRA ‘97”), the Internal Revenue Service Restructuring and Relief Act of 1998, the Community Renewal Tax Relief Act of 2000, and in good faith to comply with the requirements of the Economic Growth and Tax Relief Reconciliation Act of 2001 (“EGTRRA”), and other applicable Internal Revenue Service guidance; and

WHEREAS, the Plan shall be further amended and restated, effective April 1, 2009, to incorporate all Plan amendments adopted subsequent to the 2002 restatement date and to comply, in good faith, with the requirements of the Pension Funding Equity Act of 2004 (“PFEA”), the American Jobs Creation Act of 2004 (“AJCA”), the Gulf Opportunity Zone Act of 2005 (“GOZA”), the U.S. Troop Readiness, Veterans’ Care, Katrina Recovery, the Iraq Accountability Appropriations Act, and the final Treasury Regulations promulgated under Section 415 of the Code. This amended and restated Plan is also intended to be a good faith amendment to comply with the requirements of the Pension Protection Act of 2006 (“PPA”), the Heroes Earnings Assistance and Relief Tax Act of 2008 (“HEART”), and other applicable Internal Revenue Service guidance issued since the last restatement

NOW, THEREFORE, the Plan is hereby amended and restated in its entirety to read as follows:

ARTICLE I

DEFINITIONS

1.1 “Account” or “Accounts”

shall mean, as required by the context, the entire amount held from time to time for the benefit of any one Participant, or a portion thereof attributable to a Participant’s Elective Contributions Account, Employer Contributions Account, Matching Contributions Account, Qualified Matching Contributions Account, Qualified Non-Elective Contributions Account, and/or Rollover/Merger Account.

1.2 “Actual Contribution Percentage” or “ACP”

shall mean the actual contribution percentage that is equal to, for a specific group of Participants (either Highly Compensated Employees or Non-Highly Compensated Employees) for a Plan Year, the average of the Actual Contribution Ratios (calculated separately for each Participant in such group). The ACP for each group shall be calculated to the nearest one-hundredth of one percent. For purposes of computing an ACP, a Participant is an Eligible Employee who is eligible to have Matching Contributions or Qualified Matching Contributions made (whether or not a deferral election was made or suspended) allocated to such Participant’s Matching Contributions Account for a “specific Plan Year.” In addition, if an Employee contribution is required as a condition of participation in the Plan, any Employee who would be a Participant in the Plan if such Employee made such a contribution shall be treated (for purposes of the ACP test) as an eligible Participant on behalf of whom no Employee contributions are made. However, if a Participant has no 414(s) compensation for the Plan Year, then such Participant shall be disregarded for purposes of calculating the ACP of a group. For purposes of this section, the term “specific Plan Year” means, for Participants who are Highly Compensated Employees, the Plan Year being tested. If the current year testing method is being used, then the term “specific Plan Year” means, for Participants who are Non-Highly Compensated Employees, the Plan Year being tested. If the prior year testing method is being used, then the term “specific Plan Year” means, for Participants who are Non-Highly Compensated Employees, the Plan Year prior to the Plan Year being tested.

1.3 “Actual Contribution Ratio” or “ACR”

shall mean the actual contribution ratio of each Participant, that is a ratio (expressed as a percentage) equal to (a) the contribution percentage amounts of such Participant for such Plan Year to (b) such Participant’s 414(s) compensation for such Plan Year. Matching Contributions, Qualified Matching Contributions, and Non-Elective Contributions will be considered made for a Plan Year if made no later than the end of the 12-month period beginning on the date after the close of the Plan Year. The ACR for each Participant shall be calculated to the nearest one-hundredth of one percent.

1.4 “Actual Deferral Percentage” or “ADP”

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shall mean the actual deferral percentage that is equal to, for a specific group of Participants (either Highly Compensated Employees or Non-Highly Compensated Employees) for a Plan Year, the average of the ADRs (calculated separately for each Participant in such group). The ADP for each group shall be calculated to the nearest one-hundredth of one percent. For purposes of computing an ADP, a Participant is an Eligible Employee who is eligible to made Elective deferrals (whether or not a deferral election was made or suspended) allocated to the Participant’s Elective Contributions Account for a “specific Plan Year.” However, if a Participant has no 414(s) compensation for the Plan Year, then such Participant shall be disregarded for purposes of calculating the ADP of a group. For purposes of this section, the term “specific Plan Year” means, for Participants who are Highly Compensated Employees, the Plan Year being tested. If the current year testing method is being used, then the term “specific Plan Year” means, for Participants who are Non-Highly Compensated Employees, the Plan Year being tested. If the prior year testing method is being used, then the term “specific Plan Year” means, for Participants who are Non-Highly Compensated Employees, the Plan Year prior to the Plan Year being tested.

1.5 “Actual Deferral Ratio” or “ADR”

shall mean the actual deferral ratio of each Participant, that is a ratio (expressed as a percentage) equal to (a) the amount of Employer contributions actually paid over to the Plan on behalf of such Participant for such Plan Year, to (b) such Participant’s 414(s) compensation for such Plan Year.

For purposes of this definition of ADR, Employer contributions actually paid over to the Plan on behalf of any Participant shall include: (a) any Elective Contributions (other than Additional Elective Deferral Contributions) made pursuant to the Participant’s deferral election (including excess deferrals of any Highly Compensated Employee), but excluding (1) excess deferrals of any Non-Highly Compensated Employee that arise solely from Elective Contributions made under this Plan or any other plans maintained by the Employer, and (2) Elective Contributions that are taken into account in the ACP test (provided that the ADP test is satisfied both with and without the exclusion of these Elective Contributions); and (b) at the election of the Employer, Non-Elective Contributions and Qualified Matching Contributions to the extent such contributions are not used to satisfy the ACP test, as well as any contributions authorized by (and to the extent prescribed by) the Plan.

For purposes of computing a Participant’s ADR, and Eligible Employee who would be a Participant but for the failure to make Elective Contributions shall be treated as a Participant on whose behalf no Elective Contributions are made.

The ADR for each Participant shall be calculated to the nearest one-hundredth of one percent.

1.6 “Additional Elective Deferral Contributions”

shall mean a contribution pursuant to section 5.2 by an Employer on behalf of a Participant.

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1.7 “Administrator”

shall mean the Plan Administrator.

1.8 “Affiliate”

shall mean any corporation which is a member of a controlled group of corporations (as defined in Code Section 414(b)) which includes the Employer; any trade or business (whether or not incorporated) which is under common control (as defined in Code Section 414(c)) with the Employer; any organization (whether or not incorporated) which is a member of an affiliated service group (as defined in Code Section 414(m)) which includes the Employer; and any other entity that is required to be aggregated with the Employer pursuant to Treasury Regulations under Code Section 414(o). For purposes of determining the limitations on Annual Additions, the special rules of Code Section 415(h) shall apply.

1.9 “Agreement and Declaration of Trust”

shall mean the agreement providing for the Trust Fund or Funds, as entered into between the Company and the Trustee, and as the agreement may be amended from time to time, or any successor trust thereto.

1.10 “Annual Additions”

shall mean, for purposes of applying the limitations of Code Section 415, the sum credited to a Participant’s Accounts for any Limitation Year of:

(a) the amount of Employer contributions (including elective contributions) allocated to the Participant under any defined contribution plan maintained by the Employer or an Affiliate; provided, however, that Additional Elective Deferral Contributions made pursuant to section 5.2 (and any other contribution subject to Section 414(v) of the Code and made to any defined contribution plan maintained by an Employer or an Affiliate) and restorative payments (where a restorative payment is made to restore losses to the Plan resulting from actions by a fiduciary for which there is reasonable risk of liability for breach of a fiduciary duty under ERISA or under other applicable federal or state law) shall not be taken into account;

(b) the amount of the Participant’s contributions (other than Rollover Contributions, transfer contributions, or Participant loan repayments, if any) to any contributory defined contribution plan maintained by an Employer or an Affiliate;

(c) any forfeitures separately allocated to the Participant under any defined contribution plan maintained by an Employer or an Affiliate; and

(d) amounts allocated to an individual medical account, as defined in Section 415(l)(2) of the Code, that is part of a pension or annuity plan maintained by an Employer or an Affiliate, and amounts derived from contributions that are attributable to post-retirement medical benefits allocated to the separate account of a Key Employee (as

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defined in Section 419A(d)(3) of the Code) under a welfare benefit plan (as defined in Section 419(e) of the Code) maintained by an Employer or an Affiliate; provided however, that the percentage limitation set forth in section 6.5(a) shall not apply to (1) any contribution for medical benefits (within the meaning of Section 419A(f)(2) of the Code) after severance from employment which is otherwise treated as an “Annual Addition,” or (2) any amount otherwise treated as an “Annual Addition” under Section 415(l)(1) of the Code.

1.11 “Board of Directors” and “Board”

shall mean the board of directors of the Company or, when required by the context, the board of directors of an Employer other than the Company.

1.12 “Break in Service”

shall mean a 12-month Plan Year in which an Employee has 500 or fewer Hours of Service, and it shall be deemed to occur on the last day of any such Plan Year. For any Plan Year of less than 12 months, a “Break in Service” shall be credited to an Employee who has 500 or fewer Hours of Service during the 12-month period beginning on the first day of such short Plan Year.

1.13 “Code”

shall mean the Internal Revenue Code of 1986, as amended, or any successor statute. Reference to a specific section of the Code shall include a reference to any successor provision.

1.14 “Company”

shall mean PSS World Medical, Inc. and its successors.

1.15 “Company Stock Fund”

shall mean the trust fund established under the Agreement and Declaration of Trust between the Company and the Trustee from which the amounts of supplementary compensation provided by the Plan and invested primarily in common stock of the Company are to be paid or are to be funded.

1.16 “Compensation”

(a) The term “Compensation” shall mean the regular salaries and wages, overtime pay, bonuses, commissions and other amounts paid by an Employer and taxable to the Employee, as well as elective contributions made on behalf of the Employee to this Plan pursuant to Section 401(k) of the Code, elective contributions made on behalf of the Employee to any cafeteria plan maintained by an Employer pursuant to Section 125 of the Code, and elective amounts on behalf of the Employee that are not includable in his gross income by reason of Section 132(f)(4) of the Code. The term “Compensation” shall not include third party disability payments, tax deferred stock options, deductible relocation expense payments, credits or benefits under this Plan, any amount contributed

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to any pension, employee welfare, life insurance or health insurance plan or arrangement (other than elective contributions to this Plan and any cafeteria plan), or any other tax-favored fringe benefits, and any amounts paid after the date of severance from employment, except as specifically provided hereinabove.

(b) For purposes of determining a Participant’s Actual Deferral Ratios and Actual Contribution Ratios, an Employer may limit the period for which Compensation is taken into account to that portion of the Plan Year in which the Employee was a Participant so long as this limit is applied uniformly to all eligible Employees under the Plan for the Plan Year.

(c) The annual Compensation of each Participant taken into account in determining allocations for any Plan Year beginning after December 31, 2009, shall not exceed $245,000.00, as adjusted for cost-of-living increases in accordance with Section 401(a)(17)(B) of the Code. Annual Compensation means Compensation during the Plan Year or such other consecutive 12-month period over which Compensation is otherwise determined under the Plan. The cost-of-living adjustment in effect for a calendar year applies to annual Compensation for the determination period that begins with or within such calendar year.

Notwithstanding the foregoing, the term ‘Compensation’ shall not include any Special Bonuses.

1.17 “Direct Rollover”

shall mean a payment of an Eligible Rollover Distribution by the Plan to an Eligible Retirement Plan specified by the Distributee.

1.18 “Distributee”

shall mean

(a) a Participant, or former Participant, who is entitled to benefits payable as a result of his retirement, disability or other severance from employment as provided in Article VII,

(b) a Participant’s, or former Participant’s, surviving Eligible Spouse who is entitled to death benefits payable pursuant to section 7.4, and

(c) a Participant’s, or former Participant’s, spouse or former spouse who is the alternate payee under a qualified domestic relations order, as defined in Section 414(p) of the Code, entitled to benefits payable as provided by section 14.2(b).

(d) a Participant’s, or former Participant’s, non-spouse beneficiary who is a ‘designated beneficiary’ (including a trust) under Code Section 401(a)(9)(E) and the Treasury Regulations thereunder.

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1.19 “Early Retirement Date”

shall mean the first date on which a Participant has reached the age of 55 years and completed ten Years of Service.

1.20 “Effective Date”

of this Amendment and Restatement shall mean April 1, 2009, except as otherwise set forth herein.

1.21 “Elective Contribution”

shall mean a contribution made to the Plan by an Employer at the election of a Participant in lieu of cash Compensation pursuant to section 5.1.

1.22 “Elective Contributions Account”

shall mean an account established pursuant to section 6.2 with respect to contributions made to this Plan under salary reduction agreements pursuant to section 5.1. A Participant’s Elective Contributions Account shall include Additional Elective Deferral Contributions made to this Plan pursuant to section 5.2. In addition, a Participant’s Elective Contributions Account shall include amounts previously credited

(a) as salary reduction contributions to the 401(k) Plan (and earnings attributable thereto) on behalf of the Participant prior to the merger of the 401(k) Plan with this Plan effective October 1, 1993;

(b) to the Participant’s “Employer Contributions Account” in this Plan as of December 31, 1995, under the terms of this Plan in effect as of such date;

(c) to the Participant’s “ESOP Elective Contributions Account” in this Plan under the terms of this Plan as in effect as of July 31, 1999;

(d) to the Participant’s “401(k) Elective Contributions Account” in this Plan under the terms of this Plan as in effect as of July 31, 1999;

(e) to the Participant’s “Elective Contributions Account” in the PSS ESOP as of the date of its merger with this Plan;

(f) as salary reduction contributions (and earnings attributable thereto) credited to the “Merger Accounts” attributable to the Participant in this Plan under the terms of this Plan as in effect as of July 31, 1999;

(g) as salary reduction contributions (and earnings attributable thereto) on behalf of the Participant to the PSS/Taylor Plan prior to the merger of the PSS/Taylor Plan with this Plan effective April 21, 2000;

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(h) as salary deferral contributions (and earnings attributable thereto) on behalf of the Participant to the National Med Supply Plan prior to the merger of the National Med Supply Plan with this Plan effective August 1, 2001; and

(i) to the Participant’s “Elective Contributions Account” in this Plan under the terms of this Plan as in effect immediately before this Amendment and Restatement.

1.23 “Eligibility Date”

shall mean the first day of each Plan Year and the first day of each calendar month within the Plan Year.

1.24 “Eligible Retirement Plan”

shall mean an individual retirement account described in Code Section 408(a), an individual retirement annuity described in Code Section 408(b), an annuity plan described in Code Section 403(a), an annuity contract described in Code Section 403(b), a qualified trust described in Code Section 401(a), or an eligible plan under Code Section 457(b) which is maintained by a state, political subdivision of a state, or any agency or instrumentality of a state or political subdivision of a state and which agrees to separately account for amounts transferred into such plan from this Plan, that, in each case, accepts a Distributee’s Eligible Rollover Distribution. Effective for distributions made after March 31, 2008, Eligible Retirement Plan shall include a Roth IRA described in Code Section 408A(b).

1.25 “Eligible Rollover Distribution”

shall mean any distribution of all or any portion of the balance to the credit of a Distributee, other than:

(a) any distribution that is one of a series of substantially equal periodic payments (not less frequently than annually) made

(1) for the life (or life expectancy) of the Distributee, or the joint lives (or life expectancies) of the Distributee and the Distributee’s designated beneficiary, or

(2) for a specified period of ten years or more;

(b) any distribution to the extent such distribution is required under Code Section 401(a)(9); and

(c) the portion of any distribution that is not includible in gross income (determined without regard to the exclusion for net unrealized appreciation with respect to employer securities); and

(d) any hardship withdrawal.

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Notwithstanding the preceding provisions of this section, an Eligible Rollover Distribution shall not include one or more distributions during a Plan Year with respect to a Participant if the aggregate amount distributed during the Plan Year is less than $200 (adjusted under such regulations as may be issued from time to time by the Secretary of the Treasury).

1.26 “Eligible Spouse”

shall mean a Participant’s husband or wife.

1.27 “Employee”

(a) The term “Employee” shall mean any person employed by an Employer or an Affiliate other than:

(1) a member of a collective bargaining unit if retirement benefits were a subject of good faith bargaining between such unit and an Employer, and

(2) a nonresident alien who does not receive earned income from sources within the United States.

(b) The term “Employee” shall also include any leased employee of the Employer; provided, however, that contributions or benefits provided by the leasing organization that are attributable to services performed for such Employer shall be treated as provided by such Employer. The preceding sentence shall not apply to any leased employee if:

(1) leased employees do not constitute more than twenty percent (20%) of the Employer’s Non-Highly Compensated Employees (as determined without regard to this section 1.27(b), and

(2) such leased employee is covered by a money purchase pension plan providing:

(A) a nonintegrated employer contribution rate of at least 10% of compensation (as defined in Section 414(n) of the Code),

(B) immediate participation, and

(C) full and immediate vesting.

(c) The term “leased employee,” as used in this section, means any person (other than an employee of the Employer) who, pursuant to an agreement between the Employer and any other person (“leasing organization”), has performed services for the Employer (or for the Employer and one or more Affiliates) on a substantially full time basis for a period of at least one year and the individual’s services are performed under the primary direction or control of such Employer.

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1.28 “Employer”

shall mean the Company, Gulf South Medical Supply, Inc., PSS Service, Inc., World Med Shared Services, Inc., Physician Sales & Service, Inc., Physician Sales & Service Limited Partnership, Proclaim, Inc., PSS Holding, Inc., Ancillary Management Solutions, Inc., Cascade Medical Supply, ThriftyMed, Inc., ClaimOne, LLC, Dispensing Solutions, Inc., Linear Medical Solutions, LLC, Southeast Medical Solutions RX, LLC (formerly Stat RX USA, LLC), BottomLine Medical Solutions, LLC, Theratech, Inc., Standard Medical Supply, Inc., Keltman Pharmaceutical, Inc., Federal Medical Supply, Inc., Blue Medical Supply, Inc., Xcel Supply, LLC, Professional Laboratory Systems, Inc. and any other subsidiary, related corporation, or other entity that adopts this Plan with the consent of the Company.

1.29 “Employer Discretionary Contribution”

shall mean a contribution in cash or Employer Securities pursuant to section 5.4 by an Employer on behalf of a Participant.

1.30 “Employer Contributions Account”

shall mean an account established pursuant to section 6.2 with respect to contributions made as Employer Discretionary Contributions pursuant to section 5.4. A Participant’s Employer Contributions Account shall include amounts previously credited

(a) to the Participant’s “ESOP Matching Contributions Account” in this Plan under the terms of the Plan in effect immediately before August 1, 1999;

(b) to the Participant’s “ESOP Employer Contributions Account” in this Plan under the terms of the Plan in effect immediately before August 1, 1999; and

(c) to the Participant’s “Employer Contributions Account” in the Plan immediately before this Amendment and Restatement.

1.31 “Employer Securities”

shall mean common stock, any other type of stock or any marketable obligation (as defined in Section 407(e) of ERISA) issued by the Company or any Affiliate of the Company.

1.32 “ERISA”

shall mean the Employee Retirement Income Security Act of 1974, as amended, or any successor statute. References to a specific section of ERISA shall include references to any successor provisions.

1.33 “Fair Market Value”

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shall mean, for purposes of the valuation of Employer Securities, the closing price (or, if there is no closing price, then the closing bid price) of such Employer Securities as reported on the Composite Tape, or if not reported thereon, then such price as reported in the trading reports of the principal securities exchange in the United States on which such Employer Securities are listed, or if the Employer Securities are not listed on a securities exchange in the United States, the mean between the dealer closing “bid” and “ask” prices on the over-the-counter market as reported by the National Association of Securities Dealers Automated Quotation System (NASDAQ), or NASDAQ’s successor, or if not reported on NASDAQ, the fair market value of the securities as determined in good faith and based on all relevant factors; provided, however, that the Fair Market Value of Employer Securities not readily tradable on an established securities market shall be determined by an independent appraiser pursuant to Section 401(a)(28)(C) of the Code.

1.34 “401(k) Plan”

shall mean the Physician Sales & Service, Inc. 401(k) Plan, as established and maintained by the Employers prior to its merger into this Plan effective as of October 1, 1993.

1.35 “Fund”

shall mean an investment fund established pursuant to Article X.

1.36 “Hardship”

shall mean an immediate and heavy financial need of the Participant for which a distribution from the Participant’s Rollover/Merger Account and Elective Contributions Account is necessary to satisfy such need, as described in section 9.1.

1.37 “Highly Compensated Employee”

(a) The term “Highly Compensated Employee” shall mean any Employee:

(1) who was a 5% owner of an Employer or an Affiliate during the Plan Year or the immediately preceding Plan Year; or;

(2) whose Section 415 Compensation was more than $100,000 (adjusted under such regulations as may be issued by the Secretary of the Treasury) for the immediately preceding Plan Year, and who was a member of the “top paid group” for such preceding Year. As used herein, “top paid group” shall mean all Employees who are in the top 20% of the Employer’s or an Affiliate’s work force (without regard to employees excludable pursuant to Section 414(q) of the Code) on the basis of Section 415 Compensation paid during the year.

(b) The term “Highly Compensated Employee” shall also mean any former Employee who separated from service (or was deemed to have separated from service) prior to the Plan Year, performs no service for an Employer during the Plan Year, and was an actively employed Highly Compensated Employee in the separation year or any Plan Year ending on or after the date the Employee attained age 55.

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1.38 “Hour of Service”

(a) The term “Hour of Service” shall mean

(1) an hour for which an Employee is paid, or entitled to payment, for the performance of duties for an Employer or an Affiliate;

(2) an hour for which an Employee is paid, or entitled to payment, by an Employer or an Affiliate on account of a period of time during which no duties are performed (irrespective of whether the employment relationship has terminated) due to vacation, holiday, illness, incapacity (including disability), lay-off, jury duty, military duty or leave of absence. Notwithstanding the preceding,

(A) no more than 501 Hours of Service shall be credited under this section 1.38(a)(2) to an Employee on account of any single continuous period during which the Employee performs no duties (whether or not such period occurs in a single Plan Year);

(B) an hour for which an Employee is directly or indirectly paid, or entitled to payment, on account of a period during which no duties are performed shall not be credited to the Employee if such payment is made or due under a plan maintained solely for the purpose of complying with applicable workmen’s compensation, or unemployment compensation or disability insurance laws; and

(C) an hour shall not be credited for a payment which solely reimburses an Employee for medical or medically related expenses incurred by the Employee; and

(3) an hour for which back pay, irrespective of mitigation of damages, is either awarded or agreed to by an Employer or an Affiliate; provided, that the same Hour of Service shall not be credited both under section 1.38(a)(1) or section 1.38(a)(2), as the case may be, and under this section 1.38(a)(3). Crediting of an Hour of Service for back pay awarded or agreed to with respect to periods described in section 1.38(a)(2) shall be subject to the limitations set forth in that section.

The definition set forth in this section 1.38(a) is subject to the special rules contained in Department of Labor Regulations Sections 2530.200b-2(b) and (c), and any regulations amending or superseding such sections, which special rules are hereby incorporated in the definition of “Hour of Service” by this reference.

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(b) Each Employee who is not required to maintain records of his actual Hours of Service during any month shall be credited with 190 Hours of Service for such month if he would be credited with at least one Hour of Service during such month under section 1.38(a).

(c)      (i) Notwithstanding the other provisions of this “Hour of Service” definition, in the case of an Employee who is absent from work for any period by reason of her pregnancy, by reason of the birth of a child of the Employee, by reason of the placement of a child with the Employee in connection with the adoption of such child by the Employee or for purposes of caring for such child for a reasonable period beginning immediately following such birth or placement, the Employee shall be treated as having those Hours of Service described in section 1.38(c)(2).

(ii) The Hours of Service to be credited to an Employee under the provisions of section 1.38(c)(1) are the Hours of Service that otherwise would normally have been credited to such Employee but for the absence in question or, in any case in which the Plan is unable to determine such hours, eight Hours of Service per day of such absence; provided, however, that the total number of hours treated as Hours of Service under this section 1.38(c) by reason of any such pregnancy or placement shall not exceed 501 hours.

(iii) The hours treated as Hours of Service under this section 1.38(c) shall be credited only in the Plan Year in which the absence from work begins, if the crediting is necessary to prevent a Break in Service in such Plan Year or, in any other case, in the immediately following Plan Year.

(iv) Credit shall be given for Hours of Service under this section 1.38(c) solely for purposes of determining whether a Break in Service has occurred for participation or vesting purposes; credit shall not be given hereunder for any other purposes (including, without limitation, benefit accrual).

(v) Notwithstanding any other provision of this section 1.38(c), no credit shall be given under this section 1.38(c) unless the Employee in question furnishes to the Administrator such timely information as the Administrator may reasonably require to establish that the absence from work is for reasons referred to in section 1.38(c)(1) and the number of days for which there was such an absence.

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1.39 “Key Employee”

shall mean any employee or former employee (including any deceased employee) who, at any time during the Plan Year that includes the determination date, was an officer of an Employer or an Affiliate having annual compensation greater than $160,000 (as adjusted under Section 416(i)(1) of the Code for Plan Years beginning after December 31, 2001), a 5-percent owner of an Employer or an Affiliate, or a 1-percent owner of an Employer or an Affiliate having annual compensation of more than $150,000. For this purpose, compensation means compensation within the meaning of Section 415(c)(3) of the Code. The determination of who is a Key Employee will be made in accordance with Section 416(i)(1) of the Code and the applicable regulations and other guidance of general applicability issued thereunder.

1.40 “Leave of Absence”

shall mean the time granted to an Employee for vacation, sick leave, temporary layoff or other purposes, all as authorized in accordance with uniform rules adopted by his Employer from time to time. Leave of Absence shall also include the time that an Employee serves in the armed forces of the United States of America during a period of national emergency or as a result of the operation of a compulsory military service law of the United States of America, and during any period after his discharge from such armed forces in which his employment rights are guaranteed by law.

1.41 “Limitation Year”

shall mean the Plan Year.

1.42 “Matching Contribution”

shall mean any Employer contribution made to the Plan pursuant to section 5.3(a)(2) on account of a Participant’s Elective Contributions.

1.43 “Matching Contributions Account”

shall mean an account established pursuant to section 6.2 with respect to Matching Contributions made pursuant to section 5.3(a)(2), and shall include amounts previously credited to the Participant’s “Non-ESOP Matching Contribution Account” in this Plan under the terms of this Plan as in effect immediately before this Amendment and Restatement.

1.44 “Matching Contributions Allocation Period”

shall mean the period ending on the last day of each payroll period for Plan Years beginning after April 1, 2001.

1.45 “National Med Supply Plan”

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shall mean the National Med Supply Company 401(k) Savings Plan, as maintained by Gulf South Medical Supply Company, Inc. prior to its merger into this Plan effective as of August 1, 2001.

1.46 “Non-Elective Contribution”

shall mean an Employer contribution to the Plan, other than a Participant’s Elective Contributions, Matching Contributions, Qualified Matching Contributions, and Qualified Non-Elective Contributions pursuant to section 5.5 on behalf of a Participant.

1.47 “Non-Highly Compensated Employee”

shall mean, with respect to any Plan Year, an Employee who is not a Highly Compensated Employee.

1.48 “Non-Key Employee”

shall mean, with respect to any Plan Year, an Employee or former Employee (and such Employee’s or former Employee’s Beneficiaries) who is not a Key Employee.

1.49 “Normal Retirement Age”

shall mean the Participant’s 65th birthday.

1.50 “Normal Retirement Date”

shall mean the date on which a Participant attains Normal Retirement Age.

1.51 “Participant”

shall mean any eligible Employee of an Employer who has become a Participant under the Plan and shall include any former Employee of an Employer who became a Participant under the Plan and (1) who still has a balance in an Account under the Plan or (2) is entitled to an allocation of a contribution pursuant to section 6.5(b).

1.52 “Plan”

shall mean the PSS World Medical, Inc. Savings Plan as herein set forth, as it may be amended from time to time.

1.53 “Plan Administrator”

shall mean the Company.

1.54 “Plan Year”

shall mean the 12-month period ending on March 31st of each year.

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1.55 “Post-Severance Compensation”

shall mean payments made within 2 ¹/2 months after severance from employment (within the meaning of Code Section 401(k)(2)(B)(i)(I)) if they are payments that, absent a severance from employment, would have been paid to the Employee while the Employee continued in employment with the Employer and are regular compensation for services during the Employee’s regular working hours, compensation for services outside the Employee’s regular working hours (such as overtime or shift differential), commissions, bonuses, or other similar compensation, and payments for accrued bona fide sick, vacation or other leave, but only if the Employee would have been able to use the leave if employment had continued. Any payments not described above are not considered compensation if paid after severance from employment, even if they are paid within 2 ¹/2 months following severance from employment, except for payments to an individual who does not currently perform services for the Employer by reason of qualified military service (within the meaning of Code Section 414(u)(1)) to the extent these payments doe not exceed the amounts the individual would have received if the individual had continued to perform services for the Employer rather than entering qualified military service.

1.56 “PSS ESOP”

shall mean the PSS World Medical, Inc. Employee Stock Ownership Plan (formerly known as the TriStar Imaging Systems, Inc. Employee Stock Ownership and Savings Plan), as maintained by the Employers prior to its merger into this Plan effective as of August 1, 1999.

1.57 “PSS/Taylor Plan”

shall mean the PSS/Taylor Medical Profit Sharing 401(k) Plan, as maintained by the Employers prior to its merger into this Plan effective as of April 21, 2000.

1.58 “Qualified Matching Contribution”

shall mean any Employer contribution to the Plan on account of a Participant’s Elective Contributions that are designated as such pursuant to section 5.3(a)(1).

1.59 “Qualified Matching Contributions Account”

shall mean an account established pursuant to section 6.2 with respect to Qualified Matching Contributions made pursuant to sections 5.3(a)(1). A Participant’s Qualified Matching Contributions Account shall also include amounts previously credited to the Participant’s “Post-1998 ESOP Matching Contribution Account” in this Plan under the terms of this Plan as in effect immediately before this Amendment and Restatement.

1.60 “Qualified Non-Elective Contributions Account”

shall mean an account established pursuant to section 6.2 with respect to Non-Elective Contributions made pursuant to section 5.5 (and its predecessor provisions).

1.61 “Rollover Contribution”

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shall mean a contribution pursuant to section 5.9 by an Employer on behalf of an Employee.

1.62 “Rollover/Merger Account”

shall mean an account established pursuant to section 6.2 with respect to qualified Rollover Contributions made pursuant to section 5.9. A Participant’s Rollover/Merger Account shall also be credited with amounts previously credited to the “Rollover/Merger Account” in this Plan under the terms of this Plan as in effect immediately before this Amendment and Restatement, including amounts previously credited to,

(a) the Brown’s Medical Supply Co. Retirement Savings Plan and the Y-Laboratories & Supplies, Inc. 401(k) Retirement Plan prior to the merger of the Brown’s Medical Supply Co. Retirement Savings Plan and the Y-Laboratories & Supplies, Inc. 401(k) Retirement Plan with this Plan effective as of January 1, 1997 and October 1, 1997, respectively (other than salary reduction contributions and adjustments attributable thereto),

(b) the PSS ESOP prior to its merger with this Plan as of August 1, 1999 (other than amounts attributable to the “Elective Contribution Account” and the “ESOP Contribution Account” in the PSS ESOP),

(c) the PSS/Taylor Plan prior to its merger with this Plan as of April 21, 2000 (other than salary reduction contributions and adjustments thereto), and

(d) the National Med Supply Plan prior to its merger with this Plan as of August 1, 2001 or as soon thereafter as practicable (other than salary deferral contributions and adjustments thereto).

1.63 “Section 415 Compensation”

shall mean:

(a) Wages, salaries, and fees for professional services and other amounts received (without regard to whether or not an amount is paid in cash) for personal services actually rendered in the course of employment with the Employer to the extent that the amounts are includible in gross income (including, but not limited to, commissions paid salesmen, compensation for services on the basis of a percentage of profits, commissions on insurance premiums, tips, bonuses, fringe benefits, and reimbursements or other expense allowances under a nonaccountable plan (as described in Section 1.62-2(c) of the Income Tax Regulations), and

(1) any elective deferral (as defined in Section 402(g)(3) of the Code),

(2) any amount which is contributed or deferred by the Employer at the election of the Employee and which is not includible in the gross income of the Employee by reason of Section 125 or 457 of the Code, and

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(3) effective for Plan Years beginning on and after January 1, 2001, elective amounts that are not includable in the gross income of the Employee by reason on Section 132(f)(4) of the Code.

(b) Section 415 Compensation shall exclude the following:

(1) Employer contributions (except as set forth in section 1.63(a) above) to a plan of deferred compensation which are not includible in the Employee’s gross income for the taxable year in which contributed, or Employer contributions (except as set forth in section 1.63(a) above) under a simplified employee pension or any distributions from a plan of deferred compensation; provided, however, that any amounts received by an Employee pursuant to an unfunded non-qualified plan are permitted to be considered as Section 415 Compensation in the year the amounts are includible in the gross income of the Employee;

(2) Amounts realized from the exercise of a non-qualified stock option, or when restricted stock (or property) held by the Employee either becomes freely transferable or is no longer subject to a substantial risk of forfeiture; and

(3) Amounts realized from the sale, exchange or other disposition of stock acquired under a qualified stock option; and

(4) Post-Severance Compensation.

(c) The annual Section 415 Compensation of each Participant for any Limitation Year shall not exceed $245,000 for the 2009 calendar year (or such amount as adjusted for cost-of-living increases in accordance with Section 401(a)(17)(B) of the Code). The cost-of-living adjustment in effect for a calendar year applies to annual Section 415 Compensation for the Limitation Year that begins with or within such calendar year.

1.64 “Special Bonus”

shall mean a discretionary bonus provided to Employees, which is unexpected and not based upon individual performance.

1.65 “Top Heavy Plan”

shall mean this Plan if the aggregate account balances (not including Additional Elective Deferral Contributions to this Plan, any other contributions subject to Section 414(v) of the Code, and voluntary rollover contributions made by any Participant from an unrelated plan) of the Key Employees and their beneficiaries for such Plan Year exceed 60% of the aggregate account balances (not including voluntary rollover contributions made by any Participant from an unrelated plan) for all Participants and their beneficiaries. Such values shall be determined for any Plan Year as of the last day of the immediately preceding Plan Year. The account

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balances on any determination date shall include the aggregate distributions made with respect to Participants during the one-year period ending on the determination date (or, in the case of a distribution made for a reason other than severance from employment, death or disability, the “one-year period” shall be replaced with a “five-year period”). For the purposes of this definition, the aggregate account balances for any Plan Year shall include the account balances and accrued benefits of all retirement plans qualified under Section 401(a) of the Code with which this Plan is required to be aggregated to meet the requirements of Section 416(g)(2) of the Code (including terminated plans that would have been required to be aggregated with this Plan) and all plans of an Employer or an Affiliate in which a Key Employee participates; and such term may include (at the discretion of the Plan Administrator) any other retirement plan qualified under Section 401(a) of the Code that is maintained by an Employer or an Affiliate, provided the resulting aggregation group satisfies the requirements of Sections 401(a) and 410 of the Code. All calculations shall be on the basis of actuarial assumptions that are specified by the Plan Administrator and applied on a uniform basis to all plans in the applicable aggregation group. The account balance of any Participant shall not be taken into account if he has not performed any service for an Employer during the one-year period ending on the determination date.

1.66 “Trust”

shall mean the trust established by the Agreement and Declaration of Trust, or any successor trust thereto.

1.67 “Trustee”

shall mean Principal Trust Company or any successor individual, individuals or corporation designated as trustee under the Agreement and Declaration of Trust.

1.68 “Trust Fund” or “Trust Funds”

shall mean the trust fund established under the Agreement and Declaration of Trust between the Company and the Trustee from which the amounts of supplementary compensation provided for by the Plan are to be paid or are to be funded.

1.69 “Valuation Date”

shall mean the last day of each Plan Year, or such other dates as may be selected by the Plan Administrator. In the event that the Plan Administrator designates each business day as a Valuation Date, the term “business day” shall mean a day on which the New York Stock Exchange and the home office of any third-party administrator that contracts with the Plan Administrator to provide services to the Plan are open for business.

1.70 “Valuation Period”

shall mean the period beginning with the first day after a Valuation Date and ending with the next Valuation Date.

1.71 “Year of Service”

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(a) The term “Year of Service” shall mean a Plan Year during which an Employee completes 1,000 or more Hours of Service.

(b) For purposes of Article VII and section 13.1(e), an Employee’s “Years of Service” shall not include the following:

(1) any Year of Service prior to a Break in Service, but only prior to such time as the Participant has completed a Year of Service after such Break in Service; and

(2) any Year of Service prior to a Break in Service if the Participant had no vested interest in his Account at the time of such Break in Service and if the number of consecutive years in which a Break in Service occurred equaled or exceeded the greater of five or the number of Years of Service completed by the Employee prior thereto (not including any Years of Service not required to be taken into consideration under the Plan as then in effect as a result of any prior Break in Service); provided, however, that for these purposes, any Break in Service resulting from a Leave of Absence shall not be counted but shall be disregarded. The Plan shall take into account a Participant’s Elective Contributions in determining whether a Participant has a vested or non-vested interest in his Account in applying the provisions of Code Sections 410(a)(5)(D)(iii) and 411(a)(6)(D)(iii) permitting a plan to disregard certain service completed prior to breaks-in-service (sometimes referred to as “the rule of parity”).

(c) For each Employee who was employed by Gulf South Medical Supply, Inc. (or was employed by any subsidiary of Gulf South Medical Supply, Inc.) on March 26, 1998, such Employee’s “Years of Service” shall include, for all purposes of the Plan, service with Gulf South Medical Supply, Inc. and each of its subsidiaries.

(d) For each Employee who was employed by ClaimOne, LLC on November 16, 2010, such Employee’s ‘Years of Service’ shall include, for all purposes of the Plan, service with ClaimOne, LLC and each of its subsidiaries.

(e) For each Employee who was employed by Linear Medical Solutions, LLC on November 16, 2010, such Employee’s ‘Years of Service’ shall include, for all purposes of the Plan, service with Linear Medical Solutions, LLC and each of its subsidiaries.

(f) For each Employee who was employed by Dispensing Solutions, Inc. on January 20, 2011, such Employee’s ‘Years of Service’ shall include, for all purposes of the Plan, service with Dispensing Solutions, Inc. and each of its subsidiaries.

(g) For each Employee who was employed by Southeast Medical Solutions RX, LLC (formerly known as Stat RX USA, LLC) on February 25, 2011, such Employee’s ‘Years of Service’ shall include, for all purposes of the Plan, service with

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Southeast Medical Solutions RX, LLC (formerly known as Stat RX USA,LLC) and each of its subsidiaries.

(h) For each Employee who was employed by BottomLine Medical Solutions, LLC on August 19, 2011, such Employee’s ‘Years of Service’ shall include, for all purposes of the Plan, service with BottomLine Medical Solutions, LLC and each of its subsidiaries.

(i) For each Employee who was employed by Theratech, Inc. on September 16, 2011, such Employee’s ‘Years of Service’ shall include, for all purposes of the Plan, service with Theratech, Inc. and each of its subsidiaries.

(j) For each Employee who was employed by Standard Medical Supply Inc. on October 14, 2011, such Employee’s ‘Years of Service’ shall include, for all purposes of the Plan, service with Standard Medical Supply Inc. and each of its subsidiaries.

(k) For each Employee who was employed by Keltman Pharmaceutical, Inc. on December 5, 2011, such Employee’s ‘Years of Service’ shall include, for all purposes of the Plan, service with Keltman Pharmaceutical, Inc. and each of its subsidiaries.

(l) For each Employee who was employed by Federal Medical Supply, Inc. on December 9, 2011, such Employee’s ‘Years of Service’ shall include, for all purposes of the Plan, service with Federal Medical Supply, Inc. and each of its subsidiaries.

(m) For each Employee who was employed by Blue Medical Supply, Inc. on January 13, 2012, such Employee’s ‘Years of Service’ shall include, for all purposes of the Plan, service with Blue Medical Supply, Inc. and each of its subsidiaries.

(n) For each Employee who was employed by Xcel Supply, LLC on February 6, 2012, such Employee’s ‘Years of Service’ shall include, for all purposes of the Plan, service with Xcel Supply, LLC and each of its subsidiaries.

(o) For each Employee who was employed by Professional Laboratory Systems, Inc. on March 13, 2012, such Employee’s ‘Years of Service’ shall include, for all purposes of the Plan, service with Professional Laboratory Systems, Inc. and each of its subsidiaries.

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ARTICLE II

PURPOSE OF THE PLAN AND THE TRUST

2.1 Exclusive Benefit.

This Plan is created for the sole purpose of providing benefits to the Participants. Except as otherwise provided herein and as otherwise permitted by law, in no event shall any part of the principal or income of the Trust be paid to or reinvested in any Employer or be used for or diverted to any purpose whatsoever other than for the exclusive benefit of the Participants and their beneficiaries.

2.2 Return of Contributions.

Notwithstanding the foregoing provisions of section 2.1, any contribution made by an Employer to this Plan by a mistake of fact may be returned to the Employer within one year after the payment of the contribution; and any contribution made by an Employer that is conditioned upon the deductibility of the contribution under Section 404 of the Code (each contribution shall be presumed to be so conditioned unless the Employer specifies otherwise) may be returned to the Employer if the deduction is disallowed and the contribution is returned (to the extent disallowed) within one year after the disallowance of the deduction.

2.3 Participants’ Rights.

The establishment of this Plan shall not be considered as giving any Employee, or any other person, any legal or equitable right against any Employer, any Affiliate, the Plan Administrator, the Trustee, or the principal or the income of the Trust, except to the extent otherwise provided by law. The establishment of this Plan shall not be considered as giving any Employee, or any other person, the right to be retained in the employ of any Employer or any Affiliate.

2.4 Qualified Plan.

This Plan and the Trust are intended to qualify under the Code as a tax-free employees’ plan and trust, and as a cash or deferred arrangement subject to Section 401(k) of the Code with respect to Elective Contributions. The provisions of this Plan and the Trust should be interpreted accordingly.

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ARTICLE III

PLAN ADMINISTRATOR

3.1 Administration of the Plan.

The Plan Administrator shall control and manage the operation and administration of the Plan, except with respect to investments. The Administrator shall have no duty with respect to the investments to be made of the funds in the Trust except as may be expressly assigned to it by the terms of the Agreement and Declaration of Trust.

3.2 Powers and Duties.

The Administrator shall have complete control over the administration of the Plan herein embodied, with all powers necessary to enable it to carry out its duties in that respect. Not in limitation, but in amplification of the foregoing, the Administrator shall have the power and discretion to interpret or construe this Plan and to determine all questions that may arise as to the status and rights of the Participants and others hereunder.

3.3 Direction of Trustee.

It shall be the duty of the Administrator to direct the Trustee with regard to the allocation and the distribution of the benefits to the Participants and others hereunder.

3.4 Summary Plan Description.

The Administrator shall prepare or cause to be prepared a Summary Plan Description (if required by law) and such periodic and annual reports as are required by law.

3.5 Disclosure.

At least once each year, the Administrator shall furnish to each Participant a statement containing the value of his interest in the Trust Fund and such other information as may be required by law.

3.6 Conflict in Terms.

The Administrator shall notify each Employee, in writing, as to the existence of the Plan and Trust and the basic provisions thereof. In the event of any conflict between the terms of this Plan and Trust as set forth in this Plan and in the Agreement and Declaration of Trust and as set forth in any explanatory booklet or other description, this Plan and the Agreement and Declaration of Trust shall control.

3.7 Nondiscrimination.

The Administrator shall not take any action or direct the Trustee to take any action whatsoever that would result in unfairly benefiting one Participant or group of Participants at the expense of another or in improperly discriminating between Participants similarly situated or in the application of different rules to substantially similar sets of facts.

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3.8 Records.

The Administrator shall keep a complete record of all its proceedings as such Administrator and all data necessary for the administration of the Plan. All of the foregoing records and data shall be located at the principal office of the Administrator.

3.9 Final Authority.

Except to the extent otherwise required by law, the decision of the Administrator in matters within its jurisdiction shall be final, binding and conclusive upon each Employer and each Employee, member and beneficiary and every other interested or concerned person or party.

3.10 Claims

(a) Claims for benefits under the Plan may be made by a Participant or a beneficiary of a Participant on forms supplied by the Plan Administrator. Written notice of the disposition of a claim shall be furnished to the claimant by the Administrator within ninety (90) days (forty-five (45) days if the claim involves disability benefits) after the application is filed with the Administrator, unless special circumstances require an extension of time for processing, in which event action shall be taken as soon as possible, but not later than one-hundred-eighty (180) days after the application is filed with the Administrator; and, in the event that no action has been taken within such ninety (90) days (forty-five (45) days if the claim involves disability benefits) or one-hundred-eighty (180) day period, the claim shall be deemed to be denied for the purposes of section 3.10(b). In the event that the claim is denied, the denial shall be written in a manner calculated to be understood by the claimant and shall include the specific reasons for the denial, specific references to pertinent Plan provisions on which the denial is based, a description of the material information, if any, necessary for the claimant to perfect the claim, an explanation of why such material information is necessary and an explanation of the claim review procedure.

(b) If a claim is denied (either in the form of a written denial or by the failure of the Plan Administrator, within the required time period, to notify the claimant of the action taken), a claimant or his duly authorized representative shall have sixty (60) days after the receipt of such denial to petition the Plan Administrator in writing for a full and fair review of the denial, during which time the claimant or his duly authorized representative shall have the right to review pertinent documents and to submit issues and comments in writing. The Plan Administrator shall promptly review the claim and shall make a decision not later than sixty (60) days (forty-five (45) days if the claim involves disability benefits) after receipt of the request for review, unless special circumstances require an extension of time for processing, in which event a decision shall be rendered as soon as possible, but not later than one hundred twenty (120) days after the receipt of the request for review. If such an extension is required because of special circumstances,

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written notice of the extension shall be furnished to the claimant prior to the commencement of the extension. The decision of the review shall be in writing and shall include specific reasons for the decision, written in a manner calculated to be understood by the claimant, with specific references to the Plan provisions on which the decision is based.

3.11 Appointment of Advisors.

The Administrator may appoint such accountants, counsel (who may be counsel for an Employer), specialists and other persons that it deems necessary and desirable in connection with the administration of this Plan. The Administrator, by action of its Board of Directors or delegee, may designate one or more of its employees to perform the duties required of the Administrator hereunder.

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ARTICLE IV

ELIGIBILITY AND PARTICIPATION

4.1 Current Participants.

Any Employee who was a Participant in this Plan on the Effective Date of this Amendment and Restatement shall remain as a Participant in the Plan.

4.2 Eligibility and Participation

(a) Thereafter, any Employee of an Employer shall be eligible to become a Participant in the Plan if he has been credited with 30 days of continuous service as an Employee of the Employer or an Affiliate (or, before completing 30 days of continuous service, has completed 12 months of service as an Employee of his Employer or Affiliate and has been credited with not less than 1,000 Hours of Service during his first 12 months of service during the Plan Year). Any such eligible Employee shall enter the Plan as a Participant, if he is still an Employee of an Employer, on the first Eligibility Date concurring thereafter. An Employee who has been credited with 30 days of continuous service with an Affiliate (or has completed 12 months of service with the Affiliate and has been credited with 1,000 Hours of Service during his first 12 months of service or during any Plan Year) prior to becoming an Employee of an Employer shall enter the Plan as a Participant on the date he becomes an Employee of an Employer (or, if later, on the first Eligibility Date following the completion of his age and service requirements).

(b) For each Employee previously employed by a business acquired by an Employer (directly or through the Employer’s purchase of all or substantially all of the assets of the business), the days of employment taken into account, for purposes of the 30 day eligibility requirement set forth in section 4.2(a), shall include service with the Employee’s predecessor employer if:

(1) the Employee was employed by the business on the date it was acquired by the Employer; and

(2) the Employee’s predecessor employer employed not less than 20 employees on the date it was acquired by the Employer.

4.3 Former Employees.

An Employee who ceases to be a Participant and who subsequently reenters the employ of an Employer shall be eligible again to become a Participant on the date of his reemployment.

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ARTICLE V

CONTRIBUTIONS TO THE TRUST

5.1 Participants’ Elective Contributions

(a) Effective January 18, 2002, each Employer shall contribute to the Trust, on behalf of each Participant, an Elective Contribution as a specified percentage of the Participant’s Compensation in a salary reduction agreement (if any) between the Participant and such Employer under which the Participant elects, pursuant to the terms of this Plan, to reduce the Compensation otherwise payable to him by an amount allocable to his Elective Contributions Account; provided, however, that each Participant who has elected prior to January 18, 2002 to reduce the Compensation otherwise payable to him by a specified dollar amount and who does not affirmatively elect to have a specific percentage of his Compensation contributed to the Plan as an Elective Contribution, shall be deemed to have elected to defer 1% of his Compensation to the Plan as an Elective Contribution.

(b) No Participant shall be permitted to have Elective Contributions made under this Plan in excess of the lesser of (1) the dollar limitation established by Code Section 402(g) (and subject to cost-of-living adjustments as required by Code Section 402(g)(4)) in effect for any calendar year, or (2) 85% of the Participant’s Compensation for the Plan Year. The minimum contribution made on behalf of a Participant electing to make an Elective Contribution pursuant to this section 5.1 for any Plan Year shall be 1% of his Compensation. Effective April 1, 2006, except for occasional, bona fide administrative considerations, an Elective Contribution cannot precede the earlier of: (1) the performance of services relating to the Elective Contribution, and (2) when the Compensation that is subject to the election would be currently available to the Employee in the absence of an election to defer.

(c) (1) If a Participant’s Elective Contributions made pursuant to section 5.1(a), together with any elective contributions by the Participant to any other plans of his Employer or an Affiliate intended to qualify under Code Sections 401(k) or 403(b), exceed the dollar limitation established by Code Section 402(g) (and subject to cost-of-living adjustments as required by Code Section 402(g)(4)) for any calendar year, the Administrator, upon notification from the Participant or his Employer, shall refund to such Participant the portion of such excess that is attributable to contributions made pursuant to section 5.1(a), increased by the earnings thereon for such calendar year (such earnings shall be determined by the Plan Administrator, as of the last day of the calendar year preceding the date the refund is made, in a manner consistent with the provisions of section 6.5(a) and Treasury Regulation Section 1.402(g)-1(e)(5) (or any successor regulatory provision)) and reduced by any excess Elective Contributions, and earnings, for the Plan Year beginning with or within the calendar year that have been previously distributed to the Participant in accordance with the provisions of section 5.1(h). Any such refund shall be made on or before April 15 of the calendar year following the calendar year in which the excess Elective Contributions are made.

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(2) If a Participant’s Elective Contributions made pursuant to section 5.1(a), together with any elective contributions by the Participant to any other plans intended to qualify under Code Sections 401(k), 403(b), 408(k) or 457, exceed the dollar limitation established by Code Section 402(g) (and subject to cost-of-living adjustments as required by Code Section 402(g)(4)) for any calendar year (after the application of section 5.1(c)(1)), the Administrator may refund to such Participant, at the Participant’s request, the portion of such excess that is attributable to contributions made pursuant to section 5.1(a) increased by the earnings thereon for such calendar year (determined as provided in section 5.1(c)(1)) and reduced by any excess Elective Contributions, and earnings, for the Plan Year beginning with or within the calendar year that have been previously distributed to the Participant in accordance with the provisions of section 5.1(h). Any such refund shall be made on or before April 15 of the calendar year following the calendar year in which the excess Elective Contributions are made.

(3) Excess Elective Contributions, and earnings, shall be determined for purposes of sections 5.1(b), 5.1(c)(1) and 5.1(c)(2) after taking into account any previous refunds to the Participant of excess Elective Contributions, and earnings, for the Plan Year ending with or within the calendar year made in accordance with the provisions of section 5.1(h).

(d) Any salary reduction agreement with respect to Elective Contributions shall be executed (or otherwise communicated to the Plan Administrator in a manner selected by the Administrator) and in effect prior to the date selected by the Administrator for the first pay period to which it applies. Any initial salary reduction agreement shall be made effective as soon as practicable during the month to which it first applies. Any salary reduction agreement may be revised by the Participant monthly with the approval of, and as of such date as determined by, the Administrator (or as of any additional dates selected by the Administrator), for pay periods beginning after the date such revision is executed and made effective. The Plan Administrator shall accept salary reduction agreements with respect to (or to the extent applicable to) bonuses payable to the Participant.

(e) The Administrator shall have the right to require any Participant to reduce his Elective Contributions under any such agreements, or to refuse deferral of all or part of the amount set forth in such agreements, if necessary to comply with the requirements of this Plan and the Code.

(f) A Participant may suspend further Elective Contributions to the Plan at any time, provided the request for such suspension is received by the Plan Administrator prior to the date selected by the Administrator for the first pay period to which such suspension applies. Any Participant who suspends further contributions relating to periodic pay may reinstate such contributions by providing written notice to the Plan Administrator (or other communication in a manner selected by the Administrator) for any month thereafter (and as of the date within such month as determined by the Administrator). Any such notice shall be delivered within the time period designated by the Plan Administrator.

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(g) In the event that a Participant receives a withdrawal of his Elective Contributions pursuant to section 9.1, the Participant shall not be permitted to make any further Elective Contributions pursuant to section 5.1(a) for a period of 6 months following the date of such withdrawal. After the completion of the 6-month period, the Participant may reinstate Elective Contributions in accordance with the provisions of section 5.1(f).

(h) (1) In the event that the Elective Contributions of Highly Compensated Employees exceed the limitations set forth in section 5.7, the aggregate excess Elective Contributions (plus the earnings thereon for the Plan Year to which the excess contributions relate), determined as set forth in section 5.1(h)(2) below, shall be distributed to the Highly Compensated Employees as provided in section 5.1(h)(3) below on or before the 15th day of the third month after the close of the Plan Year to which the excess contributions relate. Notwithstanding the preceding sentence, the Plan Administrator may delay the distribution of any excess Elective Contributions (plus the earnings thereon for the Plan Year to which the excess contributions relate) attributable to an Employer beyond the 15th day of the third month of such Plan Year, if the Employer consents to such delay and the Administrator refunds all such excess amounts not later than 12 months after the close of the Plan Year to which the excess contributions relate.

(2) For purposes of section 5.1(h)(1), the amount of the aggregate excess Elective Contributions for the Plan Year shall be equal to the sum of the amounts of such excess contributions attributable to each Highly Compensated Employee for the Plan Year.

(A) In order to determine the amount of the excess Elective Contributions attributable to each Highly Compensated Employee, the Plan Administrator shall first reduce the Actual Deferral Ratio of the Highly Compensated Employee with the highest Actual Deferral Ratio for the Plan Year to the extent required to:

(i) enable the arrangement to satisfy the limitations set forth in section 5.7, or

(ii) cause such Highly Compensated Employee’s Actual Deferral Ratio to equal the Actual Deferral Ratio of the Highly Compensated Employee with the next highest Actual Deferral Ratio.

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(B) Then, if necessary, the Plan Administrator shall reduce the Actual Deferral Ratios of the Highly Compensated Employees with the next highest Actual Deferral Ratio for the Plan Year (including the Actual Deferral Ratio(s) of the Highly Compensated Employee(s) whose Actual Deferral Ratio the Plan Administrator already has reduced) to the extent required to comply with section 5.1(h)(2)(A)(i) or 5.1(h)(2)(A)(ii). This process shall then be repeated until the Actual Deferral Percentage for the Highly Compensated Employees satisfies the limitations set forth in section 5.7.

(C) The amount of the excess Elective Contributions that are attributable to each Highly Compensated Employee shall equal the remainder of

(i) the total Elective Contributions (and any Non-Elective Contributions treated as Elective Contributions on behalf of the Participant (determined prior to the application of this section 5.1(h)(2)), minus

(ii) the amount determined by multiplying the Participant’s Actual Deferral Ratio (determined after application of section 5.1(h)(2)(A)) by his Compensation used in determining such ratio.

(2) In order to determine the dollar amount of the excess Elective Contributions distributable to each Highly Compensated Employee pursuant to section 5.1(h)(1), the Plan Administrator shall first reduce the Elective Contributions of the Highly Compensated Employee(s) with the highest dollar amount of Elective Contributions for the Plan Year by a dollar amount equal to the lesser of

(A) the aggregate excess Elective Contributions determined under section 5.1(h)(2), or

(B) the dollar amount necessary to reduce such Highly Compensated Employee’s Elective Contributions to a dollar amount that is equal to the dollar amount of Elective Contributions of the Highly Compensated Employee with the next highest dollar amount of such Elective Contributions.

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(3) Then, if necessary, the Plan Administrator shall reduce the Elective Contributions of the Highly Compensated Employees with the next highest dollar amount of such Elective Contributions for the Plan Year (including the Highly Compensated Employee(s) whose Elective Contributions the Plan Administrator already has reduced) to the extent required to comply with section 5.1(h)(2). This process shall then be repeated until the aggregate excess Elective Contributions determined under section 5.1(h)(2) or 5.1(h)(3)(B) have been eliminated. The reduced amounts shall be distributed in accordance with section 5.1(h)(1) to the Highly Compensated Employees to whom the reductions are attributable under this section 5.1(h)(3). For purposes of this section 5.1(h)(3), Elective Contributions shall include amounts treated as elective contributions.

(4) The amount of excess Elective Contributions that may be distributed under this section 5.1(h) with respect to a Participant for a Plan Year shall be reduced by any excess deferrals previously distributed to such Participant under section 5.1(c) for the Participant’s taxable year ending with or within such Plan Year.

(5) The Plan Administrator may use any reasonable method for computing the income allocable to excess contributions, provided that the method does not violate Section 401(a)(4) of the Code, is used consistently for all Participants and for all corrective distributions under the Plan for the Plan Year, and is used by the Plan for allocating income to Participants’ Accounts.

5.2 Additional Elective Deferral Contributions.

Each Employer shall contribute to the Trust, on behalf of each eligible Participant, an Additional Elective Deferral Contribution as specified in a salary reduction agreement (if any) between the Participant and such Employer under which the Participant elects, pursuant to the terms of this Plan, to reduce the Compensation otherwise payable to him by a contribution amount allocable to his Elective Contributions Account. The Plan Administrator may require the Participant to utilize a single election for purposes of his Elective Contributions and Additional Elective Contributions. No Participant shall be permitted to have an Additional Elective Deferral Contribution made under this Plan for any Plan Year unless he will have attained age 50 before the close of the Plan Year and he has taken all actions necessary to maximize the Elective Contributions allocable to his Elective Contributions Account for the Plan Year pursuant to section 5.1. No Participant shall be permitted to have Additional Elective Deferral Contributions made under this Plan in excess of the lesser of

(a) the applicable dollar amount, as defined in Sections 414(v)(2)(B)(i) and 414(v)(2)(C) of the Code;

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(b) the excess (if any) of (1) the Participant’s Compensation for the calendar year, over (2) the Elective Contributions made on behalf of the Participant for the calendar year pursuant to section 5.1; and

(c) the excess (if any) of (1) 85% of the Participant’s Compensation for the Plan Year, over (2) the Elective Contributions made on behalf of the Participant for such Plan Year pursuant to section 5.1.

Each Participant’s Additional Elective Deferral Contribution shall be made in accordance with, and subject to the limitations of, Section 414(v) of the Code. Unless otherwise required by Section 414(v) of the Code, such Additional Elective Deferral Contribution shall not be taken into account for purposes of the provisions of this Plan implementing the requirements of Sections 401(a)(4), 401(k)(3), 401(k)(12), 402(g), 410(b), 415, or 416 of the Code, as applicable, by reason of making such contributions. Additional Elective Deferral Contributions shall not be taken into account for purposes of computing Qualified Matching Contributions and/or Matching Contributions.

5.3 Matching Contributions and Qualified Matching Contributions

(a) (1) (A) Each Employer, at the discretion of the Board of Directors of the Company, may contribute to the Trust a Qualified Matching Contribution in cash or Employer Securities on behalf of each eligible Participant (as determined pursuant to section 5.3(b)) for whom an Elective Contribution is made to the Plan for the Matching Contributions Allocation Period. The amount of the Qualified Matching Contribution made pursuant to this section 5.3(a)(1), if any, shall be determined by the Board of Directors for the Company. The amount allocable to a Participant eligible to share in the Qualified Matching Contribution under this section 5.3(a)(1) for the Matching Contributions Allocation Period shall be:

(i) the amount that shall bear the same ratio to the total of such contribution for the Matching Contributions Allocation Period

(ii) as the Participant’s Recognized Elective Contribution for the Matching Contributions Allocation Period bears to the aggregate Recognized Elective Contributions of all Participants employed by the Employers who are eligible to share in the contribution for such Matching Contributions Allocation Period.

(B) In the event that Qualified Matching Contributions are made pursuant to this section 5.3(a)(1) for Matching Contributions Allocation Periods other than annual contribution periods during the Plan Year and the Participant’s aggregate Elective Contributions for the Plan

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Year would have entitled the Participant to greater aggregate Qualified Matching Contributions under an annual Matching Contribution Allocation Period than were made on behalf of the Participant for the Plan Year under the Matching Contribution Allocation Periods selected by the Board of Directors (or otherwise required by the Plan), then, for the final Matching Contribution Allocation Period during the Plan Year, the Participant’s Employer, at the discretion of the Board of Directors of the Company, may contribute to the Trust on behalf of the Participant an additional Qualified Matching Contribution, the amount of which (when added to the Participant’s Qualified Matching Contribution for the final Matching Contribution Allocation Period during the Plan Year) shall cause the Participant’s aggregate Qualified Matching Contributions for the Plan Year to equal a percentage of his Recognized Elective Contributions for the Plan Year that is equal to the percentage of Recognized Elective Contributions for the final Matching Contribution Allocation Period for the Plan Year that the Company elected to make on behalf of each eligible Participant for whom an Elective Contribution is made to the Plan for the final Matching Contributions Allocation Period.

(2)(A) Each Employer, at the discretion of the Board of Directors of the Company, may contribute to the Trust a Matching Contribution in cash or Employer Securities on behalf of each eligible Participant (as determined pursuant to section 5.3(b)) for whom an Elective Contribution is made to the Plan for the Matching Contributions Allocation Period. The amount of the Matching Contribution made pursuant to this section 5.3(a)(2), if any, shall be determined by the Board of Directors of the Company. The amount allocable to a Participant eligible to share in the Matching Contribution for the Matching Contributions Allocation Period shall be:

(i) the amount that shall bear the same ratio to the total of such contribution for the Matching Contributions Allocation Period

(ii) as the Participant’s Recognized Elective Contribution for such Matching Contributions Allocation Period bears to the aggregate Recognized Elective Contributions of all Participants employed by such Employer who are eligible to share in the contribution for such Matching Contributions Allocation Period.

(B) In the event that Matching Contributions are made pursuant to this section 5.3(a)(2) for Matching Contributions Allocation Periods other than annual contribution periods during the Plan Year and the Participant’s aggregate Elective Contributions for the Plan Year would

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have entitled the Participant to greater aggregate Matching Contributions under an annual Matching Contribution Allocation Period than were made on behalf of the Participant for the Plan Year under the Matching Contribution Allocation Periods selected by the Board of Directors (or otherwise required by the Plan), then, for the final Matching Contribution Allocation Period during the Plan Year, the Participant’s Employer, at the discretion of the Board of Directors of the Company, may contribute to the Trust on behalf of the Participant an additional Matching Contribution, the amount of which (when added to the Participant’s Matching Contribution for the final Matching Contribution Allocation Period during the Plan Year) shall cause the Participant’s aggregate Matching Contributions for the Plan Year to equal a percentage of his Recognized Elective Contributions for the Plan Year that is equal to the percentage of Recognized Elective Contributions for the final Matching Contribution Allocation Period for the Plan Year that the Company elected to make on behalf of each eligible Participant for whom an Elective Contribution is made to the Plan for the final Matching Contributions Allocation Period.

(3) For purposes of sections 5.3(a)(1) and 5.3(a)(2), a Participant’s Recognized Elective Contribution for each Plan Year or Matching Contributions Allocation Period (as the case may be) shall be equal to

(A) the aggregate amount of his Elective Contribution made to the Plan pursuant to section 5.1(a) (after consideration of the refund requirements of sections 5.1(c) and 5.1(h)),

(B) reduced by any portion of his Elective Contribution in excess of a specified percentage of each Participant’s Compensation and/or a specified maximum dollar amount, as determined by the Board of Directors of the Company for the Matching Contributions Allocation Period and applied consistently to each Participant.

(b) (1) Except as otherwise provided in this section 5.3(b), each Participant shall be eligible to share in the Qualified Matching Contributions provided that the Matching Contributions Allocation Period is not greater than quarterly. If the Matching Contributions Allocation Period is greater than quarterly, a Participant must be employed by his Employer on the last day of the Plan Year to be eligible to share in the Qualified Matching Contributions (or if his employment is terminated by his retirement, disability [as defined in section 7.2(b)] or death).

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(2) Except as otherwise provided in this section 5.3(b), each Participant shall be eligible to share in the Matching Contributions provided that the Matching Contributions Allocation Period is not greater than quarterly. If the Matching Contributions Allocation Period is greater than quarterly, a Participant must be employed by his Employer on the last day of the Plan Year to be eligible to share in the Matching Contributions (or if his employment is terminated by his retirement, disability [as defined in section 7.2(b)] or death).

(3) In the event that the eligibility requirements set forth in section 5.3(b)(1) or (2) would cause this Plan to fail to meet the coverage requirements of this section 5.3(b)(3) for any Matching Contributions Allocation Period, a Participant shall also be entitled to share in the Qualified Matching Contribution pursuant to section 5.3(a)(1) or the Matching Contribution pursuant to section 5.3(a)(2) if he meets the requirements of section 5.3(b)(4). In order to meet the coverage requirements of this section 5.3(b)(3) for the Plan Year, the Plan’s “ratio percentage” for the Matching Contributions Allocation Period shall be at least seventy percent (70%). For purposes of this section 5.3(b)(3), the Plan’s “ratio percentage” shall mean the percentage (rounded to the nearest hundredth of a percentage point) determined by dividing the percentage of the Non-Highly Compensated Employees who benefit under the Plan by the percentage of the Highly Compensated Employees who benefit under the Plan. The percentage of the Non-Highly Compensated Employees who benefit under the Plan shall be determined by dividing the number of Non-Highly Compensated Employees who are Participants in the Plan and are entitled to share in Qualified Matching Contributions pursuant to section 5.3(a)(1) or Matching Contributions pursuant to section 5.3(a)(2) under the Plan by the total number of Non-Highly Compensated Employees who have met the eligibility and participation requirements of Article IV. The percentage of the Highly Compensated Employees who benefit under the Plan shall be determined by dividing the number of Highly Compensated Employees who are Participants in the Plan and are entitled to share in Qualified Matching Contributions or Matching Contributions under the Plan by the total number of Highly Compensated Employees who have met the eligibility and participation requirements of Article IV. The Plan’s “ratio percentage” shall be determined as of the last day of the Matching Contributions Allocation Period taking into account all Employees who were Employees on any day during the Matching Contributions Allocation Period.

(4) If this Plan would otherwise fail to meet the coverage requirements of section 5.3(b)(3) for a Matching Contributions Allocation Period a Participant shall be entitled to share in the Qualified Matching Contributions section 5.3(a) or Matching Contributions pursuant to this section 5.3(b)(4) if:

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(A) he is a Non-Highly Compensated Employee; and

(B) the allocation of a Qualified Matching Contribution or Matching Contribution to the Participant is required by this section 5.3(b)(4)(B). The number of Participants entitled to an allocation required by this section 5.3(b)(4)(B) (the “Required Number of Participants”), when added to the Non-Highly Compensated Employees who are eligible to receive an allocation pursuant to the provisions of section 5.3(b)(1) and (2), shall be equal to the minimum number of Non-Highly Compensated Employees who are required to be eligible for an Qualified Matching Contribution or Matching Contribution from the Plan during the Matching Contributions Allocation Period in order to meet the minimum coverage requirements of section 5.3(b)(3). An allocation is required by this section 5.3(b)(4)(B) if a Participant is among the Required Number of Participants paid the lowest Compensation by their Employers for the Matching Contributions Allocation Period (determined without regard to those Participants who are entitled to an allocation pursuant to section 5.3(b)(1) and (2) above). If two or more Participants would otherwise be determined to have been paid the same amount of Compensation by their Employers for the Matching Contributions Allocation Period, then the Participant who was first credited with an Hour of Service for his Employer or any Affiliate thereof shall be deemed to be paid the lowest Compensation of such two or more Participants and the Participant who was next credited with an Hour of Service for his Employer or any Affiliate thereof shall be deemed to be paid the next lowest Compensation and the process shall be repeated until the Plan Administrator has determined the Participants who are among the Required Number of Participants paid the lowest Compensation by their Employers for the Matching Contributions Allocation Period.

(b) Except as noted in section 5.3(d), any Qualified Matching Contribution or Matching Contribution made by an Employer on account of an Elective Contribution that has been refunded pursuant to the terms of the Plan shall be forfeited. Unless otherwise required by section 7.3(c)(3) such forfeiture (together with any additional unallocated forfeitures) shall be used to first reduce Matching Contributions, and then, to the extent available, to reduce Qualified Matching Contributions.

(c) In the event that the Matching Contributions (together with Qualified Matching Contributions treated as matching contributions) of Highly Compensated Employees exceed the limitations of section 5.7:

(1) The non-vested portion of such aggregate excess Matching Contributions (including earnings thereon for the Plan Year to which the excess contributions relate), if any, determined as set forth in section 5.3(d)(3) and (4) below, shall be forfeited and used or reallocated in a manner consistent with the requirements of section 5.3(c).

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(2) The aggregate excess Qualified Matching Contributions and the vested portion of the aggregate excess Matching Contributions (including, in each case, earnings thereon for the Plan Year to which the excess contributions relate), if any, determined as set forth in section 5.3(d)(3), shall be distributed to the Highly Compensated Employees as provided in section 5.3(d)(4) on or before the 15th day of the third month after the close of the Plan Year to which the Qualified Matching Contributions and Matching Contributions relate. Notwithstanding the preceding sentence, the Plan Administrator may delay the distribution of any excess Qualified Matching Contributions and Matching Contributions, (plus the earnings thereon for the Plan Year to which the excess contributions relate) attributable to an Employer beyond the 15th day of the third month of such Plan Year, if the Employer consents to such delay and the Administrator refunds all such excess amounts not later than 12 months after the close of the Plan Year to which the excess contributions relate.

(3) For purposes of sections 5.3(d)(1) and (2), the amount of the aggregate excess Qualified Matching Contributions and Matching Contributions for the Plan Year shall be equal to the sum of the amounts of such excess contributions attributable to each Highly Compensated Employee for the Plan Year.

(A) In order to determine the amount of the excess Qualified Matching Contributions and Matching Contributions attributable to each Highly Compensated Employee, the Plan Administrator shall first reduce the Actual Contribution Ratio of the Highly Compensated Employee with the highest Actual Contribution Ratio for the Plan Year to the extent required to:

(i) enable the arrangement to satisfy the limitations set forth in section 5.7 or

(ii) cause such Highly Compensated Employee’s Actual Contribution Ratio to equal the Actual Contribution Ratio of the Highly Compensated Employee with the next highest Actual Contribution Ratio.

Then, if necessary, the Plan Administrator shall reduce the Actual Contribution Ratios of the Highly Compensated Employees with the next highest Actual Contribution Ratio for the Plan Year (including the Actual Contribution Ratio(s) of the Highly Compensated Employee(s) whose Actual Contribution Ratio the Plan Administrator already has reduced) to the extent required to comply with section 5.3(d)(3)(A)(i) or 5.3(d)(3)(A)(ii). This process shall then be repeated until the Actual Contribution Percentage for the Highly Compensated Employees satisfies the limitations set forth in section 5.7.

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(B) The amount of the excess Qualified Matching Contributions and Matching Contributions attributable to each Highly Compensated Employee shall equal the remainder of

(i) the total Qualified Matching Contributions and Matching Contributions, (and Non-Elective Contributions treated as Matching Contributions) on behalf of the Participant (determined prior to the application of this section 5.3(d)(3)), minus

(ii) the amount determined by multiplying the Participant’s Actual Contribution Ratio (determined after application of section 5.3(d)(3)(A)) by his Compensation used in determining such ratio.

(C) In determining the amount of the excess Qualified Matching Contributions and Matching Contributions, Actual Contribution Ratios shall be rounded to the nearest one-hundredth of one percent of the Employee’s Compensation. In no case shall the amount of such excess with respect to any Highly Compensated Employee exceed the amount of Qualified Matching Contributions and Matching Contributions on behalf of such Highly Compensated Employee for such Plan Year.

(4) In order to determine the dollar amount of the excess Qualified Matching Contributions and Matching Contributions forfeitable with respect to, and distributable to, each Highly Compensated Employee pursuant to sections 5.3(d)(1) and (2), the Plan Administrator shall first reduce the Qualified Matching Contributions and Matching Contributions of the Highly Compensated Employee(s) with the highest dollar amount of Qualified Matching Contributions and Matching Contributions for the Plan Year by a dollar amount equal to the lesser of

(A) the aggregate excess Qualified Matching Contributions and Matching Contributions, determined under section 5.3(d)(3), or

(B) the dollar amount necessary to reduce such Highly Compensated Employee’s Qualified Matching Contributions and Matching Contributions, to a dollar amount that is equal to the dollar amount of Qualified Matching Contributions and Matching Contributions of the Highly Compensated Employee with the next highest dollar amount of Qualified Matching Contributions and Matching Contributions.

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Then, if necessary, the Plan Administrator shall reduce the Qualified Matching Contributions and Matching Contributions of the Highly Compensated Employees with the next highest dollar amount of Qualified Matching Contributions and Matching Contributions for the Plan Year (including the Highly Compensated Employee(s) whose Qualified Matching Contributions and Matching Contributions the Plan Administrator already has reduced) to the extent required to comply with sections 5.3(d)(4)(A) or 5.3(d)(4)(B). This process shall then be repeated until the aggregate excess Qualified Matching Contributions and Matching Contributions determined under section 5.3(d)(3) have been eliminated. The reduced amounts to be determined for each Highly Compensated Employee shall first be deemed to be Qualified Matching Contributions and then be deemed to be Matching Contributions. The reduced amounts shall be forfeited and/or distributed in accordance with sections 5.3(d)(1) and (2) to the Highly Compensated Employees to whom the reductions are attributable under this section 5.3(d)(4). For purposes of this subparagraph, Qualified Matching Contributions and Matching Contributions shall include amounts treated as Matching Contributions.

(5) The Plan Administrator may use any reasonable method for computing the income allocable to excess contributions, provided that the method does not violate Section 401(a)(4) of the Code, is used consistently for all Participants and for all corrective distributions under the Plan for the Plan Year, and is used by the Plan for allocating income to Participants’ Accounts.

5.4 Employer Discretionary Contributions.

An Employer may make Employer Discretionary Contributions in the form of cash or Employer Securities to the Employer Contributions Accounts of Participants who are employed by their Employer on the last day of the Plan Year (or whose employment is terminated by retirement, disability (as defined in section 7.2(b)) or death). The amount, if any, to be contributed to the Trust by an Employer as an Employer Discretionary Contribution for each Plan Year shall be determined by the Board of Directors of the Company. If a Participant’s Compensation is used to determine the amount of his or her Employer Discretionary Contribution, then for such purposes, his or her Compensation shall include any Special Bonus.

5.5 Non-Elective Contributions.

An Employer, at the discretion of the Board of Directors of the Company, may make Non-Elective Contributions in the form of cash or Employer Securities to the Qualified Non-Elective Contributions Accounts of eligible Participants, as described in section 6.4(b)(6).

5.6 Limitations on Contributions and Forfeitures.

It is the present intention of each Employer to make recurring and substantial contributions to the Trust for each Plan Year, but in no event shall such contribution for any corresponding taxable year of an Employer exceed the maximum amount deductible from the Employer’s income for such taxable year under Code Section 404(a). If the Employers are not treated as separate lines of business under Code Section 414(r), the discretionary contributions made by each Employer, including any amounts forfeited and allocated as such contributions, shall be allocated among Participants without regard to each Participant’s employment relationship with a particular Employer, as required by section 6.4(b) (but subject to any other applicable requirements, as set forth herein).

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5.7 Limitations on Elective Contributions, Qualified Matching Contributions and Matching Contributions.

The amounts contributed as Elective Contributions, Qualified Matching Contributions, and Matching Contributions shall be limited as follows:

(a) The Actual Deferral Percentage for the group of eligible Highly Compensated Employees for the Plan Year shall bear a relationship to the Actual Deferral Percentage for all other eligible Employees for the current Plan Year which meets either of the following tests:

(1) The Actual Deferral Percentage for the group of eligible Highly Compensated Employees for a Plan Year shall not exceed the Actual Deferral Percentage for the group of all other eligible Employees multiplied by 1.25, or

(2) The excess of the Actual Deferral Percentage for the group of eligible Highly Compensated Employees for a Plan Year over the Actual Deferral Percentage for the group of all other eligible Employees shall not exceed two (2) percentage points (or such lesser amount as may be required by the Secretary of the Treasury, through regulations or otherwise); and the Actual Deferral Percentage for the group of eligible Highly Compensated Employees shall not exceed the Actual Deferral Percentage for the group of all other eligible Employees, multiplied by 2.0 (or such lesser amount as may be required by the Secretary of the Treasury, through regulations or otherwise).

(b) The Actual Contribution Percentage for the group of eligible Highly Compensated Employees for the Plan Year shall bear a relationship to the Actual Contribution Percentage for all other eligible Employees for the current Plan Year which meets either of the following tests:

(1) The Actual Contribution Percentage for the group of eligible Highly Compensated Employees for a Plan Year shall not exceed the Actual Contribution Percentage for the group of all other eligible Employees multiplied by 1.25, or

(2) The excess of the Actual Contribution Percentage for the group of eligible Highly Compensated Employees for a Plan Year over the Actual Contribution Percentage for the group of all other eligible Employees shall not exceed two (2) percentage points (or such lesser amount as may be

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required by the Secretary of the Treasury, through regulations or otherwise); and the Actual Contribution Percentage for the group of eligible Highly Compensated Employees shall not exceed the Actual Deferral Percentage for the group of all other eligible Employees, multiplied by 2.0 (or such lesser amount as may be required by the Secretary of the Treasury, through regulations or otherwise).

(c) A matching contribution with respect to an Elective Contribution for a Plan Year shall not be taken into account under the Actual Contribution Percentage test for a Non-Highly Compensated Employee to the extent that it exceeds the greatest of:

(1) 5% of the Non-Highly Compensated Employee’s Code Section 414(s) compensation for the Plan Year;

(2) the Non-Highly Compensated Employee’s Elective Contributions for the Plan Year; and

(3) the product of two times the Plan’s “representative matching rate” and the Non-Highly Compensated Employee’s Elective Contributions for the Plan Year.

For purposes of this Section, the Plan’s “representative matching rate” is the lowest “matching rate” for any eligible Non-Highly Compensated Employee among a group of Non-Highly Compensated Employees that consists of half of all eligible Non-Highly Compensated Employees in the Plan for the Plan Year who make Elective Contributions for the Plan Year (or, if greater, the lowest “matching rate” for all eligible Non-Highly Compensated Employees in the Plan who are employed by the Employer on the last day of the Plan Year and who make Elective Contributions for the Plan Year). The “matching rate” for an Employee generally is the matching contributions made for such Employee divided by the Employee’s Elective Contributions for the Plan Year. If the matching rate is not the same for all levels of Elective Contributions for an Employee, then the Employee’s matching rate is determined assuming that an Employee’s Elective Contributions are equal to 6% of Code Section 414(s) compensation.

(d) The Actual Deferral Percentages and the Actual Contribution Percentages for the group of Highly Compensated Employees and for the group of all other eligible Employees, computed in accordance with sections 5.7(a) and 5.7(b) for purposes of limiting contributions in sections 5.1 and 5.3, may be separately determined, and applied, for the Employees within each group of Employees that may be separately tested in accordance with applicable Treasury Regulations.

(e) The Actual Deferral Ratio of any Participant who is a Highly Compensated Employee for the Plan Year and who is eligible to have Elective

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Contributions (and Qualified Non-Elective Contributions and/or Qualified Matching Contributions, if treated as Elective Contributions for purposes of the Actual Deferral Percentage test) allocated to such Participant’s Accounts under two or more cash or deferred arrangements described in Code Section 401(k), that are maintained by the same Employer, shall be determined as if such Elective Contributions (and, if applicable, such Qualified Non-Elective Contributions and/or Qualified Matching Contributions) were made under a single arrangement. If a Highly Compensated Employee participates in two or more cash or deferred arrangements of the Employer that have different Plan Years, then all Elective Contributions made during the Plan Year being tested under all such cash or deferred arrangements shall be aggregated, without regard to the plan years of the other plans.

(f) The Actual Contribution Ratio for any Participant who is a Highly Compensated Employee and who is eligible to have matching contributions allocated to his or her account under two or more plans described in Code Section 401(a), or arrangements described in Code Section 401(k) that are maintained by the same Employer, shall be determined as if the total of such contributions was made under each plan and arrangement. If a Highly Compensated Employee participates in two ore more such plans that have different plan years, then all matching contributions made during the Plan Year begin tested under all such plans shall be aggregated, without regard to the plan years of the other plans.

(g) Qualified Non-Elective Contributions and Qualified Matching Contributions cannot be taken into account to determine an Actual Deferral Ratio to the extent such contributions are taken into account for purposes of satisfying any other Actual Deferral Percentage test, any Actual Contribution Percentage test, or the requirements of Treasury Regulation Sections 1.401(k)-3, 1.401(m)-3, or 1.301(k)-4. Thus, for example, matching contributions that are made pursuant to Treasury Regulation Section 1.401(k)-3(c) cannot be taken into account under the Actual Deferral Percentage test. Similarly, if the Plan switches from the current year testing method to the prior year testing method pursuant to Treasury Regulation Section 1.401(k)-2(c), Qualified Non-Elective Contributions that are taken into account under the current year testing method for a year may not be taken into account under the prior year testing method for the next year.

(h) Qualified Matching Contributions may only be used to calculate an Actual Deferral Ratio to the extent that such Qualified Matching Contributions are matching contributions that are not precluded from being taken into account under the Actual Contribution Percentage test for the Plan Year under the rules of Treasury Regulation Section 1.401(m)-2(a)(5)(ii) and as set forth in the Plan.

(i) Except as otherwise provided in this section, the Plan may use the current year testing method or the prior year testing method for the Actual Deferral Percentage test and the Actual Contribution Percentage test for a Plan Year without regard to whether the current year testing method or prior year testing method is used for the other test for that Plan Year; provided, however, that if different testing methods are used, then the Plan cannot use:

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(A) the recharacterization method of Treasury Regulation Section 1.401(k)-2(b)(3) to correct excess contributions for a Plan Year;

(B) the rules of Treasury Regulation Section 1.401(m)-2(a)(6)(ii) to take Elective Contributions into account under the Actual Contribution Percentage test (rather than the Actual Deferral Percentage test); or

(C) the rules of Treasury Regulation Section 1.401(k)-2(a)(6)(v) to take Qualified Matching Contributions into account under the Actual Deferral Percentage test (rather than the Actual Contribution Percentage test).

(j) Corrective Contributions: Effective April 1, 2007, if a failed Actual Deferral Percentage test or Actual Contribution Percentage test is to be corrected by making an Employer contribution, then the provisions of the Plan for the corrective contributions shall be applied by limiting the contributions made on behalf of any Non-Highly Compensated Employee pursuant to such provisions to an amount that does not exceed the targeted contribution limits of section 6.4(b)(6) of the Plan.

(k) Initial Plan Year: In the case of the first Plan Year of the Plan (and any other Plan Year which may properly be subject to Section 401(k)(3)(E) and/or 401(m)(3) of the Code), the amount taken into account as the Actual Deferral Percentage and the Actual Contribution Percentage for the group of eligible Employees who are not Highly Compensated Employees for the preceding Plan Year shall be:

(1) three percent (3%); or

(2) if elected by the Company under this section 5.7(k), the Actual Deferral Percentage and the Actual Contribution Percentage for the group of eligible Employees who are not Highly Compensated Employees for such first Plan Year.

5.8 Form and Timing of Contributions.

Contributions due from an Employer for any Plan Year shall be made in cash or Employer Securities. Such payments may be made by a contributing Employer at any time, but payment of Qualified Matching Contributions, Matching Contributions, and Non-Elective Contributions for any Plan Year shall be completed on or before the time prescribed by law, including extensions thereof, for filing such Employer’s federal income tax return for its taxable year within which such Plan Year ends. Payment of any Elective Contribution shall be made not later than the earliest date on which such contribution can reasonably be segregated from the Employer’s general assets (and, if earlier, not later than the 15^th business day of the month following the month in which it is withheld from a Participant’s pay). In addition, except for occasional, bona fide administrative considerations, contributions made pursuant to a Participant’s salary reduction election cannot precede the earlier of (1) the performance of services relating to the contribution, or (2) the date when Compensation that is subject to the election would be currently available to the Employee in the absence of an election to defer.

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5.9 Rollover Contributions.

Each Employee at any time during a Plan Year, with the consent of the Plan Administrator and in such manner as prescribed by the Plan Administrator, may pay or cause to be paid to a Trustee a rollover contribution (as defined in the applicable sections of the Code, except that for this purpose “rollover contribution” shall be deemed to include both a direct payment from an Employee and a direct transfer from a trustee of another qualified plan in which the Employee is or was a participant). Effective January 1, 2002, the Plan will accept Participant rollover contributions and direct rollovers of distributions made after December 31, 2001, only from a qualified plan described in Section 401(a) of the Code, excluding after-tax employee contributions.

5.10 No Duty to Inquire.

The Trustees shall have no right or duty to inquire into the amount of any contribution made by an Employer or any Participant or the method used in determining the amount of any such contribution, or to collect the same, but each Trustee shall be accountable only for funds actually received by it.

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ARTICLE VI

PARTICIPANTS’ ACCOUNTS

6.1 Common Fund.

Except as otherwise provided in this Plan or in the Agreement and Declarations of Trust, the assets of each Trust (or, to the extent provided in Article X, the assets of each Fund) shall constitute a common fund in which each Participant (or each Participant who has directed that a portion of his Account be invested in such Fund) shall have an undivided interest.

6.2 Establishment of Accounts

(a) The Plan Administrator shall establish and maintain with respect to each Participant four Accounts, designated as the Participant’s Elective Contributions Account, Employer Contributions Account, Qualified Matching Contributions Account, and Matching Contributions Account. For each Participant who is credited with a portion of any Non-Elective Contribution made pursuant to section 5.5 (or who previously has been credited with a portion of any qualified non-elective contribution made pursuant to the predecessor provisions of this Plan), the Plan Administrator shall establish and maintain a Qualified Non-Elective Contributions Account. For each Participant credited with a Rollover Contribution made pursuant to section 5.9 or credited with amounts attributable to merged plans as described in section 6.2(e), the Plan Administrator shall establish and maintain a Rollover/Merger Account. Each Participant’s Accounts shall, collectively, reflect the Participant’s interest in the Trust Fund.

(b) Each Participant’s Elective Contributions Account shall include Elective Contributions pursuant to section 5.1 and adjustments thereto. A Participant’s Elective Contributions Account shall also include amounts previously attributable to the Participant’s “Elective Contributions Account” in this Plan as of the Effective Date of this Amendment and Restatement, including:

(1) salary reduction contributions to the 401(k) Plan (and earnings attributable thereto) on behalf of a Participant prior to the merger of the 401(k) Plan with this Plan, effective October 1, 1993;

(2) the Participant’s “Employer Contributions Account” in this Plan as of December 31, 1995, under the terms of this Plan in effect as of such date;

(3) the Participant’s “ESOP Elective Contributions Account” in this Plan as of August 1, 1999;

(4) the Participant’s “401(k) Elective Contributions Account” in this Plan as of August 1, 1999;

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(5) the Participant’s “Elective Contributions Account” in the PSS ESOP as of the date of its merger with this Plan;

(6) salary reduction contributions (and earnings attributable thereto) on behalf of the Participant to the PSS/Taylor Plan prior to the merger of the PSS/Taylor Plan with this Plan, effective April 21, 2000;

(7) salary deferral contributions (and earnings attributable thereto) on behalf of Participants to the National Med Supply Plan prior to the merger of the National Med Supply Plan with this Plan, effective August 1, 2001; and

(8) the Participant’s “Supplemental ESOP Matching Contributions” in this Plan prior to April 1, 2002.

(c) Each Participant’s Employer Contributions Account shall include amounts contributed pursuant to section 5.4 and adjustments thereto. A Participant’s Employer Contributions Account shall also include amounts previously attributable to the Participant’s “Employer Contribution Account” in this Plan as of the Effective Date of this Amendment and Restatement, including:

(1) the Participant’s “ESOP Matching Contributions Account” in this Plan as of August 1, 1999; and

(2) the Participant’s “ESOP Employer Contributions Account” in this Plan as of August 1, 1999.

(d) Each Participant’s Qualified Matching Contributions Account shall include Qualified Matching Contributions made pursuant to section 5.3(a)(1), and adjustments thereto. A Participant’s Qualified Matching Contributions Account shall also include amounts previously attributable to the Participant’s “ESOP Contribution Account” (including “ESOP Matching Contributions” allocated after October 23, 1998) in the PSS ESOP as of the date of its merger with this Plan, and other amounts in the Participant’s “Post-1998 ESOP Matching Contributions Account” in this Plan as of the Effective Date of this Amendment and Restatement.

(e) Each Participant’s Rollover/Merger Account shall include Rollover Contributions made pursuant to section 5.9. A Participant’s Rollover/Merger Account shall also include amounts previously attributable to the Participant’s “Rollover/Merger Account” as of the Effective Date of this Amendment and Restatement, including:

(1) the Brown’s Medical Supply Co. Retirement Savings Plan and the Y-Laboratories & Supplies, Inc. 401(k) Retirement Plan prior to the merger of the Brown’s Medical Supply Co. Retirement Savings Plan and the Y-Laboratories & Supplies, Inc. 401(k) Retirement Plan with this Plan, effective as of January 1, 1997 and October 1, 1997, respectively;

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(2) the PSS ESOP prior to its merger with this Plan as of August 1, 1999 (other than amounts attributable to the “Elective Contribution Account” and the “ESOP Contribution Account” in the PSS ESOP);

(3) the PSS/Taylor Plan prior to its merger with this Plan as of April 21, 2000 (other than salary reduction contributions and adjustments thereto); and

(4) the National Med Supply Plan prior to its merger with this Plan as of August 1, 2001 (other than salary deferral contributions and adjustments thereto).

(f) The Plan Administrator may establish separate sub-accounts within the Rollover/Merger Account as needed. The Plan Administrator may establish and maintain additional sub-accounts from time to time to provide for amounts credited to Participants and transferred from other tax-qualified retirement plans merged with this Plan upon the authorization and direction of the Board of Directors.

(g) Each Participant’s Matching Contributions Account shall include Matching Contributions made pursuant to section 5.3(a)(2), and adjustments thereto, made for Matching Contributions Allocation Periods beginning after March 31, 2001.

(h) For each Participant who is credited with a portion of any Non-Elective Contribution made pursuant to section 5.5 (or who previously has been credited with a portion of any qualified non-elective contribution made pursuant to the predecessor provisions of this Plan), the Plan Administrator shall establish and maintain a Qualified Non-Elective Contributions Account. Notwithstanding any other provision of this Plan, any qualified non-elective contribution made pursuant to the predecessor provisions of this Plan shall be credited as provided by this section 6.2(h) without regard to the account to which such amount may have been previously credited.

(i) The Plan Administrator may establish such additional Accounts as are necessary to reflect a Participant’s interest in the Trust Fund.

6.3 Interests of Participants.

The interest of a Participant in the Trust Fund shall be the vested balance remaining from time to time in his Accounts after making the adjustments required in section 6.4.

6.4 Adjustments to Accounts.

Subject to the provisions of section 6.5, the Accounts of a Participant shall be adjusted from time to time as follows:

(a) As of each Valuation Date, each Participant’s Accounts shall be credited with his share of the contributions to the Plan, and shall be further adjusted, as follows:

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(1) The Elective Contributions Account of a Participant shall be credited with any Elective Contributions made by his Employer on his behalf and not previously credited to the Participant.

(2) The Elective Contributions Account of an eligible Participant shall be credited with any Additional Elective Deferral Contributions made by his Employer on his behalf and not previously credited to the Participant.

(3) The Qualified Matching Contributions Account of a Participant shall be credited with any Qualified Matching Contributions with respect to a Matching Contributions Allocation Period made by the Employers on his behalf.

(4) The Matching Contributions Account of an eligible Participant, as determined by section 5.3(b), shall be credited with any Matching Contributions made by the Employers on his behalf with respect to a Matching Contributions Allocation Period and not previously credited to the Participant.

(5) (A) The Employer Contributions Account of an eligible Participant shall be credited with his share of the Employer Discretionary Contribution, if any, made by the Employers and not previously credited to the Participant. The amount allocable to a Participant entitled to a share of the contribution for the Plan Year shall be the amount that shall bear the same ratio to the total of such contribution as the Participant’s Compensation for such Plan Year bears to the aggregate of the Compensation of all Participants for the Plan Year who are entitled to share in the Employer Discretionary Contribution for such Plan Year. The Participant shall be entitled to share in the Employer Discretionary Contribution if he meets the requirements of section 5.4.

(B) For each Plan Year in which this Plan is a Top Heavy Plan, a Participant who is employed by an Employer on the last day of such Plan Year and who is a Non-Key Employee for such Plan Year shall be entitled to share in an Employer Discretionary Contribution to the extent such allocation does not exceed at least three percent (3%) of his Section 415 Compensation (or, if less, the highest percentage of such Section 415 Compensation allocated to a Key Employee’s Accounts hereunder (other than any amount allocated as an Additional Elective Deferral Contribution or to a Rollover/Merger Account), as well as his employer contribution accounts under any other defined contribution plan maintained by such Employer or an Affiliate, including any elective contribution to any plan subject to Code Section 401(k)), regardless of whether the preceding requirements of section 5.4 and this section 6.4(b)(5)

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have been met for such Participant. Notwithstanding the foregoing, Matching Contributions allocated to a Participant entitled to a contribution allocation pursuant to this section 6.4(b)(5)(B) shall be taken into account for purposes of satisfying the minimum contribution requirements of this section 6.4(b)(5)(B) and Section 416(c)(2) of the Code. The preceding sentence shall apply with respect to Matching Contributions under the Plan or, if the Plan provides that the minimum contribution requirement shall be met in another plan, such other plan. Matching Contributions that are used to satisfy the minimum contribution requirements of Section 416(c)(2) of the Code shall be treated as Matching Contributions for purposes of the Actual Contribution Percentage test requirements of sections 5.3 and 5.7 and the requirements of Section 401(m) of the Code.

(6) The Qualified Non-Elective Contributions Account of an eligible Participant shall be credited with his share of the Non-Elective Contribution, if any, made by the Employers pursuant to section 5.5 and not previously credited to the Participant as provided by this section 6.4(b)(6). The amount of any Non-Elective Contribution shall be credited, to the extent available, first to the Participant who is a Non-Highly Compensated Employee and whose Compensation for the Plan Year is the lowest of all Participants in an amount that does not exceed (A) the limitations on Annual Additions described in section 6.5 after taking into consideration all other contributions allocable to the Participant pursuant to section 6.4(b) and (B) the product of that Participant’s Code Section 414(s) compensation and the greater of 5% or two times the Plan’s “representative contribution rate.” If any Non-Elective Contribution remains to be credited to Participants, then such Non-Elective Contribution shall next be credited, to the extent available, to the Participant who is the Non-Highly Compensated Employee whose Compensation for the Plan Year is the second lowest of all Participants in the same manner as the first level of crediting and such crediting process shall continue until all of the Non-Elective Contribution is credited. In no event shall a Participant who is a Highly Compensated Employee be eligible to be credited with any portion of any Non-Elective Contribution. Any Qualified Non-Elective Contribution taken into account under an Actual Deferral Percentage test under Treasury Regulation Section 1.401(k)-2(a)(6) (including determination of the “representative contribution rate” for purposes of Treasury Regulation Section 1.401(k)-2(a)(6)(iv)(B)) shall not be permitted to be taken into account for purposes of the Actual Contribution Percentage test. For purposes of this section:

(A) For Qualified Non-Elective Contributions that are to be taken into account in determining the Actual Deferral Ratio for a Plan Year for a Non-Highly Compensated Employee:

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(i) “representative contribution rate” shall mean the lowest “applicable contribution rate” of any eligible Non-Highly Compensated Employee among a group of eligible Non-Highly Compensated Employees that consists of half of all eligible Non-Highly Compensated Employees for the Plan Year (or, if greater, the lowest “applicable contribution rate” of any eligible Non-Highly Compensated Employee who is in the group of all eligible Non-Highly Compensated Employees for the Plan Year and who is employed by the Employer on the last day of the Plan Year); and

(ii) “applicable contribution rate” for an eligible Non-Highly Compensated Employee is the sum of the Qualified Matching Contributions (as determined in Treasury Regulation Section 1.401(k)-6) taken into account in determining the ADR for the eligible Non-Highly Compensated Employee for the Plan Year and the Qualified Non-Elective Contributions made for the eligible Non-Highly Compensated Employee for the Plan Year, divided by the eligible Non-Highly Compensated Employee Code Section 414(s) compensation for the same period.

(B) For Qualified Non-Elective Contributions that are to be taken into account under the Actual Contribution Percentage test for a Plan Year for a Non-Highly Compensated Employee,

(i) “representative contribution rate” shall mean the lowest “applicable contribution rate” of any eligible Non-Highly Compensated Employee among a group of eligible Non-Highly Compensated Employees that consists of half of all eligible Non-Highly Compensated Employees for the Plan Year (or, if greater, the lowest “applicable contribution rate” of any eligible Non-Highly Compensated Employee who is in the group of all eligible Non-Highly Compensated Employees for the Plan Year and who is employed by the Employer on the last day of the Plan Year); and

(ii) “applicable contribution rate” for an eligible Non-Highly Compensated Employee is the sum of the matching contributions (as defined in Treasury

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Regulation Section 1.401(m)-(1)(a)(2)) taken into account in determining the Actual Contribution Ratio for the eligible Non-Highly Compensated Employee for the Plan Year and the Qualified Non-Elective Contributions made for that Non-Highly Compensated Employee for the Plan Year, divided by that Non-Highly Compensated Employee’s Code Section 414(s) compensation for the Plan Year.

Notwithstanding the foregoing, Qualified Non-Elective Contributions that are made in connection with an Employer’s obligation to pay prevailing wages under the Davis-Bacon Act, Service Contract Act of 1965, or similar legislation can be taken into account for a Plan Year for a Non-Highly Compensated Employee to the extent that such contributions do not exceed 10% of that Non-Highly Compensated Employee’s Code Section 414(s) compensation.

(7) The Rollover/Merger Account of an Employee shall be credited with the Rollover Contributions, if any, made by the Employee pursuant to section 5.9 and not previously credited to the Employee.

(b) As of each Valuation Date, each Account of a Participant shall be charged with the amount of any distribution made to, or withdrawal made by, the Participant or his beneficiary from such Account during the Valuation Period ending with such Valuation Date.

(c) The Trust Funds, each Fund, and the assets thereof shall be valued at their fair market value as of each Valuation Date. Employer Securities shall be accounted for as provided in Treasury Regulation Section 1.402(a)-1(b)(2)(ii), or any successor regulation or statute. The Plan Administrator may adopt such additional accounting procedures as are necessary to accurately reflect each Participant’s interests in the Trust Fund or in any Fund. Such accounting procedures shall include any procedures necessary to appropriately reflect any earnings and losses that may result from delays that may occur in completing scheduled transactions. All such procedures shall be applied in a consistent, nondiscriminatory manner.

(d) If the Plan Administrator determines in making any valuation, allocation or adjustments to any Participant’s Account under the provisions of the Plan that the strict application of the provisions of the Plan will not produce equitable and nondiscriminatory allocation among the Participants’ Accounts, it may modify any procedures specified in the Plan for purposes of achieving an equal and nondiscriminatory allocation in accordance with the general concepts and purposes of the Plan; provided, however, that any such modification shall not be inconsistent with the provisions of Section 401(a)(4) of the Code.

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6.5 Limitation on Allocation of Contributions

(a) Notwithstanding anything contained in this Plan to the contrary, the aggregate Annual Additions to a Participant’s Accounts under this Plan and under any other defined contribution plans maintained by an Employer or an Affiliate for any Limitation Year shall not exceed the lesser of (1) $49,000 for the 2009 Plan Year, (or such greater amount as the Secretary of the Treasury may prescribe) or (2) 100% of the Participant’s Section 415 Compensation. The compensation limit set forth in this subsection (a) shall not apply to any contribution for medical benefits after separation from service (within the meaning of Section 401(h) or Section 419A(f)(2) of the Code), which is otherwise treated as an Annual Addition.

(b) In the event that the Annual Additions, under the normal administration of the Plan, would otherwise exceed the limits set forth above for any Participant, then the Plan Administrator shall take such actions, applied in a uniform and nondiscriminatory manner, as will keep the Annual Additions for such Participant from exceeding the applicable limits provided by law. Excess Annual Additions shall be disposed of as provided in section 6.5(c). Adjustments shall be made to this Plan, if necessary to comply with such limits, before any adjustments shall be required to any other plan; provided, however, that any excess Annual Additions attributable to voluntary contributions to other plans shall first be returned to the Participant from the plans to which such contributions were made.

(c) If a Participant’s Annual Additions during any Limitation Year exceed the limits set forth in subsection (a) above, then such excess Annual Additions shall be corrected through the Employee Plans Compliance Resolutions System or such other correction method allowed by statute, regulations, or regulatory authorities.

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ARTICLE VII

BENEFITS UNDER THE PLAN

7.1 Retirement Benefit

(a) A Participant shall be entitled to retire from the employ of his Employer upon such Participant’s Normal Retirement Date. Until a Participant actually retires from the employ of his Employer, no retirement benefits shall be payable to him, and he shall continue to be treated in all respects as a Participant; provided, however, that a Participant who is a 5% owner of the Company (or any Affiliate) and who attains age 70 ¹/2 shall begin receiving payment of his retirement benefit no later than the April 1 after the end of the calendar year in which he attains age 70 ¹/2. In addition, upon giving thirty (30) days written notice, a Participant may take an early retirement commencing on or after the occurrence of such Participant’s Early Retirement Date.

(b) Upon the retirement of a Participant as provided in section 7.1(a) and subject to adjustment as provided in section 8.4(b), such Participant shall be entitled to a retirement benefit in an amount equal to 100% of the balance in his Accounts as of the Valuation Date immediately preceding or concurring with his benefit commencement date, plus the amount of any contributions allocated subsequent to such Valuation Date.

7.2 Disability Benefit

(a) In the event a Participant’s employment with his Employer is terminated by reason of his total and permanent disability and subject to adjustment as provided in section 8.4(b), such Participant shall be entitled to a disability benefit in an amount equal to 100% of the balance in his Accounts as of the Valuation Date immediately preceding or concurring with the date of the severance of his employment, plus the amount of any contributions allocated subsequent to such Valuation Date.

(b) Total and permanent disability shall mean the total incapacity of a Participant to perform the usual duties of his employment with his Employer and will be deemed to have occurred only when certified by a physician who is acceptable to the Plan Administrator and only if such proof is received by the Administrator within sixty (60) days after the date of the termination of such Participant’s employment.

7.3 Severance from Employment Benefit

(a) In the event a Participant’s employment with his Employer is severed for reasons other than retirement, total and permanent disability or death, and subject to adjustment as provided in section 8.4(b), such Participant shall be entitled to a severance from employment benefit in an amount equal to his vested interest in the balance in his Accounts as of the Valuation Date immediately preceding or concurring with the date of the severance of his employment, plus his vested interest in the amount of any contributions allocated subsequent to such Valuation Date. This section shall apply for distributions after December 31, 2001, regardless of when the severance from employment occurred.

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(a) (1) The vested interest in the Employer Contributions Account and the Matching Contributions Account of each Participant shall be a percentage of the balance of each such Account as of the applicable Valuation Date, based upon such Participant’s Years of Service as of the date of the severance of his employment, as follows:

Years of Service	Non-Forfeitable Percentage
Less than 2 Years of Service	0%
2 years, but less than 3 years	20%
3 years, but less than 4 years	40%
4 years, but less than 5 years	60%
5 years, but less than 6 years	80%
6 years or more	100%

(2) Notwithstanding the foregoing, a Participant shall be 100% vested in his Employer Contributions Account and his Matching Contributions Account upon attaining his Normal or Early Retirement Date. A Participant’s vested interest in his Elective Contributions Account, Qualified Matching Contributions Account, Qualified Non-Elective Contributions Account, and Rollover/Merger Account shall be 100% regardless of the number of his Years of Service.

(b) (1) If the severance from employment results in five consecutive Breaks in Service, then upon the occurrence of such five consecutive Breaks in Service, the nonvested interest of the Participant in his Employer Contributions Account and his Matching Contributions Account as of the Valuation Date immediately preceding or concurring with the date of his completion of five consecutive Breaks in Service shall be deemed to be forfeited and such forfeited amount shall be reallocated, pursuant to the provisions of sections 7.3(c)(3) and 5.3(c) at the end of the Plan Year concurring with the date the fifth such consecutive Break in Service occurs. If the Participant is later reemployed by an Employer or an Affiliate, the unforfeited balance, if any, in his Employer Contributions Account and his Matching Contributions Account that has not been distributed to such Participant shall be set aside in a separate account, and such Participant’s Years of Service after any five consecutive Breaks in Service resulting from such severance from employment shall not be taken into account for the purpose of determining the vested interest of such Participant in the balance of his Employer Contributions Account that accrued before such five consecutive Breaks in Service. If interests in more than one class of Employer Securities have been so allocated to such

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Participant’s Accounts, the Participant shall forfeit the same proportion of each such class.

(2) Notwithstanding any other provision of this section 7.3, if a Participant is reemployed by an Employer or an Affiliate and, as a result, no five consecutive Breaks in Service occur, the Participant shall not be entitled to any severance from employment benefit as a result of such severance from employment; provided, however, that nothing contained herein shall require or permit the Participant to return or otherwise have restored to his Employer Contributions Account and his Matching Contributions Account any funds distributed to him prior to his reemployment and the determination that no five consecutive Breaks in Service would occur.

(3) If a Participant is less than 100% vested in his Employer Contributions Account and his Matching Contributions Account and he receives all or a part of his severance from employment benefit, then, if the Participant resumes employment with an Employer or an Affiliate before the occurrence of five consecutive Breaks in Service, until such time as there is a fifth consecutive Break in Service, the Participant’s vested portion of the balance in his Employer Contributions Account and his Matching Contributions Account at any time shall be equal to an amount (“X”) determined by the formula X = P(AB + D) - D, where “P” is the vested percentage of the Participant at such time, “AB” is the balance in the Participant’s Employer Contributions Account or his Matching Contributions Account, as applicable, at such time and “D” is the amount distributed as a severance from employment benefit.

(c) (1) Notwithstanding any other provision of this section 7.3, if at any time a Participant is less than 100% vested in his Employer Contributions Account and his Matching Contributions Account, and, as a result of his severance from employment, he receives his entire vested severance from employment benefit pursuant to the provisions of Article VIII, and the distribution of such benefit is made not later than the close of the fifth Plan Year following the Plan Year in which such termination occurs (or such longer period as may be permitted by the Secretary of the Treasury, through regulations or otherwise), then upon the occurrence of such distribution, the nonvested interest of the Participant in his Employer Contributions Account and his Matching Contributions Account shall be deemed to be forfeited and such forfeited amount shall be reallocated, pursuant to the provisions of sections 7.3(c)(3) and 5.3(c) at the end of the Plan Year immediately following or concurring with the date such distribution occurs.

(2) If a Participant is not vested as to any portion of his Employer Contributions Account and his Matching Contributions Account, he will

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be deemed to have received a distribution immediately following his severance from employment. Upon the occurrence of such deemed distribution, the nonvested interest of the Participant in his Employer Contributions Account and his Matching Contributions Account shall be deemed to be forfeited and such forfeited amount shall be reallocated, pursuant to the provisions of sections 7.3(c)(3) and 5.3(c), at the end of the Plan Year immediately following or concurring with the date such distribution occurs.

(3) If a Participant whose interest is forfeited under this section 7.3(c) is reemployed by an Employer or an Affiliate prior to the occurrence of five consecutive Breaks in Service commencing after his distribution, then such Participant shall have the right to repay to the Trust, before the date that is the earlier of (1) five years after the Participant’s resumption of employment, or (2) the close of a period of five consecutive Breaks in Service, the full amount of the severance from employment benefit previously distributed to him. If the Participant elects to repay such amount to the Trust within the time periods prescribed herein, or if a nonvested Participant whose interest was forfeited under this section 7.3(c) is reemployed by an Employer or an Affiliate prior to the occurrence of five consecutive Breaks in Service, the nonvested interest of the Participant previously forfeited pursuant to the provisions of this section 7.3(c) shall be restored to the Employer Contributions Account and the Matching Contributions Account of the Participant, such restoration to be made from forfeitures of nonvested interests and, if necessary, by contributions of his Employer, so that the aggregate of the amounts repaid by the Participant and restored by the Employer shall not be less than the Employer Contributions Account balance and the Matching Contributions Account balance of the Participant at the time of forfeiture unadjusted by any subsequent gains or losses.

7.4 Death Benefit

(a) In the event of the death of a Participant while he is employed by an Employer and subject to adjustment as provided in section 8.4(b), his beneficiary shall be entitled to a death benefit in an amount equal to 100% of the balance in his Accounts as of the Valuation Date immediately preceding or concurring with the date of his death plus the amount of any contributions allocated subsequent to such Valuation Date.

(b) Subject to the provisions of section 7.4(c), at any time and from time to time, each Participant shall have the unrestricted right to designate a beneficiary to receive his death benefit and to revoke any such designation. Each designation or revocation shall be evidenced by written instrument filed with the Plan Administrator, signed by the Participant and bearing the signatures of at least two persons as witnesses to his signature. In the event that a Participant has not designated a beneficiary or beneficiaries, or if for any reason such designation shall be legally ineffective, or if such

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beneficiary or beneficiaries shall predecease the Participant, then the Participant’s surviving Eligible Spouse, and if none, his issue, per stirpes, and if none, the personal representative of the estate of such Participant shall be deemed to be the beneficiary designated to receive such death benefit, or if no personal representative is appointed for the estate of such Participant, then his next of kin under the statute of descent and distribution of the State of such Participant’s domicile at the date of his death shall be deemed to be the beneficiary or beneficiaries to receive such death benefit.

(c) Notwithstanding the foregoing, if the Participant is married as of the date of his death, the Participant’s surviving Eligible Spouse shall be deemed to be his designated beneficiary and shall receive the full amount of the death benefit attributable to the Participant unless the spouse consents or has consented to the Participant’s designation of another beneficiary. Any such consent to the designation of another beneficiary must acknowledge the effect of the consent, must be witnessed by a Plan representative or by a notary public and shall be effective only with respect to that spouse. A spouse’s consent may be either a restricted consent (which may not be changed as to the beneficiary or (except as otherwise permitted by law) form of payment unless the spouse consents to such change in the manner described herein) or a blanket consent (which acknowledges that the spouse has the right to limit consent only to a specific beneficiary or a specific form of payment, and that the spouse voluntarily elects to relinquish one or both of such rights). Notwithstanding the preceding provisions of this section 7.4(c), a Participant shall not be required to obtain spousal consent to his designation of another beneficiary if the Participant is legally separated or the Participant has been abandoned, and the Participant provides the Administrator with a court order to such effect, or the spouse cannot be located.

7.5 Heroes Earnings Assistance and Relief Tax Act of 2008 (‘HEART’)

(a) Death Benefits. Beginning on or after April 1, 2008, if a Participant dies while performing qualified military service (as defined in Code Section 414(u)), the survivors of the Participant are entitled to any additional benefits (other than benefit accruals relating to the period of qualified military service) provided under the Plan as if the Participant had resumed and then terminated employment on account of death.

(b) Differential Wage Payments. For Plan Years beginning after December 31, 2008, (1) an individual receiving a differential wage payment, as defined by Code Section 3401(h)(2), shall be treated as an Employee of the Employer making the payment, (2) the differential wage payment shall be treated as compensation, and (3) the Plan shall not be treated as failing to meet the requirements of any provision described in Code Section 414(u)(1)(C) by reason of any contribution or benefit which is based on the differential wage payment.

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ARTICLE VIII

PAYMENTS OF BENEFITS

8.1 Time for Distribution of Benefits

(a) Except as otherwise provided under this Article VIII, the amount of the benefit to which a Participant is entitled under section 7.1, 7.2, 7.3, or 7.4 shall be paid to him or applied for his benefit or, in the case of a death benefit, shall be paid to or applied for the benefit of said Participant’s beneficiary or beneficiaries, as described within section 8.2 beginning as soon as practicable following the Valuation Date coincident with or next following the Participant’s retirement, disability, death, or other severance from employment, as the case may be.

(b) (1) Any distribution paid to a Participant (or, in the case of a death benefit, to his beneficiary or beneficiaries) pursuant to section 8.1(a) shall commence not later than the earlier of:

(A) the 60th day after the last day of the Plan Year in which the Participant’s employment is terminated or, if later, in which occurs the Participant’s Normal Retirement Date; or

(B) solely for each Participant who is a 5% owner of the Company or an Affiliate, April 1 of the year immediately following the calendar year in which he reaches age 70 ¹/2.

(2) Notwithstanding the foregoing, no distribution shall be made of any Participant’s benefit payable pursuant to section 7.1, 7.2 or 7.3 prior to his Normal Retirement Date unless the value of his vested Accounts do not exceed $1,000, or unless the Participant consents to the distribution. For each Participant who severs employment after December 31, 2001, the portion of the Participant’s Rollover/Merger Account that is attributable to his Rollover Contributions shall be excluded for purposes of determining whether the value of his vested Accounts exceed $1,000. The Plan Administrator shall provide each Participant entitled to a distribution of more than $1,000 with a written notice of his rights, which shall include an explanation of the alternative dates for distribution of benefits. The Participant may elect to exercise such rights, no less than 30 days and no more than 180 days before the first date upon which distribution of the Participant’s vested Account balances may be made; provided, however, that such distribution may be made less than 30 days after the exercise of such rights if

(A) the Plan Administrator informs the Participant of his right to such 30 to 180 day period, and

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(B) the Participant, after receiving such notice from the Plan Administrator, affirmatively elects a distribution in less than 30 days. In the event that a Participant does not consent to a distribution of a benefit in excess of $1,000 to which he is entitled under section 7.1, 7.2 or 7.3, the amount of his benefit shall be paid to the Participant in such subsequent Plan Year as the Participant shall, at any time, select, but not later than 60 days after the last day of the Plan Year in which the Participant reaches his Normal Retirement Date.

8.2 Form of Payment

(a) The benefits payable under sections 7.1, 7.2, 7.3 and 7.4 shall be paid to the Participant (or, if applicable, his beneficiary or beneficiaries), to the extent possible, in cash or in units of Employer Securities (except that no fractional shares shall be issued and the value of any fractional shares to which a Participant would otherwise be entitled shall be paid in cash), as elected by the Participant (or his beneficiary or beneficiaries). If the Participant elects to receive all or any portion of the vested balance in his Accounts in units of Employer Securities, then, during the 60-day period immediately preceding the proposed distribution date of the benefit which the Participant is entitled to receive under the Plan, the Trustee, to the extent possible, shall apply (net of any brokerage commissions) such portion of the Participant’s Accounts to the purchase of the maximum number of whole units of Employer Securities at their then Fair Market Value. If the Trustee is unable to apply any elected portion of the balance of such Accounts to the purchase of whole units of Employer Securities within the said 60-day period, such elected portion shall be paid in cash.

(b) Notwithstanding the provisions of section 8.2(a), if the amount to which any Participant is entitled under Article VII is less than $5,000, the Plan Administrator, in accordance with a uniform and nondiscriminatory policy, may pay such amount to the Participant or his beneficiary in the form of cash rather than Employer Securities unless the Participant or his beneficiary demands that such amount be distributed in the form of Employer Securities; provided, however, that prior to distributing any such amount in cash, the Participant’s right to demand a distribution in the form of Employer Securities instead of cash shall have been communicated to the Participant or his beneficiary in writing by the Plan Administrator.

8.3 Manner of Payment

(a) Benefits payable under sections 7.1, 7.2, 7.3 and 7.4 shall be paid in a single lump sum payment.

(b) Each payment shall satisfy the incidental death benefit requirements and all other applicable provisions of Section 401(a)(9) of the Code, the regulations issued thereunder, and such other rules thereunder as may be prescribed by the Commissioner.

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8.4 Liquidation of Investments and Periodic Adjustments

(a) Notwithstanding any other provision of this Plan, whenever a Participant is entitled to a distribution or withdrawal from the Plan pursuant to Article VIII or IX the Plan Administrator and the Trustee shall be entitled to liquidate all, or any portion, of the investments attributable to the Participant’s Accounts at any time during the five business days preceding the date upon which the distribution or withdrawal is scheduled to occur in order to facilitate the payment of benefits. In the event that the Plan Administrator and the Trustee elect to liquidate investments in order to facilitate a distribution or withdrawal, the liquidated funds may be placed in a money market fund or similar investment fund (or, when reasonable, may be held in cash, without liability for interest thereon). The Plan Administrator may adopt such accounting procedures as are necessary to accurately reflect the Participant’s interest in such liquidated funds.

(b) Except as otherwise provided in section 8.4(a), to the extent the balance of a Participant’s Accounts has not been distributed and remains in the Plan, the value of such remaining balance shall be subject to adjustment from time to time pursuant to the provisions of Article VI.

8.5 Direct Rollover Distributions

(a) Direct Rollover to Distributee. Notwithstanding any provision of the plan to the contrary, a Distributee may elect, at the time and in the manner prescribed by the Plan Administrator, to have all or any portion of an Eligible Rollover Distribution paid directly to an Eligible Retirement Plan specified by the Distributee in a Direct Rollover. In the event that a Distributee elects to have only a portion of an Eligible Rollover Distribution paid directly to an Eligible Retirement Plan, the portion must not be less than $500 (adjusted under such regulations as may be issued from time to time by the Secretary of the Treasury).

(b) Direct Rollover to Qualified Plan/403(b) Plan. For taxable years beginning on or after January 1, 2007, a Participant may elect to transfer employee after-tax contributions by means of a direct rollover to a qualified plan or to a 403(b) plan that agrees to separately account for amounts so transferred (including interest thereon), including accounting separately for the portion of such distribution which is includible in gross income and the portion of such distribution which is not includible in gross income.

(c) Direct Rollover of Non-Spousal Distribution. For distributions after December 31, 2009, a non-spouse Distributee, may, by a direct trustee-to-trustee transfer (“direct rollover”), roll over all or any portion of his or her distribution to an individual retirement account (“IRA”) that the beneficiary establishes for purposes of receiving the distribution. In order to be able to roll over the distribution, the distribution otherwise must satisfy the definition of an “eligible rollover distribution” under Code Section 401(a)(31). Although a non-spouse beneficiary may roll over directly such a distribution, the distribution, if made prior to January 1, 2010, is not subject to the direct rollover requirements of Code Section 401(a)(31) (including Code Section 401(a)(31)(B)), the

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notice requirements of Code Section 402(f), or the mandatory withholding requirements of Code Section 3405(c). If a non-spouse beneficiary receives a distribution from the Plan, the distribution is not eligible for a 60-day (non-direct) rollover. A non-spouse beneficiary may not roll over an amount that is a required minimum distribution, as determined under applicable Treasury Regulations.

8.6 Put Options

(a) The provisions of this section 8.6 relate to all Employer Securities purchased with the proceeds of an exempt loan pursuant to Treasury Regulation Section 53.4975-7(b) and held as assets of the Trust. Except to the extent hereinafter provided in this section 8.6, except as provided in section 8.7, or except as otherwise required by applicable law, no such Employer Securities may be subject to a put, call or other option, or buy-sell or similar arrangement while held by and when distributed from the Plan.

(b) If any Employer Securities subject to this section 8.6, when distributed to or for the benefit of a Participant, are not then listed on a national securities exchange registered under section 6 of the Securities Exchange Act of 1934 (the “1934 Act”) or are not then quoted on a system sponsored by a national securities association registered under section 15A(b) of the 1934 Act, or, if so listed or quoted, are then subject to a trading limitation (a restriction under any federal or state securities law, any regulation thereunder or any permissible agreement affecting such Employer Securities, that makes such Employer Securities not as freely tradable as Employer Securities not subject to such restriction), then the Participant, the Participant’s beneficiary or beneficiaries, the persons to whom such shares are transferred by gift from the Participant, or any person to whom such Employer Securities pass by reason of the death of the Participant or a beneficiary of the Participant, as the case may be, shall be granted an option to put any of the units of such Employer Securities to the Company. The put option shall provide that, for a period of fifteen (15) months after such shares are distributed, the Participant, the Participant’s beneficiary or beneficiaries, the persons to whom such shares are transferred by gift from the Participant, or any person to whom such Employer Securities pass by reason of the death of the Participant or a beneficiary of the Participant, as the case may be, shall have the right to have the Company purchase such units at their Fair Market Value on the date the put option is exercised. Any such put option shall be exercised by the holder notifying the Company in writing that the put option is being exercised; the date of exercise shall be the date the Company receives such written notice. Payment of the purchase price shall be made by the Company, at the election of the Company, either in cash within 30 days after the date of exercise or by an installment purchase. Any installment purchase must provide for adequate security, a reasonable interest rate and a payment schedule providing for cumulative payments at any time not less than the payments that would be made if made in substantially equal annual installments beginning within 30 days and ending not more than five years (which may be extended to a date no later than the earlier of ten years after the date of exercise or the date the proceeds of the loan used by the Plan to acquire the securities in question are entirely repaid) after the date the put option is exercised.

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(c) The following special rules shall apply to any put option granted with respect to any Employer Securities subject to this section 8.6:

(1) At the time that any such put option is exercised, the Plan shall have an option to assume the rights and obligations of the Company under the put option.

(2) If it is known at the time that a loan is made to the Plan to enable it to purchase Employer Securities that federal or state law will be violated by the Company honoring the put option provided in this section 8.6, the holder of any such put option shall have the right to put such Employer Securities to a third party that has substantial net worth at the time the loan is made and whose net worth is reasonably expected to remain substantial, the identity of such third party to be selected by the Plan Administrator.

(3) If any such Employer Securities are publicly traded without restriction when distributed, but cease to be so traded within 15 months after distribution, the Company shall notify each holder of such Employer Securities, in writing, on or before the tenth day after the date such Employer Securities cease to be so traded, that for the remainder of the 15-month period, such Employer Securities are subject to a put option. Such notice shall also inform the holder of the terms of such put option (which terms shall be consistent with the provisions of this section 8.6). If such notice is given after the tenth day after the date such Employer Securities cease to be so traded, the duration of the put option shall be extended by the number of days between such tenth day and the date on which notice is actually given.

(4) The period during which a put option is exercisable shall not include any time when a distributee is unable to exercise it because the party bound by the put option is prohibited from honoring it by applicable federal or state law.

(d) Except as otherwise permitted by law, the provisions of this section 8.6 are not terminable for any reason, including as a result of the repayment of any loan used to acquire Employer Securities or by the cessation of the Plan as an employer stock ownership plan.

8.7 Location of Participant or Beneficiary Unknown.

In the event that all, or any portion, of the distribution payable to a Participant or his beneficiary hereunder shall, at the expiration of two years after it becomes payable, remain unpaid solely by reason of the inability of the Plan Administrator to ascertain the whereabouts of such Participant or his beneficiary despite the reasonable effort of the Plan Administrator to locate such Participant or his beneficiary, the amount so distributable may, at the discretion of the Plan Administrator, be treated as a forfeiture and used as provided by section 5.3(c). In the

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event a Participant or beneficiary is located subsequent to his benefit being reallocated, such benefit shall be restored. Notwithstanding the foregoing provisions of this section, the Plan Administrator shall comply with the mandatory direct rollover distribution requirements of Code Section 401(a)(31)(B) at all times after the provisions of such Section are required to be effective under applicable federal law. In the event that Code Section 401(a)(31)(B) is considered, by the Internal Revenue Service, as setting forth permissive guidelines for distributions on behalf of missing Participants and beneficiaries, the Plan Administrator may, at its discretion, elect to make direct rollover distributions in accordance with Code Section 401(a)(31)(B).

8.8 Automatic Rollovers.

Effective March 28, 2005, in the event of a mandatory distribution greater than $1,000 in accordance with the provisions of section 8.1(b)(2), if the Participant does not elect to have such distribution paid directly to an eligible retirement plan specified by the Participant in a direct rollover or to receive the distribution directly in accordance with the provisions of this Article VIII, then the Plan Administrator will pay the distribution in a direct rollover to an individual retirement plan designated by the Plan Administrator.

8.9 Minimum Distribution Requirements

(a) General Rules.

(1) Effective Date. The provisions of this section 8.9 will apply for purposes of determining required minimum distributions for calendar years beginning with the 2003 calendar year.

(2) Precedence. The requirements of this section 8.9 will take precedence over any inconsistent provisions of the Plan.

(3) Requirements of Treasury Regulations Incorporated. All distributions required under this section 8.9 will be determined and made in accordance with the Treasury Regulations under Section 401(a)(9) of the Code.

(4) TEFRA Section 242(b)(2) Elections. Notwithstanding the other provisions of this article, distributions may be made under a designation made before January 1, 1984, in accordance with Section 242(b)(2) of the Tax Equity and Fiscal Responsibility Act (“TEFRA”) and the provisions of the Plan that relate to Section 242(b)(2) of TEFRA.

(b) Time and Manner of Distribution.

(1) Required Beginning Date. The Participant’s entire interest will be distributed, or begin to be distributed, to the Participant no later than the Participant’s required beginning date.

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(2) Death of Participant Before Distributions Begin. If the Participant dies before distributions begin, the Participant’s entire interest will be distributed, or begin to be distributed, no later than as follows:

(A) If the Participant’s surviving spouse is the Participant’s sole designated beneficiary, then distributions to the surviving spouse will begin by December 31 of the calendar year immediately following the calendar year in which the Participant died, or by December 31 of the calendar year in which the Participant would have attained age 70 ¹/2, if later.

(B) If the Participant’s surviving spouse is not the Participant’s sole designated beneficiary, then distributions to the designated beneficiary will begin by December 31 of the calendar year immediately following the calendar year in which the Participant died.

(C) If there is no designated beneficiary as of September 30 of the year following the year of the Participant’s death, the Participant’s entire interest will be distributed by December 31 of the calendar year containing the fifth anniversary of the Participant’s death.

(D) If the Participant’s surviving spouse is the Participant’s sole designated beneficiary and the surviving spouse dies after the Participant but before distributions to the surviving spouse begin, this subparagraph (b)(2), other than subparagraph (b)(2)(A), will apply as if the surviving spouse were the Participant.

For purposes of this subparagraph (b)(2) and paragraph (d), unless subparagraph (b)(2)(D) applies, distributions are considered to begin on the Participant’s required beginning date. If subparagraph (b)(2)(D) applies, distributions are considered to begin on the date distributions are required to begin to the surviving spouse under subparagraph (b)(1). If distributions under an annuity purchased from an insurance company irrevocably commence to the Participant before the Participant’s required beginning date (or to the Participant’s surviving spouse before the date distributions are required to begin to the surviving spouse under subparagraph (b)(2)(1)), the date distributions are considered to begin is the date distributions actually commence.

(3) Forms of Distribution. Unless the Participant’s interest is distributed in the form of an annuity purchased from an insurance company or in a single sum on or before the required beginning date, as of the first distribution calendar year distributions will be made in accordance with paragraphs (c) and (d) of this section. If the Participant’s interest is

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distributed in the form of an annuity purchased from an insurance company, distributions thereunder will be made in accordance with the requirements of Section 401(a)(9) of the Code and the Treasury Regulations.

(c) Required Minimum Distributions During Participant’s Lifetime.

(1) Amount of Required Minimum Distribution For Each Distribution Calendar Year. During the Participant’s lifetime, the minimum amount that will be distributed for each distribution calendar year is the lesser of:

(A) the quotient obtained by dividing the Participant’s account balance by the distribution period in the Uniform Lifetime Table set forth in Section 1.401(a)(9)–9 of the Treasury Regulations, using the Participant’s age as of the Participant’s birthday in the distribution calendar year; or

(B) if the Participant’s sole designated beneficiary for the distribution calendar year is the Participant’s spouse, the quotient obtained by dividing the Participant’s account balance by the number in the Joint and Last Survivor Table set forth in Section 1.401(a)(9)–9 of the Treasury Regulations, using the Participant’s and spouse’s attained ages as of the Participant’s and spouse’s birthdays in the distribution calendar year.

(2) Lifetime Required Minimum Distributions Continue Through Year of Participant’s Death. Required minimum distributions will be determined under this paragraph (c) beginning with the first distribution calendar year and up to and including the distribution calendar year that includes the Participant’s date of death.

(d) Required Minimum Distributions After Participant’s Death.

(1) Death On or After Date Distributions Begin.

(A) Participant Survived by Designated Beneficiary. If the Participant dies on or after the date distributions begin and there is a designated beneficiary, the minimum amount that will be distributed for each distribution calendar year after the year of the Participant’s death is the quotient obtained by dividing the Participant’s account balance by the longer of the remaining life expectancy of the Participant or the remaining life expectancy of the Participant’s designated beneficiary, determined as follows:

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(i) The Participant’s remaining life expectancy is calculated using the age of the Participant in the year of death, reduced by one for each subsequent year.

(ii) If the Participant’s surviving spouse is the Participant’s sole designated beneficiary, the remaining life expectancy of the surviving spouse is calculated for each distribution calendar year after the year of the Participant’s death using the surviving spouse’s age as of the spouse’s birthday in that year. For distribution calendar years after the year of the surviving spouse’s death, the remaining life expectancy of the surviving spouse is calculated using the age of the surviving spouse as of the spouse’s birthday in the calendar year of the spouse’s death, reduced by one for each subsequent calendar year.

(iii) If the Participant’s surviving spouse is not the Participant’s sole designated beneficiary, the designated beneficiary’s remaining life expectancy is calculated using the age of the beneficiary in the year following the year of the Participant’s death, reduced by one for each subsequent year.

(B) No Designated Beneficiary. If the Participant dies on or after the date distributions begin and there is no designated beneficiary as of September 30 of the year after the year of the Participant’s death, the minimum amount that will be distributed for each distribution calendar year after the year of the Participant’s death is the quotient obtained by dividing the Participant’s account balance by the Participant’s remaining life expectancy calculated using the age of the Participant in the year of death, reduced by one for each subsequent year.

(2) Death Before Date Distributions Begin.

(A) Participant Survived by Designated Beneficiary. Except as provided in the adoption agreement, if the Participant dies before the date distributions begin and there is a designated beneficiary, the minimum amount that will be distributed for each distribution calendar year after the year of the Participant’s death is the quotient obtained by dividing the Participant’s account balance by the remaining life expectancy of the Participant’s designated beneficiary, determined as provided in subparagraph (d)(1).

(B) No Designated Beneficiary. If the Participant dies before the date distributions begin and there is no designated beneficiary

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as of September 30 of the year following the year of the Participant’s death, distribution of the Participant’s entire interest will be completed by December 31 of the calendar year containing the fifth anniversary of the Participant’s death.

(C) Death of Surviving Spouse Before Distributions to Surviving Spouse Are Required to Begin. If the Participant dies before the date distributions begin, the Participant’s surviving spouse is the Participant’s sole designated beneficiary, and the surviving spouse dies before distributions are required to begin to the surviving spouse under subparagraph (b)(2)(A), this subparagraph (d)(2) will apply as if the surviving spouse were the Participant.

(e) Definitions.

(1) Designated Beneficiary. The individual who is designated as the beneficiary under section 7.4 of the Plan and is the designated beneficiary under Section 401(a)(9) of the Code and Section 1.401(a)(9)–1, Q&A-4, of the Treasury Regulations.

(2) Distribution Calendar Year. A calendar year for which a minimum distribution is required. For distributions beginning before the Participant’s death, the first distribution calendar year is the calendar year immediately preceding the calendar year which contains the Participant’s required beginning date. For distributions beginning after the Participant’s death, the first distribution calendar year is the calendar year in which distributions are required to begin under section (b)(2). The required minimum distribution for the Participant’s first distribution calendar year will be made on or before the Participant’s required beginning date. The required minimum distribution for other distribution calendar years, including the required minimum distribution for the distribution calendar year in which the Participant’s required beginning date occurs, will be made on or before December 31 of that distribution calendar year.

(3) Life Expectancy. Life expectancy as computed by use of the Single Life Table in Section 1.401(a)(9)–9 of the Treasury Regulations.

(4) Participant’s Account Balance. The Account balance as of the last valuation date in the calendar year immediately preceding the distribution calendar year (valuation calendar year) increased by the amount of any contributions made and allocated or forfeitures allocated to the account balance as of dates in the valuation calendar year after the valuation date and decreased by distributions made in the valuation calendar year after the valuation date. The account balance for the valuation calendar year includes any amounts rolled over or transferred to the Plan either in the

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valuation calendar year or in the distribution calendar year if distributed or transferred in the valuation calendar year.

(5) Required Beginning Date. The date specified in section 8.1(b) of the Plan.

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ARTICLE IX

PRERETIREMENT WITHDRAWALS

9.1 Hardship Withdrawals

(a) A Participant will be eligible to receive a withdrawal of any amounts credited to his Elective Contributions Account and his Rollover/Merger Account on account of Hardship. Notwithstanding the foregoing, any withdrawal pursuant to this section 9.1 shall not include amounts credited at any time to the Participant (in this Plan or any plan merged with this Plan) as (1) earnings attributable to Elective Contributions, or (2) Non-Elective Contributions and earnings attributable thereto. If a Participant incurs a Hardship, such Participant may apply to the Plan Administrator for the withdrawal of a portion of his Elective Contributions Account and Rollover/Merger Account not in excess of the amount of such Hardship. The Plan Administrator shall determine whether an immediate and heavy financial need exists and the amount necessary to meet the need (which amount may include the amount necessary to pay income taxes and penalties reasonably anticipated to result from the withdrawal), or the lesser amount, if any, to be distributed to such Participant, in a uniform and nondiscriminatory manner. If the Plan Administrator approves a Hardship withdrawal, it shall direct the Trustee to distribute such amount to such Participant first from any amounts credited to his Rollover/Merger Account and then from his Elective Contributions Account (subject, in each case, to the restrictions set forth hereinabove). No Hardship Withdrawal shall be permitted in an amount less than $1,000.

(b) An immediate and heavy financial need shall be deemed to include

(1) expenses for (or necessary to obtain) medical care that would be deductible under Section 213(d) of the Code (determined without regard to whether the expenses exceed 7.5% of adjusted gross income) for the Participant;

(2) costs directly related to the purchase of a principal residence for the Participant (excluding mortgage payments);

(3) payment of tuition, related educational fees, and room and board expenses, for up to the next 12 months of post-secondary education for the Participant or his spouse, children or other dependents (as defined in Code Section 152, and, for taxable years beginning on or after January 1, 2005, without regard to Code Section 152(b)(10, (b)(2), and (d)(1)(B));

(4) payments necessary to prevent the eviction of the Participant from his principal residence or the foreclosure on the mortgage of such residence;

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(5) payments for burial or funeral expenses of the Participant’s deceased parent, spouse, children or dependents (as defined in Code Section 152, and, for taxable years beginning on or after January 1, 2005, without regard to Code Section 152(d)(1)(B));

(6) expenses for the repair of damage to the Participant’s principal residence that would qualify for the casualty deduction under Code Section 165 (determined without regard to whether the loss exceeds 10% of the adjusted gross income); or

(7) such other events as may be prescribed by the Commissioner of the Internal Revenue Service in revenue rulings, notices and other documents of general applicability.

(c) A financial need shall not fail to qualify as immediate and heavy merely because such need was reasonably foreseeable or voluntarily incurred by the Participant.

(d) A distribution pursuant to this section 9.1 will be deemed necessary to satisfy the financial need of a Participant if:

(1) the distribution is not in excess of the amount of the immediate and heavy financial need of the Participant (including any amount necessary to pay income taxes and penalties reasonably anticipated to result from the distribution);

(2) the Participant has obtained all distributions, other than hardship distributions, and all nontaxable loans currently available under all plans maintained by an Employer;

(3) the Participant’s Elective Contributions to the Plan or any other qualified or nonqualified plans of deferred compensation maintained by an Employer are suspended and he is not permitted to make further Elective Contributions until the expiration of 6 months from the date of such withdrawal; and

(4) the Participant is not permitted to make Elective Contributions to the Plan or any other plan maintained by an Employer for the Participant’s taxable year immediately following the taxable year of the Hardship distribution in excess of the applicable limit under Section 402(g) of the Code for such next taxable year less the amount of such Participant’s elective contributions for the taxable year of the hardship distribution.

(e) Any Participant who withdraws an amount pursuant to section 9.1(a) shall be subject to the limitations of section 5.1(g).

9.2 Withdrawals After Age 59 ¹/2.

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Upon reaching age 59 ¹/2, a Participant may apply to the Plan Administrator for the withdrawal of all or a portion of his vested Accounts. The Plan Administrator shall establish uniform and nondiscriminatory rules and procedures regarding the distribution of benefits pursuant to this section. The Plan Administrator shall direct the Trustee to distribute to a Participant who has applied for such a withdrawal the amount requested from his Accounts. Amounts withdrawn from the Participant’s Accounts shall be paid to the Participant in the form and manner provided in sections 8.2 and 8.3.

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ARTICLE X

DIRECTED INVESTMENTS

10.1 Participant Directed Investments.

Each Participant shall direct the Trustee to invest his Accounts as provided by sections 10.1 through 10.6. Each Participant, whose Accounts were partially invested, prior to April 1, 2002, at the direction of the “company stock fund trustee” (as defined by the terms of this Plan in effect prior to April 1, 2002) may elect on or after the Effective Date to invest all or any portion of his Accounts previously invested in the Company Stock Fund at the direction of the “company stock fund trustee” in any investment made available by the Plan. Until a Participant so elects, on or after April 1, 2002, he shall be deemed to have elected that his Accounts previously invested in the Company Stock Fund by the “company stock fund trustee” shall remain invested as they were invested prior to April 1, 2002.

10.2 Investment Funds.

Subject to the other requirements of this Article X, each Participant may invest his Accounts in one or more Funds made available to Participants through shares of one or more investment companies or mutual funds, segregated accounts invested in one or more of savings or notice accounts, deposits in or certificates issued by a bank, insurance, annuity or other investment contracts, or other appropriate investment vehicles. Funds made available to Participants shall include a Company Stock Fund, which shall consist of a portfolio invested primarily in Employer Securities (and the assets of which, to the extent practicable, shall be fully invested in Employer Securities unless and to the extent otherwise required by the Plan Administrator). Accordingly, the Trustee may invest all of the assets of the Employer Securities Fund in Employer Securities. Employer Securities may be purchased or otherwise acquired by the Trustee from any source, including any party that might be a party in interest (within the meaning of Section 3(14)of ERISA) or a disqualified person (within the meaning of Section 4975(e)(2) of the Code); provided, however, that if Employer Securities are purchased or acquired from such a party in interest or disqualified person, the Trustee shall neither pay more than adequate consideration (within the meaning of Section 3(18) of ERISA), nor pay any commission to any person in connection with such acquisition.

10.3 Divestment of Employer Securities

(a) Rule Applicable to Elective Contributions. For Plan Years beginning after December 31, 2006, if any portion of the Accounts of a Participant (including, for purposes of this section, a beneficiary entitled to exercise the rights of a Participant) attributable to Elective Contributions is invested in publicly-traded Employer Securities, the Participant may elect to direct the Plan to divest any such Employer Securities, and to reinvest an equivalent amount in other investment options which satisfy the requirements of paragraph (c).

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(b) Rule Applicable to Employer Contributions. If any portion of a Participant’s Account attributable to Non-Elective or Matching Contributions is invested in publicly-traded Employer Securities, then a Participant who has completed at least 3 years of vesting service, or a beneficiary of any deceased Participant entitled to exercise the right of a Participant, may elect to direct the Plan to divest any such Employer Securities, and to reinvest an equivalent amount in other investment options which satisfy the requirements of paragraph (c).

(1) 3-year Phase-In Applicable to Employer Contributions. For Employer Securities acquired with Non-Elective or Matching Contributions during a Plan Year beginning before January 1, 2007, the rule described in this section 10.3 only applies to the percentage of the Employer Securities (applied separately for each class of securities) as follows:

Plan Year	Percentage
2007		33
2008		66
2009		100

(2) Exception to Phase-In for Certain Age 55 Participants. The 3-year phase-in rule of section 10.3(b)(1) does not apply to a Participant who has attained age 55 and who has completed at least 3 years of service before the first Plan Year beginning after December 31, 2005.

(c) Investment Options. For purposes of this section 10.3, other investment options must include not less than three investment options, other than Employer Securities, to which the Participant may direct the proceeds of divestment of Employer Securities required by this Article X, each of which options is diversified and has materially different risk and return characteristics. The Plan must provide reasonable divestment and reinvestment opportunities at least quarterly. Except as provided in regulations, the Plan may not impose restrictions or conditions on the investment of Employer Securities which the Plan does not impose on the investment of other Plan assets, other than restrictions or conditions imposed by reason of the application of securities laws or a condition permitted under IRS Notice 2006-107 or other applicable guidance.

(d) Exceptions for Certain Plans. This section 10.3 does not apply to an employee stock ownership plan (“ESOP”) if: (i) there are no contributions to the ESOP (or related earnings) attributable to elective deferrals or matching contributions; and (ii) the ESOP is a separate plan, for purposes of Code Section 414(l), from any other defined benefit plan or defined contribution plan maintained by the same employer or employers.

10.4 Election Procedures.

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Each Participant’s elections described in section 10.1 shall be made upon his commencement of participation in the Plan in accordance with the Agreements and Declarations of Trust or by any contract entered into by the Trustees or the Plan Administrator with an investment manager appointed to manage all or any portion of the assets of the Plan.

(a) A Participant shall designate the percentage of his Accounts to be allocated to any Fund. The Plan Administrator shall establish the minimum percentage that each Participant may select to be allocated to any Fund selected by the Participant.

(b) A Participant may revise his election effective as of such dates as may be selected by the Plan Administrator from time to time (which shall be effective not less than quarterly). The Participant’s revised election shall be effective for contributions made to the Plan after the effective date of such revision, and may be effective for the investment of balances previously allocated and remaining credited to a Participant’s Accounts.

(c) The Trustees shall make requested investments on behalf of each Participant within a reasonable period after the receipt of directions from the Plan Administrator or the Participant. Whenever a Participant requests a transfer of any portion of his Accounts from one Fund to another, the Trustee shall be permitted to delay the purchase of the new Fund until it receives the proceeds attributable to the sale of the prior Fund.

10.5 Failure to Designate.

The Plan Administrator, or its designee, shall establish a “Qualified Default Investment Alternative” as described in section 10.7(b) into which the Account of each Participant (or his beneficiary), who fails to direct the investment of such Account, shall be invested on behalf of such Participant (or his beneficiary).

10.6 Uniform Procedures.

The Plan Administrator shall establish uniform procedures regarding Participant investment directions, which procedures shall be communicated to all Participants. The Plan Administrator, at its sole discretion, may prohibit, or otherwise restrict, investment of Account balances in the Company Stock Fund by any officer, director or 10% shareholder of the Company, or any other Participant who is required to file reports under Section 16(b) of the Securities Exchange Act of 1934, in order to prevent a violation of federal law or an undue administrative burden upon the Plan Administrator.

10.7 Designated Section 404(c) Plan

(a) This Plan is designated as an “ERISA Section 404(c) Plan” providing Participants (and beneficiaries) with the opportunity to exercise control over the investment of assets held in their Accounts and to select, from a broad range of investment funds, the manner in which some or all of the assets in their Accounts are invested. The investment funds shall be selected and offered by the Company, as the designated plan fiduciary, in accordance with Section 404(c) of ERISA and the regulations thereunder.

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(b) The Qualified Default Investment Alternatives selected by the Plan Administrator pursuant to section 10.5, shall comply Section 404(c)(5) of ERISA and the regulations thereunder.

(c) Information relating to the purchase, holding or sale of interests in the Company Stock Fund by Participants, as well as the voting and/or tender of Employer Securities, shall be maintained on a confidential basis by the director of personnel for the Company at all times. The director of personnel for the Company shall be the fiduciary responsible for maintaining all participant information with respect to investments in, and the voting and tender of, the Company Stock Fund. The director of personnel shall maintain confidential information with respect to participants’ investments in the Company Stock Fund in a manner that will prevent officers, directors and employees of the Company from obtaining access to the information unless they have been specifically authorized to receive the information in connection with their responsibilities with respect to the administration of the plan. The director of personnel also shall be responsible for the periodic review and revision of confidentiality procedures for the Plan.

(d) In the event the fiduciary designated in section 10.6(b) above determines that the direct or indirect exercise of shareholder rights by any Participant who has invested in the Company Stock Fund may be subject to undue employer influence, the fiduciary shall appoint one or more independent fiduciaries (who are not affiliated with any Employer) to carry out such activities with respect to the Company Stock Fund as may be required to eliminate such undue employer influence.

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ARTICLE XI

TRUST FUNDS

11.1 Trust Fund.

The Trust Fund shall be held by the Principal Trust Company, as Trustee, or by a successor trustee or trustees, for use in accordance with the Plan under the Agreement and Declaration of Trust. The Agreement and Declaration of Trust may from time to time be amended in the manner therein provided. Similarly, the Trustee may be changed from time to time in the manner provided in the Agreement and Declaration of Trust.

11.2 Separate Funds.

The Trustee may maintain a primary trust fund (which shall include assets attributable to Funds other than the Company Stock Fund) and a Company Stock Fund.

11.3 Voting.

Unless otherwise required by the Agreement and Declaration of Trust, any voting and other rights with respect to units of Employer Securities held as part of, or otherwise attributable to, each Participant’s Accounts, within the Company Stock Fund shall be exercised as follows:

(a) If the Employer has a publicly traded security, as defined in Labor Regulation Section 2550.404(c)-1(d)(2)(ii)(E)(4)(iii), any voting and other rights with respect to units of Employer Securities (including fractional shares) allocated to any Participant’s portion of the Company Stock Fund shall be exercised by the Trustee in accordance with instructions received from such Participant.

(b) In connection with the exercise of the rights set forth in section 11.3(a), the Trustee shall notify each Participant at least 30 days prior to the date upon which such rights are to be exercised; provided, however, that the Trustee shall not be under any obligation to notify the Participants sooner than it receives such information as security holders of record. In the event the notice received by the Trustee makes it impossible for the Trustee to comply with such thirty-day notice requirement, the Trustee shall notify the Participants regarding the exercise of such rights as soon as practicable. The notification shall include all information distributed to the security holders of record by the Employer regarding the exercise of such rights. The Trustee shall be entitled to exercise such rights on the units of Employer Securities allocated to a Participant’s portion of the Company Stock Fund only to the extent that it receives direction from such Participant, and if it does not receive direction, it shall not exercise any rights.

11.4 Dividends.

Unless otherwise required by the Agreement and Declaration of Trust, dividends with respect to units of Employer Securities held as part of, or otherwise allocable to, the Participants’ Accounts shall be retained by the Trustee within the Company Stock Fund and allocated in the same manner as other income of the Trust Fund.

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ARTICLE XII

EXPENSES OF ADMINISTRATION OF THE PLAN AND THE TRUST FUND

12.1 Expenses of Administration.

The Company shall bear all expenses of implementing this Plan and the Trust. For its services, any corporate trustee shall be entitled to receive reasonable compensation in accordance with its written agreement with the Company, as in effect from time to time. Any individual Trustee shall be entitled to such compensation as shall be arranged between the Company and the Trustee by separate instrument; provided, however, that no person who is already receiving full-time pay from any Employer or any Affiliate shall receive compensation from the Trust Fund (except for the reimbursement of expenses properly and actually incurred). The Company may pay all expenses of the administration of the Trust Fund, including the Trustee’s compensation, the compensation of any investment manager, the expense incurred by the Plan Administrator in discharging its duties, all income or other taxes of any kind whatsoever that may be levied or assessed under existing or future laws upon or in respect of the Trust Fund, and any interest that may be payable on money borrowed by the Trustee for the purpose of the Trust and any Employer may pay such expenses as relate to Participants employed by such Employer. Any such payment by the Company or another Employer shall not be deemed a contribution to this Plan. Such expenses shall be paid out of the assets of the Trust Fund unless paid or provided for by the Company or another Employer. Notwithstanding anything contained herein to the contrary, no excise tax or other liability imposed upon the Trustee, the Plan Administrator or any other person for failure to comply with the provisions of any federal law shall be subject to payment or reimbursement from the assets of the Trust.

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ARTICLE XIII

AMENDMENT AND TERMINATION

13.1 Restrictions on Amendment and Termination of Plan.

It is the present intention of the Company to maintain the Plan set forth herein indefinitely. Nevertheless, the Company specifically reserves to itself the right at any time, and from time to time, to amend or terminate this Plan in whole or in part; provided, however, that no such amendment:

(a) shall have the effect of vesting in any Employer, directly or indirectly, any interest, ownership or control in any of the present or subsequent funds held subject to the terms of the Trust;

(b) shall cause or permit any property held subject to the terms of the Trust to be diverted to purposes other than the exclusive benefit of the Participants and their beneficiaries or for the administrative expenses of the Plan Administrator and the Trust;

(c) shall either directly or indirectly reduce any vested and nonforfeitable interest of, or the vested percentage in effect with respect to, a Participant determined as of the later of the date the amendment is adopted or the date the amendment is effective, except as permitted by law;

(d) shall reduce the Accounts of any Participant;

(e) shall amend any vesting schedule with respect to any Participant who has at least three Years of Service at the end of the election period described below, except as permitted by law, unless each such Participant shall have the right to elect to have the vesting schedule in effect prior to such amendment apply with respect to him, such election, if any, to be made during the period beginning not later than the date the amendment is adopted and ending no earlier than sixty (60) days after the latest of the date the amendment is adopted, the amendment becomes effective or the Participant is issued written notice of the amendment by his Employer or the Plan Administrator;

(f) shall increase the duties or liabilities of the Trustee without its written consent; or

(g) shall modify, more than once in any 6-month period, any provision of the Plan set forth in Article V, sections 5.1, 5.3, 5.4, 5.5, 6.5(b), and 6.6 that is applicable to any officer, director, 10% owner of any Employer, or any other Participant who is required to file reports under Section 16(a) of the Securities Exchange Act of 1934.

13.2 Amendment of Plan.

Subject to the limitations stated in section 13.1, the Company shall have the power to amend this Plan in any manner that it deems desirable, and, not in limitation but in amplification of the

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foregoing, it shall have the right to change or modify the method of allocation of contributions hereunder (except as provided in section 13.1(g)) to change any provision relating to the administration of this Plan and to change any provision relating to the distribution or payment, or both, of any of the assets of the Trust.

13.3 Termination of Plan.

Any Employer, in its sole and absolute discretion, may permanently discontinue making contributions under this Plan or may terminate this Plan and the Trust (with respect to all Employers if it is the Company, or with respect to itself alone if it is an Employer other than the Company), completely or partially, at any time without any liability whatsoever for such permanent discontinuance or complete or partial termination. In any of such events, the affected Participants, notwithstanding any other provisions of this Plan, shall have fully vested interests in the amounts credited to their respective Accounts at the time of such complete or partial termination of this Plan and the Trust or permanent discontinuance of contributions. All such vested interests shall be nonforfeitable.

13.4 Discontinuance Procedure.

In the event an Employer decides to permanently discontinue making contributions, such decision shall be evidenced by an appropriate resolution of its board and a certified copy of such resolution shall be delivered to the Plan Administrator and the Trustee. All of the assets in the Trust Fund belonging to the affected Participants on the date of discontinuance specified in such resolutions shall, aside from becoming fully vested as provided in section 13.3, be held, administered, and distributed by the Trustee in the manner provided under this Plan. In the event of a permanent discontinuance of contributions without such formal documentation, full vesting of the interests of the affected Participants in the amounts credited to their respective Accounts will occur on the last day of the year in which a substantial contribution is made to the Trust.

13.5 Termination Procedure

(a) In the event an Employer decides to terminate this Plan and the Trust, such decision shall be evidenced by an appropriate resolution of its Board and a certified copy of such resolution shall be delivered to the Plan Administrator and the Trustee. After payment of all expenses and proportional adjustments of individual accounts to reflect such expenses and other changes in the value of the Trust Fund as of the date of termination, each affected Participant (or the beneficiary of any such Participant) shall be entitled to receive, provided that the requirements set forth in section 13.5(b) are met, any amount then credited to his Accounts in a lump sum.

(b) In the event this Plan and the Trust are terminated, completely or partially, and with respect to any one Employer or with respect to all Employers, distributions may not be made pursuant to this section 13.5 unless:

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(1) the Plan has been completely terminated and no successor plan (within the meaning of Section 401(k)(10) of the Code) has been established;

(2) the Plan has been partially terminated as a result of the sale or other disposition by an Employer to an unrelated corporation of substantially all of the assets used in a trade or business, in which case distribution may be made to employees who continue employment with the acquiring corporation; or

(3) the Plan has been partially terminated as a result of the sale or other disposition by an Employer of its interest in a subsidiary, in which case distribution may be made to employees who continue employment with the subsidiary.

(c) At the election of the Participant, the Plan Administrator may transfer the amount of any Participant’s distribution under this section 13.5 to the trustee of another qualified plan or the trustee of an individual retirement account or individual retirement annuity instead of distributing such amount to the Participant. Any such election by a Participant shall be in writing and filed with the Plan Administrator.

(d) In the event the Plan is terminated on a date other than the last day of the Plan Year, the Limitation Year shall become a short Limitation Year beginning on the first day of the Plan Year immediately prior to the date of termination and ending on the date of termination. In addition, the applicable dollar limitation for Annual Additions in section 6.5(a) shall be equal to the applicable dollar limitation for that Limitation Year multiplied by a fraction, the numerator of which is the number of months (including any fractional parts of a month) in the short Limitation Year and the denominator of which is twelve (12).

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ARTICLE XIV

MISCELLANEOUS

14.1 Merger or Consolidation.

This Plan and the Trust may not be merged or consolidated with, and the assets or liabilities of this Plan and the Trust may not be transferred to, any other plan or trust unless each Participant would receive a benefit immediately after the merger, consolidation or transfer, if the plan and trust then terminated, that is equal to or greater than the benefit the Participant would have received immediately before the merger, consolidation or transfer if this Plan and the Trust had then terminated.

14.2 Alienation

(a) Except as provided in section 14.2(b), no Participant or beneficiary of a Participant shall have any right to assign, transfer, appropriate, encumber, commute, anticipate, or otherwise alienate his interest in this Plan or the Trust or any payments to be made thereunder; no benefits, payments, rights or interests of a Participant or beneficiary of a Participant of any kind or nature shall be in any way subject to legal process to levy upon, garnish, or attach the same for payment of any claim against the Participant or beneficiary of a Participant; and no Participant or beneficiary of a Participant shall have any right of any kind whatsoever with respect to the Trust, or any estate or interest therein, or with respect to any other property or right, other than the right to receive such distributions as are lawfully made out of the Trust, as and when the same respectively are due and payable under the terms of this Plan and the Trust.

(b) Notwithstanding the provisions of section 14.2(a), the Plan Administrator shall direct the Trustee to make payments pursuant to a Qualified Domestic Relations Order (“QDRO”) as defined in Section 414(p) of the Code. The Plan Administrator shall establish procedures consistent with Section 414(p) of the Code to determine if any order received by the Plan Administrator, or any other fiduciary of the Plan, is a QDRO. Notwithstanding any provision of this Plan to the contrary, if the QDRO so requires, distribution with respect to any QDRO received by the PSS ESOP prior to April 1, 1999, shall be made to an Alternate Payee without regard to the age or employment status of the Participant. Distribution shall be made to an Alternate Payee pursuant to any other QDRO only after compliance with the maximum Participant age, or termination of employment status, provisions of Section 414(p) of the Code. Effective on or after April 6, 2007, a domestic relations order that otherwise satisfies the requirements for a QDRO will not fail to be a QDRO: (1) solely because the order is issued after, or revises, another domestic relations order or QDRO; or (2) solely because of the time at which the order is issued, including issuance after the annuity starting date or after the Participant’s death.

14.3 USERRA Requirements.

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Effective December 12, 1994, this Plan shall comply with the requirements of the Uniformed Services Employment and Reemployment Rights Act (“USERRA”) and Section 414(u) of the Code, including the following:

(a) An individual reemployed under USERRA shall be treated as not having incurred a Break in Service with the Employer by reason of such individual’s qualified military service (as defined in Section 414(u) of the Code).

(b) Each period of qualified military service served by an individual is, upon reemployment, deemed to constitute service with the Employer for purposes of vesting and the accrual of benefits under the Plan.

(c) An individual reemployed under USERRA is entitled to accrued benefits that are contingent on the making of, or derived from, Employee contributions or elective deferrals only to the extent the individual makes payment to the Plan with respect to such contributions or deferrals; provided, however, that no such payment may exceed the amount the individual would have been permitted or required to contribute had the individual remained continuously employed by the Employer throughout the period of qualified military service. Any payment to the Plan under this subsection (c) shall be made during the period beginning with the date of reemployment and whose duration is 3 times the period of the qualified military service (but not greater than 5 years).

14.4 Governing Law.

This Plan shall be administered, construed, and enforced according to the laws of the State of Florida, except to the extent such laws have been expressly preempted by federal law.

14.5 Action by Employer.

Whenever the Company or another Employer under the terms of this Plan is permitted or required to do, or perform, any act, it shall be done and performed by the Board of Directors of the Company or its delegee.

14.6 Alternative Actions.

In the event it becomes impossible for the Company, another Employer, the Plan Administrator, or the Trustee to perform any act required by this Plan, then the Company, such other Employer, the Plan Administrator, or the Trustee, as the case may be, may perform such alternative act that most nearly carries out the intent and purpose of this Plan.

14.7 Gender.

Throughout this Plan, and whenever appropriate, the masculine gender shall be deemed to include the feminine and neuter; the singular, the plural; and vice versa.

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IN WITNESS WHEREOF, this Amendment and Restatement has been executed this _____ day of __________, 2010, and shall be effective as of the dates set forth hereinabove.

PSS WORLD MEDICAL, INC.
By:	/s/ David D. Klarner
Its:	Vice President and Treasurer
	“COMPANY”

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EX-10.8A

Exhibit 10.8a

MAY 2012 AMENDMENT

TO THE

PSS WORLD MEDICAL, INC. SAVINGS PLAN

This May 2012 Amendment (the “Amendment”) to the PSS World Medical, Inc. Savings Plan is made and entered into by PSS World Medical, Inc. (the “Company”), this   18^th day of May 2012, and is effective as of July 1, 2012.

WITNESSETH:

WHEREAS, the Company has previously adopted the PSS World Medical, Inc. Savings Plan (the “Plan”); and

WHEREAS, the Company is authorized and empowered to amend the Plan; and

WHEREAS, the Company desires to amend the Plan to include the name of an additional employer recently acquired by the Company as an “Employer” within the meaning of the Plan and to amend the Plan to credit Participants’ years of service with such employer as Years of Service under the Plan.

NOW, THEREFORE, the Plan shall be amended as follows:

1. Section 1.28 of the Plan shall be amended in its entirety to read as follows:

“1.28 ‘Employer’ shall mean the Company, Gulf South Medical Supply, Inc., PSS Service, Inc., World Med Shared Services, Inc., Physician Sales & Service, Inc., Physician Sales & Service Limited Partnership, Proclaim, Inc., PSS Holding, Inc., Ancillary Management Solutions, Inc., Cascade Medical Supply, ThriftyMed, Inc., ClaimOne, LLC, Dispensing Solutions, Inc., Linear Medical Solutions, LLC, Southeast Medical Solutions RX, LLC (formerly Stat RX USA), LLC, BottomLine Medical Solutions, LLC, Theratech, Inc., Standard Medical Supply, Inc., Keltman Pharmaceutical, Inc., Federal Medical Supply, Inc., Blue Medical Supply, Inc., Xcel Supply, LLC, Professional Laboratory Systems, Inc., Rebel Distributors Corporation, Infolabs, LLC, and any other subsidiary, related corporation, or other entity that adopts this Plan with the consent of the Company.”

2. Section 1.71 of the Plan shall be amended by the addition of two new subparagraphs (p) and (q), which shall read in their entirety as follows:

“(p) For each Employee who was employed by Rebel Distributors Corporation on May 4, 2012, such Employee’s ‘Years of Service’ shall include, for

all purposes of the Plan, service with Rebel Distributors Corporation and each of its subsidiaries.

(q) For each Employee who was employed by Infolabs, LLC on May 17, 2012, such Employee’s ‘Years of Service’ shall include, for all purposes of the Plan, service with Infolabs, LLC and each of its subsidiaries.”

IN WITNESS WHEREOF, this Amendment has been executed and is effective as of the date set forth hereinabove. All of the provisions of the Plan not specifically mentioned in this Amendment shall be considered modified to the extent necessary to be consistent with the changes made in this Amendment.

PSS WORLD MEDICAL, INC.
By:	/s/ David D. Klarner
Name:	David D. Klarner
Its:	Vice President and Treasurer

EX-10.9H

Exhibit 10.9h

EXECUTION VERSION

FIRST AMENDMENT TO SECOND AMENDED AND RESTATED

CREDIT AND SECURITY AGREEMENT

THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT (this “Amendment”) is made and entered into this 13^th day of February, 2012, by and among PSS WORLD MEDICAL, INC., a Florida corporation (“PSS”), GULF SOUTH MEDICAL SUPPLY, INC., a Delaware corporation (“Gulf South”), PHYSICIAN SALES & SERVICES LIMITED PARTNERSHIP, a Florida limited partnership (“PSS LP”), WORLDMED SHARED SERVICES, INC., a Florida corporation (“WorldMed”), and CASCADE MEDICAL SUPPLY, INC., a Washington corporation (“Cascade”); THERATECH, INC., a Tennessee corporation (“Theratech”), DS HOLDINGS, INC., a Delaware corporation (“DS Holdings”), DSRX, INC., a California corporation (“DSRx”), DISPENSING SOLUTIONS ACQUISITION CORP., a California corporation (“DSAC”), DISPENSING SOLUTIONS, INC., a Delaware corporation (“DSI”), POC MANAGEMENT GROUP, LLC, a California limited liability company (“POC Management”), LINEAR HOLDINGS, LLC, a Delaware limited liability company (“Linear Holdings”), LINEAR MEDICAL SOLUTIONS, LLC, a Delaware limited liability company (“Linear Medical”), STAT RX USA, LLC, a Delaware limited liability company (“Stat Rx”), SCRIP PAK, LLC, a Florida limited liability company (“Scrip Pak”), CLAIMONE, LLC, a Delaware limited liability company (“ClaimOne”), BOTTOMLINE MEDICAL SOLUTIONS, LLC, a Delaware limited liability company (“BottomLine”); PSS, Gulf South, PSS LP, WorldMed, Cascade, Theratech, DS Holdings, DSRx, DSAC, DSI, POC Management, Linear Holdings, Linear Medical, Stat Rx, Scrip Pak, ClaimOne and BottomLine are referred to hereinafter each individually as a “Borrower” and collectively as the “Borrowers”), and PSS HOLDING, INC., a Florida corporation (“PSS Holding”), PSS SERVICE, INC., a Florida corporation (“PSS Service”), PHYSICIAN SALES & SERVICE, INC., a Florida corporation (“Physician Sales & Service”), THRIFTYMED, INC., a Florida corporation (“ThriftyMed”), PROCLAIM, INC., a Tennessee corporation (“ProClaim”) and ANCILLARY MANAGEMENT SOLUTIONS, INC., a Tennessee corporation (“AMS”); PSS Holding, PSS Service, Physician Sales & Service, ThriftyMed, ProClaim and AMS are referred to hereinafter each individually as a “Guarantor” and collectively as the “Guarantors;” Borrowers and Guarantors are collectively referred to herein as “Obligors” and, each individually, as an “Obligor”), the financial institutions from time to time parties to the Credit Agreement (as defined below) (such financial institutions, together with their respective successors and assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), and BANK OF AMERICA, N.A., as agent for the Lenders (in its capacity as agent, the “Agent”).

Recitals:

Agent, the Lenders, and Obligors are parties to that certain Second Amended and Restated Credit and Security Agreement dated as of November 16, 2011 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), pursuant to which Agent and the Lenders have made extensions of credit and other financial accommodations available to Borrowers.

Obligors have requested that Agent and Lenders amend certain the Credit Agreement as hereinafter set forth. Subject to the terms and conditions set forth in this Amendment, Agent and Lenders constituting Required Lenders are willing to amend the Credit Agreement.

NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby severally acknowledged, the parties hereto hereby, agree as follows:

1. Definitions. All capitalized terms used in this Amendment, unless otherwise defined herein, shall have the meaning ascribed to such terms in the Credit Agreement.

2. Amendments to Credit Agreement. The Credit Agreement is hereby amended by deleting clause (c) of Section 8.4 of the Credit Agreement, Maintenance of Property; Inspection of Property, and by substituting in lieu thereof the following new clause (c):

(c) The Borrowers shall cooperate with the Agent and its representatives and independent contractors (such cooperation to include the Borrowers making their books and records, Collateral and personnel available to the Agent and its representatives and independent contractors) in order to enable the Agent to obtain an Appraisal of the Borrowers’ Inventory (a) on or about the Closing Date and (b) at such times thereafter as the Agent, in its sole discretion, may request; provided that if (x) during the period beginning on January 9, 2012 and ending on March 9, 2012, Availability is less than $125,000,000 or (y) after March 10, 2012, Availability is less than the greater of (i) 50% of the Maximum Revolver Amount and (ii) $100,000,000, at least one Appraisal per calendar year will be conducted; provided, further, that if Availability is less than the greater of (x) 25% of the Maximum Revolver Amount and (y) $50,000,000, at least two (2) Appraisals per calendar year will be conducted. The Agent shall select any and all appraisers in its sole discretion. The Borrowers will not be obligated to reimburse the Agent for its reasonable out-of-pocket costs and expenses actually incurred in connection with such Appraisals unless an Event of Default exists at the time of such Appraisal (in which case the Agent and its representatives may do any of the foregoing at the expense of the Obligors at any time during normal business hours and without advance notice); provided that if (x) during the period beginning on January 9, 2012 and ending on March 9, 2012, Availability is less than $125,000,000 or (y) after March 10, 2012, Availability is less than the greater of (i) 50% of the Maximum Revolver Amount and (ii) $100,000,000, Borrowers shall be required to reimburse the Agent for one (1) Appraisal per calendar year; provided, further, that if Availability is less than the greater of (x) 25% of the Maximum Revolver Amount and (y) $50,000,000, Borrowers shall be required to reimburse the Agent for two (2) Appraisals per calendar year.

3. Ratification and Reaffirmation. Each Obligor hereby ratifies and reaffirms the Obligations, the Credit Agreement, each of the other Loan Documents to which such Obligor is a party and all of such Obligor’s covenants, duties, indebtedness and liabilities under the Credit Agreement and the other Loan Documents to which such Obligor is a party.

4. Acknowledgments and Stipulations. Each Obligor acknowledges and stipulates that the Credit Agreement and the other Loan Documents executed by such Obligor are legal, valid and binding obligations of such Obligor that are enforceable against such Obligor in accordance with the terms thereof; all of the Obligations are owing and payable without defense, offset or counterclaim (and to the extent there exists any such defense, offset or counterclaim on the date hereof, the same is hereby waived by such Obligor); the security interests and liens granted by such Obligor in favor of Agent are duly perfected, first priority security interests and Liens; and the unpaid principal amount of the Revolving Loans on and as of the close of day on February 9, 2012, totaled $144,100,000.00.

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5. Representations and Warranties. Each Obligor represents and warrants to Agent and Lenders, to induce Agent and the applicable Lenders to enter into this Amendment, that no Default or Event of Default exists immediately prior to and immediately after giving effect to this Amendment; the execution, delivery and performance of this Amendment have been duly authorized by all requisite corporate, limited liability company or limited partnership action, as applicable, on the part of Obligors and this Amendment has been duly executed and delivered by Obligors; and all of the representations and warranties made by Obligors in the Credit Agreement are true and correct on and as of the date hereof.

6. Reference to Credit Agreement. Upon the effectiveness of this Amendment, each reference in the Credit Agreement to “this Agreement,” “hereunder,” or words of like import shall mean and be a reference to the Credit Agreement, as amended by this Amendment.

7. Breach of Amendment. This Amendment shall be part of the Credit Agreement and a breach of any representation, warranty or covenant herein shall constitute an Event of Default.

8. Conditions Precedent. The effectiveness of the amendments contained in Section 2 hereof are subject to the satisfaction of each of the following conditions precedent, in form and substance satisfactory to Agent, unless satisfaction thereof is specifically waived in writing by Agent:

(a) No Default or Event of Default shall exist either before or after giving effect to the terms of this Amendment;

(b) No material adverse change shall occur with respect to the business, assets, properties, liabilities, operations or conditions of any Obligor either before or immediately after giving effect to the terms of this Amendment; and

(c) Agent shall have received a duly signed original of this Amendment from each Obligor and Lenders constituting Required Lenders and such other documentation relating to this Amendment, in each case in form and substance reasonably satisfactory to Agent and its counsel.

9. Expenses of Agent. Obligors agrees to pay, on demand, all costs and expenses incurred by Agent in connection with the preparation, negotiation and execution of this Amendment and any other Loan Documents executed pursuant hereto and any and all amendments, modifications, and supplements thereto, including, without limitation, the costs and fees of Agent’s legal counsel and any taxes or expenses associated with or incurred in connection with any instrument or agreement referred to herein or contemplated hereby.

10. Effectiveness; Governing Law. This Amendment shall be effective upon acceptance by Lender in Atlanta, Georgia (notice of which acceptance is hereby waived), whereupon the same shall be governed by and construed in accordance with the internal laws of the State of Georgia.

11. Successors and Assigns. This Amendment shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns.

12. No Novation, etc. Except as otherwise expressly provided in this Amendment, nothing herein shall be deemed to amend or modify any provision of the Credit Agreement or any of the other Loan Documents, each of which shall remain in full force and effect. This Amendment is not intended to be, nor shall it be construed to create, a novation or accord and satisfaction, and the Credit Agreement as herein modified shall continue in full force and effect.

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13. Counterparts; Electronic Signatures. This Amendment may be executed in any number of counterparts and by different parties to this Amendment on separate counterparts, each of which, when so executed, shall be deemed an original, but all such counterparts shall constitute one and the same agreement. Any manually executed signature page to this Amendment delivered by a party by facsimile or other electronic transmission shall be deemed to be an original signature hereto.

14. Further Assurances. Each Obligor agrees to take such further actions as Agent shall reasonably request from time to time in connection herewith to evidence or give effect to the amendments set forth herein or any of the transactions contemplated hereby.

15. Section Titles. Section titles and references used in this Amendment shall be without substantive meaning or content of any kind whatsoever and are not a part of the agreements among the parties hereto.

16. Waiver of Jury Trial. To the fullest extent permitted by applicable law, the parties hereto each hereby waives the right to trial by jury in any action, suit, counterclaim or proceeding arising out of or related to this Amendment.

[Remainder of page intentionally left blank;

signatures begin on following page.]

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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed and delivered under seal by their respective duly authorized officers on the date first written above.

“BORROWERS”
PSS WORLD MEDICAL, INC.
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer

THERATECH, INC.
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer
GULF SOUTH MEDICAL SUPPLY, INC.
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer
CASCADE MEDICAL SUPPLY, INC.
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer
DS HOLDINGS, INC.
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer

DSRX, INC.
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer
DISPENSING SOLUTIONS ACQUISITION CORPORATION
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer
DISPENSING SOLUTIONS, INC.
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer
POC MANAGEMENT GROUP, LLC
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer
WORLDMED SHARED SERVICES, INC.
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer

LINEAR HOLDINGS, LLC
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer
LINEAR MEDICAL SOLUTIONS, LLC
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer
STAT RX USA, LLC
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer
SCRIP PAK, LLC
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer
CLAIMONE, LLC
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer

BOTTOMLINE MEDICAL SOLUTIONS, LLC
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer
PHYSICIAN SALES & SERVICE LIMITED PARTNERSHIP
By:	PSS World Medical, Inc., its general partner
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer
“GUARANTORS”
PSS HOLDING, INC.
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer
PSS SERVICE, INC.
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer
PHYSICIAN SALES & SERVICE, INC.
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer

THRIFTYMED, INC.
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer
PROCLAIM, INC.
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer
ANCILLARY MANAGEMENT SOLUTIONS, INC.
By:	/s/ David D. Klarner
Name:	David D. Klarner
Title:	Vice President and Treasurer

“AGENT”
BANK OF AMERICA, N.A., as the Agent
By:	/s/ John M. Olsen
Name:	John M. Olsen
Title:	Senior Vice President
“LENDERS”
BANK OF AMERICA, N.A., as a Lender
By:	/s/ John M. Olsen
Name:	John M. Olsen
Title:	Senior Vice President

WELLS FARGO BANK, NATIONAL ASSOCIATION
By:	/s/ Mark Bradford
Name:	Mark Bradford
Title:	Vice President

JPMORGAN CHASE BANK, N.A.
By:	/s/ Kevin Harrison
Name:	Kevin Harrison
Title:	Senior Vice President

U.S. BANK NATIONAL ASSOCIATION
By:	/s/ Matthew Kasper
Name:	Matthew Kasper
Title:	Vice-President

SUNTRUST BANK
By:	/s/ Stephen D. Motts
Name:	Stephen D. Motts
Title:	Director

BRANCH BANKING AND TRUST COMPANY
By:	/s/ C. William Buchholz
Name:	C. William Buchholz
Title:	Senior Vice President

AFFIDAVIT OF OUT-OF-STATE EXECUTION AND DELIVERY

STATE OF NEW YORK

COUNTY OF New York

Before me this day personally appeared David D. Klarner, the Vice President and Treasurer (“Borrowers’ Officer”) of PSS WORLD MEDICAL, INC., a Florida corporation (“PSS”), GULF SOUTH MEDICAL SUPPLY, INC., a Delaware corporation (“Gulf South”), and of PSS, in its capacity as sole general partner of PHYSICIAN SALES & SERVICES LIMITED PARTNERSHIP, a Florida limited partnership (“PSS LP”), WORLDMED SHARED SERVICES, INC., a Florida corporation (“WorldMed”), and CASCADE MEDICAL SUPPLY, INC., a Washington corporation (“Cascade”); THERATECH, INC., a Tennessee corporation (“Theratech”), DS HOLDINGS, INC., a Delaware corporation (“DS Holdings”), DSRX, INC., a California corporation (“DSRx”), DISPENSING SOLUTIONS ACQUISITION CORP., a California corporation (“DSAC”), DISPENSING SOLUTIONS, INC., a Delaware corporation (“DSI”), POC MANAGEMENT GROUP, LLC, a California limited liability company (“POC Management”), LINEAR HOLDINGS, LLC, a Delaware limited liability company (“Linear Holdings”), LINEAR MEDICAL SOLUTIONS, LLC, a Delaware limited liability company (“Linear Medical”), STAT RX USA, LLC, a Delaware limited liability company (“Stat Rx”), SCRIP PAK, LLC, a Florida limited liability company (“Scrip Pak”), CLAIMONE, LLC, a Delaware limited liability company (“ClaimOne”), BOTTOMLINE MEDICAL SOLUTIONS, LLC, a Delaware limited liability company (“BottomLine;” PSS, Gulf South, PSS LP, WorldMed, Cascade, Theratech, DS Holdings, DSRx, DSAC, DSI, POC Management, Linear Holdings, Linear Medical, Stat Rx, Scrip Pak, ClaimOne and BottomLine are referred to hereinafter each individually as a “Borrower” and collectively as the “Borrowers”), and PSS HOLDING, INC., a Florida corporation (“PSS Holding”), PSS SERVICE, INC., a Florida corporation (“PSS Service”), PHYSICIAN SALES & SERVICE, INC., a Florida corporation (“Physician Sales & Service”), THRIFTYMED, INC., a Florida corporation (“ThriftyMed”), PROCLAIM, INC., a Tennessee corporation (“ProClaim”) and ANCILLARY MANAGEMENT SOLUTIONS, INC., a Tennessee corporation (“AMS;” PSS Holding, PSS Service, Physician Sales & Service, ThriftyMed, ProClaim and AMS are referred to hereinafter each individually as a “Guarantor” and collectively as the “Guarantors” and together with the Borrowers, collectively, the “Obligors”), who being by me first duly sworn, deposes and says:

1. On the date hereof, the Obligors executed that certain First Amendment to Second Amended and Restated Credit and Security Agreement dated as of February     , 2012 (the “Amendment”) by and among the Obligors, the financial institutions party thereto as lenders (the “Lenders”) and Bank of America, N.A., in its capacity as agent for the Lenders (in such capacity, the “Agent”), in the State of Georgia;

2. Borrower’s Officer initiated delivery of the Amendment via overnight mail from                          County, New York, to the Agent in Atlanta, Georgia.

FURTHER AFFIANT SAYETH NOT:		Dated: February 13, 2012
Signature of Borrowers’ Officer:
By:	/s/ David D. Klarner
	David D. Klarner, Vice President and Treasurer

The foregoing affidavit was sworn to before me this 13^th day of February, 2012, at New York County, New York.

/s/ Sandra Neal Woodard

Notary Public, State of New York

My commission expires:   July 31, 2014    

AFFIDAVIT OF OUT-OF-STATE EXECUTION AND DELIVERY

STATE OF GEORGIA

COUNTY OF COBB

Before me this day personally appeared John M. Olsen (“Agent’s Officer”), a duly authorized officer of Bank of America, N.A. (“Agent”), who being by me first duly sworn, deposes and says:

1. On the date hereof, Agent’s Officer executed, in the State of Georgia, a certain First Amendment to Second Amended and Restated Credit and Security Agreement dated as of February __, 2012 (the “Amendment”), among PSS WORLD MEDICAL, INC., a Florida corporation (“PSS”), certain of PSS’s subsidiaries and affiliates (collectively with PSS, the “Obligors”), the financial institutions party thereto as lenders, and Agent, in its capacity as agent for the Lenders;

2. The Amendment was executed by Agent’s Officer on behalf of Agent outside the State of Florida and was delivered to the Agent in Cobb County, Georgia.

FURTHER AFFIANT SAYETH NOT:		Dated: February 14, 2012
Signature of Agent’s Officer:
By:	/s/ John M. Olsen
John M. Olsen, Senior Vice President

The foregoing affidavit was sworn to before me this 14^th day of February, 2012, at Cobb County, Georgia.

/s/ Susan L. Farish

Notary Public, State of Georgia

My commission expires: October 05, 2012    

EX-10.16D

Exhibit 10.16d

AMENDMENT TO THE PSS WORLD MEDICAL, INC.

AMENDED AND RESTATED OFFICER DEFERRED COMPENSATION PLAN

THIS AMENDMENT (this “Amendment”), effective as of the 27^th day of March, 2012, is made to the PSS World Medical, Inc. Amended and Restated Officer Deferred Compensation Plan (the “Plan”). All defined terms used herein but not defined shall have the meanings ascribed to them in the Plan.

The Compensation Committee (the “Committee”) of the Board of Directors of PSS World Medical, Inc. (the “Company”) has determined that it is in the best interests of the Company and its stockholders to amend the Plan as provided below.

1. Specified Employees. Section 5.08(g) (Six Month Delay for Specified Employees) is hereby amended to add the following sentence as a new paragraph at the end of Section 5.08(g):

Notwithstanding any provision to the contrary in the Plan and for purposes of this Section 5.08(g), each Participant shall be deemed a Specified Employee.

2. 401(k) Plan Excess Deferrals. A new Section 5.13 is hereby added to the Plan to read as follows:

5.13 401(k) Plan Excess Deferrals. A Participant may elect to defer up to 100% of a refund of excess contributions from the 401(k) plan of the Company received by such Participant during the same year, provided such election is in accordance with the terms of the Plan and the Deferral Election Form.

3. Payment Dates for Termination Account. Section 5.08(a)(iv) is hereby deleted in its entirety and replaced with the following:

(iv) Annual installment payments shall be for no less than two (2) and no more than twenty (20) annual installments (as indicated in the Participant’s most recent effective Deferral Election Form). The initial annual installment payment shall be equal to the value of the Participant’s Account on the applicable Valuation Date divided by the number of remaining installments to be paid (including the then-current installment payment). Thereafter, each subsequent annual installment payment shall be made in January of each subsequent year and in an amount equal to the value of the Participant’s Account as of December 31 of the preceding year divided by the total number of annual installment payments remaining to be paid (including the then-current annual installment payment).

4. Officer Tier MARST Scores. The Plan is hereby amended by deleting the definition of the terms “Tier 1 Officer,” “Tier 2 Officer,” “Tier 3 Officer,” “Tier 4 Officer,” “Tier 5 Officer,” “Tier 6 Officer” and “Tier 7 Officer” in Section 2.01 and replacing them with the following definitions:

Tier 1 Officer. An Officer role that has been assigned a MARST score of 35, 34 or 33.

Tier 2 Officer. An Officer role that has been assigned a MARST score of 32, 31, 30 or 29.

Tier 3 Officer. An Officer role that has been assigned a MARST score of 28 or 27.

Tier 4 Officer. An Officer role that has been assigned a MARST score of 26, 25, 24, 23 or 22.

Tier 5 Officer. An Officer role that has been assigned a MARST score of 21, 20, 19, 18 or 17.

Tier 6 Officer. An Officer role that has been assigned a MARST score of 16, 15, 14 or 13.

Tier 7 Officer. An Officer role that has been assigned a MARST score of 12, 11, 10 or 9.

5. Company Matching Contributions. Section 5.05 (Company Matching Contributions) is hereby deleted in its entirety and replaced with the following:

5.05 Company Matching Contributions.

Tier 1 Officers. For each dollar ($1.00) that a Tier 1 Officer defers into an Account (up to 15% of Compensation in the aggregate for all of the Participant’s Accounts), the Company will make a matching contribution of one dollar twenty-five cents ($1.25).

Tier 2 Officers. For each dollar ($1.00) that a Tier 2 Officer defers into an Account (up to 15% of Compensation in the aggregate for all of the Participant’s Accounts), the Company will make a matching contribution of one dollar ($1.00).

Tier 3 Officers. For each dollar ($1.00) that a Tier 3 Officer defers into an Account (up to 10% of Compensation in the aggregate for all of the Participant’s Accounts), the Company will make a matching contribution of seventy-five cents ($.75).

- 2 -

Tier 4 Officers. For each dollar ($1.00) that a Tier 4 Officer defers into an Account (up to 10% of Compensation in the aggregate for all of the Participant’s Accounts), the Company will make a matching contribution of sixty cents ($.60).

Tier 5 Officers. For each dollar ($1.00) that a Tier 5 Officer defers into an Account (up to 10% of Compensation in the aggregate for all of the Participant’s Accounts), the Company will make a matching contribution of fifty cents ($.50).

Tier 6 Officers. For each dollar ($1.00) that a Tier 6 Officer defers into an Account (up to 10% of Compensation in the aggregate for all of the Participant’s Accounts), the Company will make a matching contribution of forty-five cents ($.45).

Tier 7 Officers. For each dollar ($1.00) that a Tier 7 Officer defers into an Account (up to 10% of Compensation in the aggregate for all of the Participant’s Accounts), the Company will make a matching contribution of thirty-five cents ($.35).

Company Matching Contributions will earn a return based on the same investment allocations selected by the Participant with respect to the Account into which such Company Matching Contributions are credited. The Board may change the amount of the Company Matching Contributions for any future Plan Year by giving written notice to eligible Participants prior to the Election Date for such Plan Year. Any such change will be prospective only.

IN WITNESS WHEREOF, the Company has caused this Amendment to be executed by its duly authorized representative on the day and year first above written.

PSS WORLD MEDICAL, INC
By:	/s/ David D. Klarner
Name:	David D. Klarner
Its:	Vice President and Treasurer

- 3 -

EX-10.17C

Exhibit 10.17c

AMENDMENT TO THE PSS WORLD MEDICAL, INC.

AMENDED AND RESTATED ELITe DEFERRED COMPENSATION PLAN

THIS AMENDMENT (this “Amendment”), effective as of the 27^th day of March, 2012, is made to the PSS World Medical, Inc. Amended and Restated ELITe Deferred Compensation Plan (the “Plan”). All defined terms used herein but not defined shall have the meanings ascribed to them in the Plan.

The Compensation Committee (the “Committee”) of the Board of Directors of PSS World Medical, Inc. (the “Company”) has determined that it is in the best interests of the Company and its stockholders to amend the Plan as provided below.

1. 401(k) Plan Excess Deferrals. A new Section 5.13 is hereby added to the Plan to read as follows:

5.13 401(k) Plan Excess Deferrals. A Participant may elect to defer up to 100% of a refund of excess contributions from the 401(k) plan of the Company received by such Participant during the same year, provided such election is in accordance with the terms of the Plan and the Deferral Election Form.

2. Payment Dates for Termination Account. Section 5.08(a)(iv) is hereby deleted in its entirety and replaced with the following:

(iv) Annual installment payments shall be for no less than two (2) and no more than twenty (20) annual installments (as indicated in the Participant’s most recent effective Deferral Election Form). The initial annual installment payment shall be equal to the value of the Participant’s Account on the applicable Valuation Date divided by the number of remaining installments to be paid (including the then-current installment payment). Thereafter, each subsequent annual installment payment shall be made in January of each subsequent year and in an amount equal to the value of the Participant’s Account as of December 31 of the preceding year divided by the total number of annual installment payments remaining to be paid (including the then-current annual installment payment).

IN WITNESS WHEREOF, the Company has caused this Amendment to be executed by its duly authorized representative on the day and year first above written.

PSS WORLD MEDICAL, INC
By:	/s/ David D. Klarner
Name:	David D. Klarner
Its:	Vice President and Treasurer

EX-10.18C

Exhibit 10.18c

AMENDMENT TO THE PSS WORLD MEDICAL, INC.

AMENDED AND RESTATED LEADER’S DEFERRED COMPENSATION PLAN

THIS AMENDMENT (this “Amendment”), effective as of the 27^th day of March, 2012, is made to the PSS World Medical, Inc. Amended and Leader’s Deferred Compensation Plan (the “Plan”). All defined terms used herein but not defined shall have the meanings ascribed to them in the Plan.

The Compensation Committee (the “Committee”) of the Board of Directors of PSS World Medical, Inc. (the “Company”) has determined that it is in the best interests of the Company and its stockholders to amend the Plan as provided below.

1. 401(k) Plan Excess Deferrals. A new Section 5.13 is hereby added to the Plan to read as follows:

5.13 401(k) Plan Excess Deferrals. A Participant may elect to defer up to 100% of a refund of excess contributions from the 401(k) plan of the Company received by such Participant during the same year, provided such election is in accordance with the terms of the Plan and the Deferral Election Form.

2. Payment Dates for Termination Account. Section 5.08(a)(iv) is hereby deleted in its entirety and replaced with the following:

(iv) Annual installment payments shall be for no less than two (2) and no more than twenty (20) annual installments (as indicated in the Participant’s most recent effective Deferral Election Form). The initial annual installment payment shall be equal to the value of the Participant’s Account on the applicable Valuation Date divided by the number of remaining installments to be paid (including the then-current installment payment). Thereafter, each subsequent annual installment payment shall be made in January of each subsequent year and in an amount equal to the value of the Participant’s Account as of December 31 of the preceding year divided by the total number of annual installment payments remaining to be paid (including the then-current annual installment payment).

IN WITNESS WHEREOF, the Company has caused this Amendment to be executed by its duly authorized representative on the day and year first above written.

PSS WORLD MEDICAL, INC
By:	/s/ David D. Klarner
Name:	David D. Klarner
Its:	Vice President and Treasurer

EX-12

Exhibit 12

PSS WORLD MEDICAL, INC. AND SUBSIDIARIES

COMPUTATION OF CONSOLIDATED RATIOS OF EARNINGS TO FIXED CHARGES

FOR THE FISCAL YEARS ENDED MARCH 30, 2012, APRIL 1, 2011, APRIL 2, 2010, MARCH 27, 2009,

AND MARCH 28, 2008

(Dollars in Thousands)

	2012			2011		2010		2009		2008
Fixed charges:
Interest expense	$	20,148		$	17,121	$	17,295	$	22,158	$	12,495
Capitalized interest		897			526		1,182		854		405
Interest component of rental expense		7,224			7,405		15,207		13,207		12,315
Fixed charges	$	28,279		$	25,052	$	33,684	$	36,219	$	25,215
Earnings:
Income from continuing operations before provision for income taxes	$	115,465		$	119,225	$	110,130	$	83,716	$	87,732
Add: Fixed charges		28,279			25,052		33,684		36,219		25,215
Less: Capitalized interest		(897	)		526		1,182		854		405
Total earnings	$	142,847		$	143,751	$	142,632	$	119,081	$	112,542
Ratio of earnings to fixed charges:
Total earnings	$	142,847		$	143,751	$	142,632	$	119,081	$	112,542
Fixed charges	$	28,279		$	25,052	$	33,684	$	36,219	$	25,215
Ratio(a)		5.1			5.7		4.2		3.3		4.5

(a) The consolidated ratios of earnings to fixed charges are calculated in accordance with Section 229.503 (d) of Regulation S-K.

EX-21

Exhibit 21

List of Subsidiaries of PSS World Medical, Inc.

Name of Domestic Subsidiary	State of Formation	(Names under which Subsidiary conducts business)
Gulf South Medical Supply, Inc.	Delaware
Physician Sales & Service, Inc.	Florida
Physician Sales & Service Limited Partnership	Florida
PSS Holding, Inc.	Florida
PSS Service, Inc.	Florida
ThriftyMed, Inc.	Florida
WorldMed Shared Services, Inc.	Florida	PSS World Medical Shared Services, Inc.
		Gulf South Medical Shared Services, Inc.
Proclaim, Inc.	Tennessee
Ancillary Management Solutions, Inc.	Tennessee
Cascade Medical Supply, Inc.	Washington
PSS Global Holdings	Bermuda
PSS Global Sourcing CBT	China
PSS China Sourcing Limited – Shanghai Representative Office	China
PSS Global Sourcing Hong Kong Limited	Hong Kong
PSS HK1 Limited	Hong Kong
PSS Global Sourcing Limited	Hong Kong
PSS China Sourcing Limited	Hong Kong
PSS Southeast Asia Limited	Malaysia
PSS Global Sourcing Limited	Thailand
Linear Holdings, LLC	Delaware
Linear Medical Solutions, LLC	Delaware
ClaimOne, LLC	Delaware
Stat RX USA, LLC	Delaware
DS Holdings, Inc.	Delaware
DSRX, Inc.	California
Dispensing Solutions Acquisition Corporation	California
Dispensing Solutions, Inc.	Delaware
POC Management Group, LLC	California
Theratech, Inc.	Tennessee
BottomLine Medical Solutions, LLC	Delaware
Scrip Pak, LLC	Florida
Keltman Pharmaceuticals, Inc.	Mississippi
Federal Medical Supplies, Inc.	Georgia
World Medical Government Solutions, LLC	Delaware
Blue Medical Supply, Inc.	Delaware

EX-23

Exhibit 23

Consent of Independent Registered Public Accounting Firm

The Board of Directors and Shareholders

PSS World Medical, Inc.:

We consent to the incorporation by reference in the Registration Statement File Nos. 33-80657, 33-90464, 333-15043, 333-64185, 33-85004, 33-97756, 33-99046, 33-97754, 333-30427, 333-50526, 333-58272, 333-104262, 333-138173 and 333-162196 on Form S–8 of PSS World Medical, Inc. and subsidiaries of our reports dated May 25, 2012, with respect to the consolidated balance sheets of PSS World Medical, Inc. as of March 30, 2012 and April 1, 2011, and the related consolidated statements of operations, equity and comprehensive income, and cash flows for each of the years in the three-year period ended March 30, 2012, and the related financial statement schedule, and the effectiveness of internal control over financial reporting as of March 30, 2012, which reports appear in the March 30, 2012 annual report on Form 10–K of PSS World Medical, Inc.

/s/ KPMG

May 25, 2012

Jacksonville, Florida

Certified Public Accountants

EX-31.1

EXHIBIT 31.1

CERTIFICATION

I, Gary A. Corless, certify that:

1. I have reviewed this annual report on Form 10-K of PSS World Medical, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

May 25, 2012

/s/ Gary A. Corless

Gary A. Corless

President, Chief Executive Officer and Director

EX-31.2

EXHIBIT 31.2

CERTIFICATION

I, David M. Bronson, certify that:

1. I have reviewed this annual report on Form 10-K of PSS World Medical, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

May 25, 2012

/s/ David M. Bronson

David M. Bronson

Executive Vice President and Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Gary A. Corless, President and Chief Executive Officer of PSS World Medical, Inc. (the “Company”), hereby certify that the Company’s Annual Report on Form 10-K for the fiscal year ended March 30, 2012 as filed with the Securities and Exchange Commission on the date hereof (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)) and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Gary A. Corless

--------------------------------------------

Gary A. Corless

President, Chief Executive Officer and Director

May 25, 2012

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, David M. Bronson, Executive Vice President and Chief Financial Officer of PSS World Medical, Inc. (the “Company”), hereby certify that the Company’s Annual Report on Form 10-K for the fiscal year ended March 30, 2012 as filed with the Securities and Exchange Commission on the date hereof (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)) and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ David M. Bronson

--------------------------------------------

David M. Bronson

Executive Vice President and Chief Financial Officer

May 25, 2012

XML

Accrued Expenses (Tables)

12 Months Ended

Mar. 30, 2012

Accrued Liabilities, Current [Abstract]

Schedule of Accrued Liabilities [Table Text Block]

		As of
		2012		2011
Accrued payroll		$	16,788	$	14,486
Accrued interest			2,598		1,245
Accrued incentive compensation			1,204		8,085
Other(a)			21,163		13,359
	Accrued expenses	$	41,753	$	37,175

XML

Fair Value Measurements (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Mar. 30, 2012	Apr. 01, 2011
Assets, Fair Value Disclosure [Abstract]
Conversion option on VIE convertible note	$ 701	$ 845
Ownership percentage of variable interest entity upon conversion of note	73.00%
Liabilities, Fair Value Disclosure [Abstract]
Deferred compensation	94,394	84,165
Contingent consideration	493	10,155
Total Liabilities	94,887	94,320
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance, April 1, 2011	845
Fair value adjustment included in earnings	(144)
Balance, March 30, 2012	701
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance, April 1, 2011	10,155
Additions	490
Settlement of obligation	(9,500)
Fair value adjustment included in earnings	(652)
Balance, March 30, 2012	493
Fair Value, Inputs, Level 1 [Member]
Assets, Fair Value Disclosure [Abstract]
Conversion option on VIE convertible note	0	0
Liabilities, Fair Value Disclosure [Abstract]
Deferred compensation	94,394	84,165
Contingent consideration	0	0
Total Liabilities	94,394	84,165
Fair Value, Inputs, Level 3 [Member]
Assets, Fair Value Disclosure [Abstract]
Conversion option on VIE convertible note	701	845
Liabilities, Fair Value Disclosure [Abstract]
Deferred compensation	0	0
Contingent consideration	493	10,155
Total Liabilities	$ 493	$ 10,155

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Quarterly Results of Operations (Unaudited) (Tables)

12 Months Ended

Mar. 30, 2012

Quarterly Financial Information Disclosure [Abstract]

Schedule of Quarterly Financial Information [Table Text Block]

		Fiscal Year 2012
		Q1		Q2		Q3		Q4		Total
Net sales		$	513,682	$	521,756	$	527,695	$	538,869	$	2,102,002
Gross profit			160,757		167,103		170,495		175,848		674,203
Net income attributable to PSS World Medical, Inc.			14,189		20,031		20,132		19,967		74,319
Earnings per common share attributable to PSS World Medical, Inc.:
	Basic	$	0.26	$	0.38	$	0.39	$	0.40	$	1.43
	Diluted	$	0.25	$	0.37	$	0.38	$	0.38	$	1.38
Selling days			64		63		62		64		253
		Fiscal Year 2011
		Q1		Q2		Q3		Q4		Total
Net sales		$	478,856	$	496,188	$	510,087	$	549,658	$	2,034,789
Gross profit			147,846		157,125		157,895		172,905		635,771
Net income attributable to PSS World Medical, Inc.			13,753		19,557		19,549		21,626		74,485
Earnings per common share attributable to PSS World Medical, Inc.:
	Basic	$	0.25	$	0.36	$	0.36	$	0.40	$	1.35
	Diluted	$	0.24	$	0.35	$	0.35	$	0.38	$	1.32
Selling days			64		63		61		65		253

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Quarterly Results of Operations (Unaudited) (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended								12 Months Ended
	Mar. 30, 2012	Dec. 30, 2011	Sep. 30, 2011	Jul. 01, 2011	Apr. 01, 2011	Dec. 31, 2010	Oct. 01, 2010	Jul. 02, 2010	Mar. 30, 2012	Apr. 01, 2011	Apr. 02, 2010
Quarterly Financial Information Disclosure [Abstract]
Net sales	$ 538,869	$ 527,695	$ 521,756	$ 513,682	$ 549,658	$ 510,087	$ 496,188	$ 478,856	$ 2,102,002	$ 2,034,789	$ 2,055,171
Gross profit	175,848	170,495	167,103	160,757	172,905	157,895	157,125	147,846	674,203	635,771	627,695
Net income attributable to PSS World Medical, Inc.	19,967	20,132	20,031	14,189	21,626	19,549	19,557	13,753	74,319	74,485	69,363
Selling days	64	62	63	64	65	61	63	64
Earnings per common share attributable to PSS World Medical, Inc.:
Basic	$ 0.40	$ 0.39	$ 0.38	$ 0.26	$ 0.40	$ 0.36	$ 0.36	$ 0.25	$ 1.43	$ 1.35	$ 1.20
Diluted	$ 0.38	$ 0.38	$ 0.37	$ 0.25	$ 0.38	$ 0.35	$ 0.35	$ 0.24	$ 1.38	$ 1.32	$ 1.18
Effect of Fourth Quarter Events [Line Items]
Stated interest rate	6.375%								6.375%
Net sales	$ 538,869	$ 527,695	$ 521,756	$ 513,682	$ 549,658	$ 510,087	$ 496,188	$ 478,856	$ 2,102,002	$ 2,034,789	$ 2,055,171
Acquisition [Member]
Effect of Fourth Quarter Events [Line Items]
Effect of fourth quarter events, description					During the three months ended March 30, 2012, the Company issued $250.0 million aggregate principal amount of 6.375% senior notes due 2022 in a private offering. The 2012 Notes were issued under an Indenture, dated February 24, 2012 among the Company, the Guarantors and U.S. Bank National Association, as trustee. Interest on the notes is payable semi-annually in arrears on March 1 and September 1, beginning September 1, 2012. Refer to 12, Debt, for further discussion. During the three months ended March 30, 2012, the Company recognized a decrease in accrued incentive and stock-based compensation expense of $7,358 related to payout estimates based on performance, which is reflected in Net income attributable to PSS World Medical, Inc. in the table above.

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Equity Investment (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Mar. 30, 2012	Apr. 01, 2011	Apr. 02, 2010	Mar. 28, 2008
Schedule of Available-for-sale Securities [Line Items]
Payments for investment in available for sale securities				$ (24,064)
Payments for legal and other professional fees included in payments for investment in available for sale securities				(1,564)
Gain on sale of available for sale securities, net of tax			2,260
Proceeds from sale of available for sale securities	$ 0	$ 0	$ 10,681

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Supplemental Cash Flow Information (Tables)

12 Months Ended

Mar. 30, 2012

Supplemental Cash Flow Information [Abstract]

Schedule of Cash Flow, Supplemental Disclosures [Table Text Block]

Cash paid for:		2012		2011		2010
	Interest	$	8,644	$	7,837	$	9,620
	Income taxes, net	$	42,156	$	36,382	$	42,605

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Summary of Significant Accounting Policies (Tables)

12 Months Ended

Mar. 30, 2012

Accounting Policies [Abstract]

Property and Equipment [Table Text Block]

	Useful Life
Equipment	2 to 10 years
Computer hardware and software	3 to 15 years
Capitalized internal-use software costs	5 to 15 years

		As of
		2012		2011
Computer hardware and software		$	212,205	$	191,459
Equipment			33,487		31,492
Leasehold improvements			19,799		18,717
Computer hardware under capital leases			2,516		2,516
Buildings			1,114		-
Land			236		-
Office equipment under capital leases			-		452
	Property and equipment, gross		269,357		244,636
Accumulated depreciation			(168,321)		(142,235)
	Property and equipment, net	$	101,036	$	102,401

Vendor Rebates [Table Text Block]

(in thousands)	Physician Business
Rebates included within:	2012		2011		2010
Net sales	$	759	$	1,237	$	2,433
Cost of goods sold		124,792		107,924		108,143
Total	$	125,551	$	109,161	$	110,576
	Extended Care Business
Rebates included within:	2012		2011		2010
Cost of goods sold	$	106,251	$	108,718	$	106,141
	Total Company
Rebates included within:	2012		2011		2010
Net sales	$	759	$	1,237	$	2,433
Cost of goods sold		231,043		216,642		214,284
Total	$	231,802	$	217,879	$	216,717

Schedule of Weighted Average Number of Shares [Table Text Block]

(in thousands)		2012	2011	2010
Denominator-weighted average shares outstanding used
	in computing basic earnings per share	51,998	54,996	58,029
Assumed exercise of stock options(a)		63	198	324
Assumed vesting of restricted stock		453	650	514
Assumed conversion of 2008 Notes		1,475	702	76
Denominator-weighted average shares outstanding used
	in computing diluted earnings per share	53,989	56,546	58,943

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Goodwill (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Mar. 30, 2012	Apr. 01, 2011
Goodwill [Roll Forward]
Goodwill	$ 167,094	$ 121,772
Purchase business combinations	38,322	40,500
Purchase price allocation adjustments	(3,664)	2,135
Purchase of variable interest entity		2,687
Goodwill	201,752	167,094
Physician Business [Member]
Goodwill [Roll Forward]
Goodwill	74,328	31,693
Purchase business combinations	22,162	40,500
Purchase price allocation adjustments	(2,796)	2,135
Purchase of variable interest entity		0
Goodwill	93,694	74,328
Extended Care Business [Member]
Goodwill [Roll Forward]
Goodwill	92,766	90,079
Purchase business combinations	16,160	0
Purchase price allocation adjustments	(868)	0
Purchase of variable interest entity		2,687
Goodwill	$ 108,058	$ 92,766

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Subsequent Events (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Mar. 30, 2012
Subsequent Event [Line Items]
Disposal group, including discontinued operation, description and timing of disposal	During the first quarter of fiscal year 2013 the Company’s Board of Directors approved a strategic restructuring plan designed to transform the Company. The restructuring plan will include the sale of two business units serving skilled nursing facilities and specialty dental practices, the integration of all warehouse operations into one common distribution infrastructure, as well as a redesign of the shared services function. The Company determined that certain held for sale criteria had not been met as of March 30, 2012 and therefore reports the assets, liabilities, and the related results of operations as continuing operations.
Discontinued Operation or Asset Disposal [Member]
Subsequent Event [Line Items]
Subsequent event, description	During the first quarter of fiscal year 2013 the Company’s Board of Directors approved a strategic restructuring plan designed to transform the Company, focusing its efforts and investments on what it believes will be the fastest growing segments of non-acute, alternate site healthcare in the U.S. Specifically, the Company will focus on physician, laboratory, in-office dispensing, and the home care and hospice markets. The restructuring plan will include the sale of two business units serving skilled nursing facilities and specialty dental practices, the integration of all warehouse operations into one common distribution infrastructure, as well as a redesign of the shared services function. The Company determined that certain held for sale criteria had not been met as of March 30, 2012, and therefore reports the assets, liabilities, and the related results of operations as continuing operations.
Disposal group, including discontinued operation, description and timing of disposal	The restructuring plan will include the sale of two business units serving skilled nursing facilities and specialty dental practices, the integration of all warehouse operations into one common distribution infrastructure, as well as a redesign of the shared services function. The Company determined that certain held for sale criteria had not been met as of March 30, 2012, and therefore reports the assets, liabilities, and the related results of operations as continuing operations.
Acquisition [Member]
Subsequent Event [Line Items]
Subsequent event, description	Subsequent to March 30, 2012, the Company completed two acquisitions that were individually immaterial, but material in the aggregate.
Business acquisition, cost of acquired entity, purchase price	72,500
Escrow deposit	3,900
Cash held for business acquisitions	6,000
Subsequent event, pro forma impact	If the acquisitions of the companies had occurred on the first day of fiscal year 2011, consolidated net sales for the years ended March 30, 2012 and April 1, 2011 would have been $2,218,450 and $2,142,594, excluding the pro forma results of other acquisitions made during the current period.

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Segment Information

12 Months Ended

Mar. 30, 2012

Segment Reporting [Abstract]

SEGMENT INFORMATION

The Company's reportable segments are strategic businesses that offer different products to different segments of the healthcare industry, and are the basis on which management regularly evaluates the Company. These segments are managed separately because of different customers and products. Refer to Footnote 1, Nature of Operations, for descriptive information about the Company's operating segments. The Company evaluates the operating performance of its segments based on net sales and income from operations. Shared Services allocates a portion of its costs and interest expense to the operating segments. The allocation of shared operating costs is generally proportionate to the revenues of each operating segment. Interest expense is allocated based on an internal carrying value of historical capital used to acquire or develop the operating segments' operations. The following tables present financial information about the Company's business segments:

					2012		2011		2010
NET SALES:
	Physician Business			$	1,512,719	$	1,425,012	$	1,437,823
	Extended Care Business				587,388		607,750		614,937
	Shared Services				1,895		2,027		2,411
		Total net sales		$	2,102,002	$	2,034,789	$	2,055,171
NET SALES BY PRODUCT TYPE:
	Consumable products			$	1,497,146	$	1,504,255	$	1,563,462
	Pharmaceutical products				350,704		330,572		333,026
	Equipment				146,030		138,414		134,067
	Physician dispensing solutions				84,328		36,899		-
	Billing services				10,549		11,956		13,219
	Customer freight charges				15,544		13,382		10,926
	Vendor incentive and other income				(2,299)		(689)		471
		Total net sales		$	2,102,002	$	2,034,789	$	2,055,171
INCOME FROM OPERATIONS:
	Physician Business			$	144,767	$	137,995	$	137,261
	Extended Care Business				27,620		37,782		38,017
	Shared Services				(39,031)		(42,221)		(54,297)
		Total income from operations		$	133,356	$	133,556	$	120,981
DEPRECIATION:
	Physician Business			$	11,100	$	9,515	$	7,983
	Extended Care Business				5,341		5,024		4,984
	Shared Services				10,406		10,526		8,973
		Total depreciation		$	26,847	$	25,065	$	21,940
AMORTIZATION OF INTANGIBLE ASSETS:
	Physician Business			$	5,798	$	2,956	$	2,343
	Extended Care Business				2,491		2,757		2,432
	Shared Services				641		665		346
		Total amortization of intangible assets		$	8,930	$	6,378	$	5,121
PROVISIONS FOR DOUBTFUL ACCOUNTS
	AND NOTES RECEIVABLE:
	Physician Business			$	2,288	$	1,792	$	1,944
	Extended Care Business				570		(51)		1,851
		Total provision for doubtful accounts and
			notes receivable	$	2,858	$	1,741	$	3,795
INTEREST EXPENSE:
	Physician Business			$	4,706	$	4,631	$	4,110
	Extended Care Business				8,391		8,157		8,192
	Shared Services				7,051		4,333		4,993
		Total interest expense		$	20,148	$	17,121	$	17,295
PROVISION FOR INCOME TAXES:
	Physician Business			$	50,248	$	49,951	$	49,982
	Extended Care Business				6,938		11,212		11,103
	Shared Services				(16,123)		(16,602)		(20,318)
		Total provision for income taxes		$	41,063	$	44,561	$	40,767
CAPITAL EXPENDITURES:
	Physician Business			$	2,864	$	1,554	$	1,282
	Extended Care Business				911		1,659		509
	Shared Services				20,143		15,014		24,132
		Total capital expenditures		$	23,918	$	18,227	$	25,923
ASSETS:
	Physician Business			$	606,725	$	570,278	$	440,916
	Extended Care Business				323,710		298,016		298,063
	Shared Services				225,535		83,378		133,087
		Total assets		$	1,155,970	$	951,672	$	872,066

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Nature of Operations (Details)	12 Months Ended
	Mar. 30, 2012
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Operations commenced date	1983
Number of Operating Segments	2
Additional reporting segment	A third reporting segment, Shared Services, consists of departments that support the operating segments through the delivery of standardized service.
Segment Reporting Information [Line Items]
Number of states in which entity operates	50
Physician Business [Member]
Segment Reporting Information [Line Items]
Number of states in which entity operates	50
Primary sources of revenue, description	The Physician Business, or the Physician Sales & Service division, is a leading distributor of medical supplies, diagnostic equipment, pharmaceutical-related products, healthcare information technology, professional and consulting services and physician dispensing solutions to alternate site healthcare providers in the U.S. The Physician Business has three primary sources of revenue: (i) the sale of consumable products; (ii) the sale of equipment; and (iii) claims processing services provided to physician dispensing customers.
Physician Business [Member] | Full-Service Distribution Centers [Member]
Segment Reporting Information [Line Items]
Number of locations	33
Physician Business [Member] | Break-Freight Locations [Member]
Segment Reporting Information [Line Items]
Number of locations	39
Physician Business [Member] | Service Centers [Member]
Segment Reporting Information [Line Items]
Number of locations	2
Physician Business [Member] | Redistribution Facilities [Member]
Segment Reporting Information [Line Items]
Number of locations	2
Extended Care Business [Member]
Segment Reporting Information [Line Items]
Number of states in which entity operates	50
Primary sources of revenue, description	The Extended Care Business, or the Gulf South Medical Supply division, is a national distributor of medical supplies and related products and solutions to the extended care industry in the United States. The Extended Care Business serves the skilled nursing home, assisted living, home health care, and hospice markets. In addition, the Extended Care Business also provides Medicare Part B billing services, either on a fee-for-service or a full-assignment basis and Medicaid billing services to the assisted living market. The Extended Care Business has three primary sources of revenue: (i) the sale of consumable products and services to skilled nursing home and assisted living facilities, hospice and home health care providers; (ii) service fees earned for providing Medicare Part B and Medicaid products and services; and (iii) consulting services to skilled nursing home and assisted living facilities, hospice and home health care providers.
Extended Care Business [Member] | Full-Service Distribution Centers [Member]
Segment Reporting Information [Line Items]
Number of locations	18
Extended Care Business [Member] | Break-Freight Locations [Member]
Segment Reporting Information [Line Items]
Number of locations	10
Extended Care Business [Member] | Service Centers [Member]
Segment Reporting Information [Line Items]
Number of locations	2
Extended Care Business [Member] | Redistribution Facilities [Member]
Segment Reporting Information [Line Items]
Number of locations	2

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Equity (Tables)

12 Months Ended

Mar. 30, 2012

Stockholders' Equity, Number of Shares, Par Value and Other Disclosures [Abstract]

Schedule of Common Stock Repurchase Program [Table Text Block]

(in thousands)		Number of Shares
Shares available for repurchase at March 27, 2009		118
	Shares authorized for repurchase	5,966
	Shares repurchased	(2,767)
Shares available for repurchase at April 2, 2010		3,317
	Shares authorized for repurchase	2,763
	Shares repurchased	(2,728)
Shares available for repurchase at April 1, 2011		3,352
	Shares authorized for repurchase	2,680
	Shares repurchased	(5,595)
Shares available for repurchase at March 30, 2012		437

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Goodwill (Tables)

12 Months Ended

Mar. 30, 2012

Goodwill Disclosure [Abstract]

Schedule of Goodwill [Table Text Block]

		Physician Business		Extended Care Business		Total
Balance as of April 2, 2010		$	31,693	$	90,079	$	121,772
	Purchase business combinations		40,500		-		40,500
	Purchase price allocation adjustments		2,135		-		2,135
	Purchase of variable interest entity		-		2,687		2,687
Balance as of April 1, 2011		$	74,328	$	92,766	$	167,094
	Purchase business combinations		22,162		16,160		38,322
	Purchase price allocation adjustments		(2,796)		(868)		(3,664)
Balance as of March 30, 2012		$	93,694	$	108,058	$	201,752

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Purchase Business Combinations (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended								12 Months Ended
	Mar. 30, 2012	Dec. 30, 2011	Sep. 30, 2011	Jul. 01, 2011	Apr. 01, 2011	Dec. 31, 2010	Oct. 01, 2010	Jul. 02, 2010	Mar. 30, 2012	Apr. 01, 2011	Apr. 02, 2010
Business Acquisition [Line Items]
Payments for business combinations, net of cash acquired									$ 65,131	$ 65,934	$ 14,802
Cash acquired from acquisitions									26	1,163
Outstanding checks from acquisitions	10,069				13,425				10,069	13,425
Contingent consideration, fair value adjustment									(652)
Payment of contingent consideration on business acquisitions									9,500	862	0
Business Acquisition, Purchase Price Allocation [Abstract]
Goodwill					12,183					12,183
Accounts receivable, net	13,103								13,103
Business Acquisition, Pro Forma Information [Abstract]
Net sales	538,869	527,695	521,756	513,682	549,658	510,087	496,188	478,856	2,102,002	2,034,789	2,055,171
Total Pro Forma Net Sales									2,159,893	2,200,700	2,147,871
Net income attributable to PSS World Medical, Inc.	19,967	20,132	20,031	14,189	21,626	19,549	19,557	13,753	74,319	74,485	69,363
Total Pro Forma Net Income									72,794	75,066	71,484
Pro Forma Earnings Per Share, Basic									$ 1.40	$ 1.36	$ 1.23
Pro Forma Earnings Per Share, Diluted									$ 1.35	$ 1.33	$ 1.21
2012 acquisitions [Member]
Business Acquisition [Line Items]
Net sales since the acquisition date									16,566
Net loss since the acquisition date									(120)
Payments for business combinations, net of cash acquired									66,623
Cash acquired from acquisitions									26
Outstanding checks from acquisitions	415								415
Escrow deposit	1,525								1,525
Cash held for business acquisitions	3,401								3,401
Goodwill, tax deductible, amount	19,285								19,285
Reduction in purchase price									3,500
Payments for previous acquisitions									596
Business Acquisition, Purchase Price Allocation [Abstract]
Current assets	19,690				20,458				19,690	20,458
Goodwill	37,866				37,858				37,866	37,858
Intangible assets	21,150				19,640				21,150	19,640
Noncurrent assets	6,387				6,387				6,387	6,387
Accounts payable and other current liabilities	(12,447)				(12,060)				(12,447)	(12,060)
Noncurrent liabilities	(2,521)				(1,842)				(2,521)	(1,842)
Contingent consideration	(490)				(490)				(490)	(490)
Net assets acquired	69,635				69,951				69,635	69,951
Inventory	4,454								4,454
Current deferred income taxes	796								796
Other current assets	1,337								1,337
Property and equipment, net	1,674								1,674
Other noncurrent assets	4,713								4,713
Noncurrent deferred tax liabilities	2,381								2,381
Other noncurrent liabilities	140								140
Business Acquisition, Pro Forma Information [Abstract]
Total Pro Forma Net Sales									57,891	88,029
Total Pro Forma Net Income									(1,525)	(3,022)
2012 acquisitions [Member] | Minimum [Member]
Business Acquisition [Line Items]
Contingent consideration, potential cash payment	0								0
Contingent consideration, potential cash payment, period									-
2012 acquisitions [Member] | Maximum [Member]
Business Acquisition [Line Items]
Contingent consideration, potential cash payment	667								667
Contingent consideration, potential cash payment, period									two year period
2012 acquisitions [Member] | Purchase Price Allocation Adjustments [Member]
Business Acquisition, Purchase Price Allocation [Abstract]
Current assets	(768)								(768)
Goodwill	8								8
Intangible assets	1,510								1,510
Accounts payable and other current liabilities	(387)								(387)
Noncurrent liabilities	(679)								(679)
Net assets acquired	(316)								(316)
Linear Medical Solutions, Inc. [Member]
Business Acquisition [Line Items]
Payments for business combinations, net of cash acquired										13,872
Cash acquired from acquisitions										359
Contingent consideration, fair value adjustment									594
Payment of contingent consideration on business acquisitions									3,000
Business Acquisition, Purchase Price Allocation [Abstract]
Current assets	12,711				12,711				12,711	12,711
Goodwill	3,877				3,816				3,877	3,816
Intangible assets	4,538				4,538				4,538	4,538
Noncurrent assets	1,734				1,734				1,734	1,734
Accounts payable and other current liabilities	(5,068)				(5,068)				(5,068)	(5,068)
Noncurrent liabilities	0				0				0	0
Contingent consideration	(3,500)				(3,500)				(3,500)	(3,500)
Net assets acquired	14,292				14,231				14,292	14,231
Accounts receivable, net	8,939								8,939
Inventory	3,182								3,182
Other current assets	590								590
Property and equipment, net	1,690								1,690
Other noncurrent assets	44								44
Business Acquisition, Pro Forma Information [Abstract]
Total Pro Forma Net Sales										53,339	70,633
Total Pro Forma Net Income										2,711	2,744
Linear Medical Solutions, Inc. [Member] | Purchase Price Allocation Adjustments [Member]
Business Acquisition, Purchase Price Allocation [Abstract]
Goodwill	61								61
Net assets acquired	61								61
Dispensing Solutions, Inc. [Member]
Business Acquisition [Line Items]
Payments for business combinations, net of cash acquired										35,199
Cash acquired from acquisitions										801
Contingent consideration, fair value adjustment									42
Payment of contingent consideration on business acquisitions									5,500
Business Acquisition, Purchase Price Allocation [Abstract]
Current assets	6,889				6,458				6,889	6,458
Goodwill	23,462				26,747				23,462	26,747
Intangible assets	11,070				11,070				11,070	11,070
Noncurrent assets	2,090				2,090				2,090	2,090
Accounts payable and other current liabilities	(2,276)				(2,226)				(2,276)	(2,226)
Noncurrent liabilities	(2,639)				(2,639)				(2,639)	(2,639)
Contingent consideration	(5,500)				(5,500)				(5,500)	(5,500)
Net assets acquired	33,096				36,000				33,096	36,000
Accounts receivable, net	2,615								2,615
Inventory	2,361								2,361
Current deferred income taxes	180								180
Other current assets	1,733								1,733
Property and equipment, net	2,055								2,055
Other noncurrent assets	35								35
Noncurrent deferred tax liabilities	2,639								2,639
Business Acquisition, Pro Forma Information [Abstract]
Total Pro Forma Net Sales										24,543	22,067
Total Pro Forma Net Income										892	(623)
Dispensing Solutions, Inc. [Member] | Purchase Price Allocation Adjustments [Member]
Business Acquisition, Purchase Price Allocation [Abstract]
Current assets	431								431
Goodwill	(3,285)								(3,285)
Accounts payable and other current liabilities	(50)								(50)
Net assets acquired	(2,904)								(2,904)
Other Acquisitions [Member]
Business Acquisition [Line Items]
Payments for business combinations, net of cash acquired										16,777	13,609
Payments for previous acquisitions									1,351	85	1,193
Contingent consideration, fair value adjustment									17
Payment of contingent consideration on business acquisitions									$ 1,000

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Commitments and Contingencies (Details)	12 Months Ended
	Mar. 30, 2012
Termination or Resignation [Member]
Employment Agreements, Severance Benefits By Severance Type [Line Items]
Severance Benefit, Compensation Ratio, Minimum	one-fourth
Severance Benefit, Compensation Ratio, Maximum	two times
Severance Benefit, Welfare Coverage, Period Minimum	one month
Severance Benefit, Welfare Coverage, Period Maximum	two years
Termination or Resignation, Change In Control [Member]
Employment Agreements, Severance Benefits By Severance Type [Line Items]
Severance Benefit, Compensation Ratio, Minimum	three fourths
Severance Benefit, Compensation Ratio, Maximum	three times
Severance Benefit, Welfare Coverage, Period Minimum	one month
Severance Benefit, Welfare Coverage, Period Maximum	two years

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Income Taxes (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Mar. 30, 2012	Apr. 01, 2011	Apr. 02, 2010
Current Tax Provision [Abstract]
Current tax provision, federal	$ 37,341	$ 36,384	$ 42,919
Current tax provision, state	5,006	4,926	6,112
Total current provision	42,347	41,310	49,031
Deferred Tax (Benefit) Provision [Abstract]
Deferred tax (benefit) provision, federal	(1,132)	2,863	(7,234)
Deferred tax (benefit) provision, state	(152)	388	(1,030)
Total deferred (benefit) provision	(1,284)	3,251	(8,264)
Total income tax provision	41,063	44,561	40,767
Income Tax Expense (Benefit), Intraperiod Tax Allocation [Abstract]
Provision for income taxes	41,063	44,561	40,767
Other Comprehensive Income (Loss), Unrealized holding gains on equity securities recognized for financial reporting purposes	0	0	(1,342)
Other Comprehensive Income (Loss), Unrealized losses on interest rate swap recognized for financial reporting purposes	0	0	339
Total income tax expense (benefit) allocated to other comprehensive income	0	0	(1,003)
Benefit for compensation expense for tax purposes in excess of amounts recognized for financial reporting purposes	(2,057)	(3,273)	(2,516)
Total income tax expense	39,006	41,288	37,248
Effective Income Tax Rate, Continuing Operations, Tax Rate Reconciliation [Abstract]
Income from operations before provision for income taxes	115,465	119,225	110,130
Tax provision at the 35% statutory rate	40,413	41,729	38,546
State income tax, net of federal benefit	3,155	3,454	3,304
Indefinitely invested earnings of foreign subsidiaries	(3,241)	(1,289)	(1,433)
Other, net	736	667	350
Total increase in taxes	650	2,832	2,221
Provision for income taxes	41,063	44,561	40,767
Effective tax rate	35.60%	37.40%	37.00%
Effective income tax rate reconciliation, at federal statutory income tax rate	35.00%	35.00%	35.00%
Income tax receivable	1,488
Income tax payable		1,233
Components of Deferred Tax Assets and Liabilities [Abstract]
Current deferred income tax assets	16,962	20,533
Noncurrent deferred tax liabilities	7,805	15,289
Accumulated and undistributed earnings to foreign operations	20,225	10,547
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	10,269	4,593
Components of Deferred Tax Assets [Abstract]
Deferred compensation	35,224	31,649
Original issue discount on 2008 Notes	9,653	13,197
Net operating loss and tax credit carryingforwards	10,591	4,722
Allowance for doubtful accounts and sales returns	9,319	7,418
Accrued expenses and incentive compensation	3,313	8,927
Inventory uniform cost capitalization	4,171	3,725
Inventory obsolescence	2,693	2,305
Other deferred tax assets	618	733
Gross deferred tax assets	75,582	72,676
Deferred Tax Liabilities [Abstract]
Excess of tax depreciation over book depreciation	(23,762)	(25,548)
Interest on 2004 Notes	(17,303)	(17,316)
Discount on 2008 Notes related to ASC 470-20	(9,362)	(12,822)
Excess of tax amortization over book amortization	(15,000)	(11,043)
Other deferred tax liabilities	(998)	(703)
Gross deferred tax liabilities	(66,425)	(67,432)
Deferred tax assets, net	9,157	5,244
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Unrecognized tax benefits, beginning balance	1,477	1,466
Gross increases for tax positions of prior years	342	295
Lapse of statute of limitations	(375)	(284)
Unrecognized tax benefits, ending balance	1,444	1,477	1,466
Accrued interest related to uncertain tax positions	192	179
Unrecognized tax benefits that would impact effective tax rate	1,141
Income Tax Examination [Line Items]
Income tax examination, description	During fiscal year 2012, the IRS completed an examination of the Company’s federal income tax return for the fiscal year ended March 27, 2009. As a result, no changes were made to the Company’s taxable income.
Federal [Member]
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	8,102	3,286
Operating loss carryforwards, expiration dates	2013 to 2032
State [Member]
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	$ 2,167	$ 1,307
Operating loss carryforwards, expiration dates	2013 to 2032

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Condensed Consolidating Financial Information (Tables)

12 Months Ended

Mar. 30, 2012

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Schedule Of Condensed Consolidated Statement Of Financial Position [Table Text Block]

			Parent		Guarantor Subsidiaries (a)		Non-Guarantor Subsidiaries		Eliminations		Consolidated
ASSETS
Current Assets:
	Cash and cash equivalents		$	117,448	$	13,530	$	32,174	$	-	$	163,152
	Accounts receivable, net			139,502		116,574		1,624		-		257,700
	Inventories			117,684		95,611		291		-		213,586
	Deferred tax assets, net			12,552		4,410		-		-		16,962
	Intercompany receivable			257,349		-		-		(257,349)		-
	Prepaid expenses and other current assets			22,879		11,295		118		-		34,292
		Total current assets		667,414		241,420		34,207		(257,349)		685,692
Property and equipment, net				40,074		60,676		286		-		101,036
Other Assets:
	Goodwill			43,270		158,482		-		-		201,752
	Intangibles, net			18,518		36,082		-		-		54,600
	Investment in subsidiaries			390,811		24,084		-		(414,895)		-
	Other assets			95,950		18,867		717		(2,644)		112,890
		Total assets	$	1,256,037	$	539,611	$	35,210	$	(674,888)	$	1,155,970
LIABILITIES AND EQUITY
Current Liabilities:
	Accounts payable		$	125,363	$	20,462	$	708	$	-	$	146,533
	Accrued expenses			20,833		20,449		471		-		41,753
	Intercompany payable			-		269,121		7,163		(276,284)		-
	Other current liabilities			(62,131)		74,200		(28)		-		12,041
		Total current liabilities		84,065		384,232		8,314		(276,284)		200,327
Revolving line of credit and long-term debt, excluding current portion				454,916		-		2,579		(2,579)		454,916
Other noncurrent liabilities				85,401		24,515		-		-		109,916
		Total liabilities		624,382		408,747		10,893		(278,863)		765,159
		Total PSS World Medical, Inc. shareholders' equity		631,655		130,270		24,317		(399,114)		387,128
	Noncontrolling interest			-		594		-		3,089		3,683
		Total equity		631,655		130,864		24,317		(396,025)		390,811
		Total liabilities and equity	$	1,256,037	$	539,611	$	35,210	$	(674,888)	$	1,155,970

			Parent		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations		Consolidated
ASSETS
Current Assets:
	Cash and cash equivalents		$	13,901	$	3,568	$	11,879	$	-	$	29,348
	Accounts receivable, net			132,425		113,347		1,457		-		247,229
	Inventories			121,350		91,501		360		-		213,211
	Deferred tax assets, net			15,772		4,761		-		-		20,533
	Intercompany receivable			156,051		-		403		(156,454)		-
	Prepaid expenses and other current assets			20,515		13,633		137		-		34,285
		Total current assets		460,014		226,810		14,236		(156,454)		544,606
Property and equipment, net				44,456		57,588		357		-		102,401
Other Assets:
	Goodwill			37,518		129,576		-		-		167,094
	Intangibles, net			18,390		23,489		-		-		41,879
	Investment in subsidiaries			446,526		10,913		-		(457,439)		-
	Other assets			80,396		16,975		741		(2,420)		95,692
		Total assets	$	1,087,300	$	465,351	$	15,334	$	(616,313)	$	951,672
LIABILITIES AND EQUITY
Current Liabilities:
	Accounts payable		$	91,936	$	34,729	$	1,392	$	-	$	128,057
	Accrued expenses			22,241		14,411		523		-		37,175
	Current portion of long-term debt			39		722		-		-		761
	Intercompany payable			-		166,317		-		(166,317)		-
	Other current liabilities			(39,191)		72,402		-		-		33,211
		Total current liabilities		75,025		288,581		1,915		(166,317)		199,204
Revolving line of credit and long-term debt, excluding current portion				195,656		6		2,435		(2,435)		195,662
Other noncurrent liabilities				84,136		26,144		-		-		110,280
		Total liabilities		354,817		314,731		4,350		(168,752)		505,146
Equity:
	PSS World Medical Inc. shareholders' equity:
		Total PSS World Medical, Inc. shareholders' equity		732,483		150,189		10,984		(450,730)		442,926
	Noncontrolling interest			-		431		-		3,169		3,600
		Total equity		732,483		150,620		10,984		(447,561)		446,526
		Total liabilities and equity	$	1,087,300	$	465,351	$	15,334	$	(616,313)	$	951,672

Schedule Of Condensed Consolidated Statement Of Operations [Table Text Block]

			Parent		Guarantor Subsidiaries (a)		Non-Guarantor Subsidiaries		Eliminations		Consolidated
Net sales			$	1,219,631	$	861,179	$	73,278	$	(52,086)	$	2,102,002
Cost of goods sold				864,473		548,221		51,993		(36,888)		1,427,799
		Gross profit		355,158		312,958		21,285		(15,198)		674,203
General and administrative expenses				203,371		182,345		7,536		(262)		392,990
Selling expenses				100,732		47,125		-		-		147,857
Equity earnings of subsidiaries				(55,715)		13,171		-		42,544		-
		(Loss) income from operations		(4,660)		96,659		13,749		27,608		133,356
Other (expense) income:
	Interest expense			(19,605)		(344)		(275)		76		(20,148)
	Interest income			9,553		(9,304)		-		(76)		173
	Other income, net			1,334		759		(9)		-		2,084
		Other expense, net		(8,718)		(8,889)		(284)		-		(17,891)
(Loss) income before provision for income taxes				(13,378)		87,770		13,465		27,608		115,465
(Benefit) provision for income taxes				(18,226)		59,159		130		-		41,063
Net income				4,848		28,611		13,335		27,608		74,402
Net income attributable to noncontrolling interest				-		162		-		(79)		83
Net income attributable to PSS World Medical, Inc.			$	4,848	$	28,449	$	13,335	$	27,687	$	74,319

			Parent		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations		Consolidated
Net sales			$	1,302,655	$	831,776	$	15,658	$	(115,300)	$	2,034,789
Cost of goods sold				965,219		537,263		5,695		(109,159)		1,399,018
		Gross profit		337,436		294,513		9,963		(6,141)		635,771
General and administrative expenses				204,804		155,275		4,812		(142)		364,749
Selling expenses				97,371		40,095		-		-		137,466
Equity earnings of subsidiaries				38,512		3,607		-		(42,119)		-
		Income from operations		73,773		102,750		5,151		(48,118)		133,556
Other (expense) income:
	Interest expense			(16,668)		(233)		(220)		-		(17,121)
	Interest income			9,303		(9,019)		-		-		284
	Other income, net			1,730		776		-		-		2,506
		Other expense, net		(5,635)		(8,476)		(220)		-		(14,331)
Income before provision for income taxes				68,138		94,274		4,931		(48,118)		119,225
(Benefit) provision for income taxes				(17,616)		61,991		186		-		44,561
Net income				85,754		32,283		4,745		(48,118)		74,664
Net income attributable to noncontrolling interest				-		71		-		108		179
Net income attributable to PSS World Medical, Inc.			$	85,754	$	32,212	$	4,745	$	(48,226)	$	74,485

			Parent		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations		Consolidated
Net sales			$	1,345,645	$	831,570	$	-	$	(122,044)	$	2,055,171
Cost of goods sold				1,004,697		544,823		(6,795)		(115,249)		1,427,476
		Gross profit		340,948		286,747		6,795		(6,795)		627,695
General and administrative expenses				218,248		151,200		1,423		-		370,871
Selling expenses				97,292		38,551		-		-		135,843
Equity earnings of subsidiaries				29,984		5,372		-		(35,356)		-
		Income from operations		55,392		102,368		5,372		(42,151)		120,981
Other (expense) income:
	Interest expense			(17,156)		(139)		-		-		(17,295)
	Interest income			9,842		(9,466)		-		-		376
	Other income, net			5,207		861		-		-		6,068
		Other expense, net		(2,107)		(8,744)		-		-		(10,851)
Income before provision for income taxes				53,285		93,624		5,372		(42,151)		110,130
(Benefit) provision for income taxes				(21,127)		61,894		-		-		40,767
Net income				74,412		31,730		5,372		(42,151)		69,363
Net income attributable to PSS World Medical, Inc.			$	74,412	$	31,730	$	5,372	$	(42,151)	$	69,363

Schedule Of Condensed Consolidated Statement Of Cash Flows [Table Text Block]

			Parent		Guarantor Subsidiaries (a)		Non-Guarantor Subsidiaries		Eliminations		Consolidated
Cash Flows From Operating Activities:
		Net cash (used in) provided by operating activities	$	(30,477)	$	138,616	$	20,184	$	(39)	$	128,284
Cash Flows From Investing Activities:
	Payments for business combinations, net of cash acquired			(8,599)		(56,532)		-		-		(65,131)
	Capital expenditures			(2,597)		(21,288)		(33)		-		(23,918)
	Other			(268)		(78)		-		183		(163)
		Net cash used in investing activities		(11,464)		(77,898)		(33)		183		(89,212)
Cash Flows From Financing Activities:
	Proceeds from issuance of debt			250,000		-		-		-		250,000
	Proceeds from borrowings on the revolving line of credit			405,056		-		144		(144)		405,056
	Repayments on the revolving line of credit			(405,056)		-		-		-		(405,056)
	Purchase and retirement of common stock			(140,439)		-		-		-		(140,439)
	Payment of contingent consideration on business acquisition			-		(9,500)		-		-		(9,500)
	Payment for debt issuance costs			(6,467)		-		-		-		(6,467)
	Excess tax benefits from share-based compensation arrangements			2,057		-		-		-		2,057
	Proceeds from exercise of stock options			1,383		-		-		-		1,383
	Payments under capital lease obligations			(38)		(741)		-		-		(779)
	Intercompany dividend			40,515		(40,515)		-		-		-
	Other			(1,523)		-		-		-		(1,523)
		Net cash provided by (used in) financing activities		145,488		(50,756)		144		(144)		94,732
	Net increase in cash and cash equivalents			103,547		9,962		20,295		-		133,804
	Cash and cash equivalents, beginning of period			13,901		3,568		11,879		-		29,348
	Cash and cash equivalents, end of period		$	117,448	$	13,530	$	32,174	$	-	$	163,152

			Parent		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations		Consolidated
Cash Flows From Operating Activities:
		Net cash (used in) provided by operating activities	$	(852)	$	116,284	$	3,424	$	(2,528)	$	116,328
Cash Flows From Investing Activities:
	Payments for business combinations, net of cash acquired			(10,177)		(55,875)		-		118		(65,934)
	Capital expenditures			(2,169)		(15,784)		(489)		215		(18,227)
	Payment for investment in variable interest entity, net of cash			-		(7,431)		-		4,154		(3,277)
	Other			(527)		(24)		-		(117)		(668)
		Net cash used in investing activities		(12,873)		(79,114)		(489)		4,370		(88,106)
Cash Flows From Financing Activities:
	Proceeds from borrowings on the revolving line of credit			106,400		-		1,429		(1,429)		106,400
	Repayments on the revolving line of credit			(106,400)		-		-		-		(106,400)
	Purchase and retirement of common stock			(54,761)		-		-		-		(54,761)
	Payment of contingent consideration on business acquisition			-		(862)		-		-		(862)
	Excess tax benefits from share-based compensation arrangements			3,187		-		-		-		3,187
	Proceeds from exercise of stock options			2,079		-		-		-		2,079
	Payments under capital lease obligations			(44)		(790)		-		-		(834)
	Intercompany dividend			41,811		(41,812)		-		1		-
	Other			(20)		-		-		(414)		(434)
		Net cash (used in) provided by financing activities		(7,748)		(43,464)		1,429		(1,842)		(51,625)
	Net (decrease) increase in cash and cash equivalents			(21,473)		(6,294)		4,364		-		(23,403)
	Cash and cash equivalents, beginning of period			35,374		9,862		7,515		-		52,751
	Cash and cash equivalents, end of period		$	13,901	$	3,568	$	11,879	$	-	$	29,348

			Parent		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations		Consolidated
Cash Flows From Operating Activities:
		Net cash provided by operating activities	$	22,970	$	75,076	$	4,909	$	(554)	$	102,401
Cash Flows From Investing Activities:
	Payments for business combinations, net of cash acquired			(1,647)		(13,155)		-		-		(14,802)
	Capital expenditures			(11,897)		(14,325)		(31)		330		(25,923)
	Proceeds from sale of available for sale securities			10,681		-		-		-		10,681
	Other			(735)		-		-		194		(541)
		Net cash used in investing activities		(3,598)		(27,480)		(31)		524		(30,585)
Cash Flows From Financing Activities:
	Proceeds from borrowings on the revolving line of credit			5,350		-		-		-		5,350
	Repayments on the revolving line of credit			(55,350)		-		-		-		(55,350)
	Purchase and retirement of common stock			(57,176)		-		-		-		(57,176)
	Excess tax benefits from share-based compensation arrangements			2,516		-		-		-		2,516
	Proceeds from exercise of stock options			4,489		-		-		-		4,489
	Payments under capital lease obligations			(94)		(861)		-		30		(925)
	Intercompany dividends			41,515		(41,515)		-		-		-
		Net cash used in financing activities		(58,750)		(42,376)		-		30		(101,096)
	Net (decrease) increase in cash and cash equivalents			(39,378)		5,220		4,878		-		(29,280)
	Cash and cash equivalents, beginning of period			74,752		4,642		2,637		-		82,031
	Cash and cash equivalents, end of period		$	35,374	$	9,862	$	7,515	$	-	$	52,751

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Summary of Significant Accounting Policies

12 Months Ended

Mar. 30, 2012

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Text Block]

Basis of Presentation

The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and include the accounts of PSS World Medical, Inc. and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation.

The Company reports its year-end financial position, results of operations, and cash flows on the Friday closest to March 31. Fiscal years 2012 and 2011 each consisted of 52 weeks and 253 selling days and fiscal year2010 consisted of 53 weeks or 258 selling days.

Use of Estimates

The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant items subject to such estimates and assumptions include the carrying amount of inventories, property and equipment, goodwill, and intangibles; allowances for doubtful accounts receivables, contractual billing adjustments and vendor rebate receivables; valuation allowances for deferred income taxes; liabilities for loss contingencies; incentive and stock-based compensation expense; and valuations associated with business combinations. Actual results could differ from the estimates and assumptions used in preparing the consolidated financial statements.

Fair Value of Financial Instruments

The carrying amounts of the Company's current financial instruments, including cash and cash equivalents, short-term trade receivables, and accounts payable, approximate their fair values due to the short-term nature of these assets and liabilities. The gross carrying value of the Company's 6.375% unsecured senior notes issued in 2012 as of March 30, 2012was $250,000 and the fair value, estimated using a third party valuation model, was approximately $257,500.The gross carrying value of the Company's 3.125% senior convertible notes issued in 2008 as of March 30, 2012 and April 1, 2011 was $230,000 and the fair value, estimated using a third party valuation model, was approximately $302,174 and $323,800, respectively.

Cash and Cash Equivalents

Cash and cash equivalents generally consist of demand deposits with financial institutions and highly liquid investment grade instruments having maturities of three months or less at the date of purchase. Cash and cash equivalents are stated at cost, which approximates market value.

Outstanding checks in excess of cash balances available for a legal right of offset are reclassified to Accounts payable on the Consolidated Balance Sheets. Amounts reclassified to accounts payable were $10,069 and $13,425 as of March 30, 2012 and April 1, 2011, respectively.

Accounts Receivable

Trade accounts receivable consists of amounts owed to the Company and is stated net of allowances, which approximates fair value due to the short-term nature of the asset. The Company's outstanding accounts receivable balances are exposed to credit risk and valuation allowances are established for estimated losses resulting from non-collection of outstanding amounts due from customers. The valuation allowances include specific amounts for those accounts that are deemed likely to be uncollectible, such as disputed amounts andcustomers in bankruptcy, and general allowances for accounts that management currently believes to be collectible but that may later become uncollectible. Estimates are used to determine the valuation allowances and are generally based on historical collection results, current economic trends, credit-worthiness of customers, and changes in customer payment terms. Cash flows related to changes in accounts receivable balances are classified as operating activities within the Consolidated Statements of Cash Flows.

The Physician Business' trade accounts receivable consists of many individual accounts, none of which is individually significant to the Company. The Physician Business had allowances for doubtful accounts of approximately $3,167 and $2,934 as of March 30, 2012 and April 1, 2011, respectively. During fiscal years 2012, 2011, and 2010, bad debt expense was less than 1% of net sales.

The Extended Care Business' trade accounts receivable has a number of large customer accounts that are significant to its business. Approximately 16%, 16%, and 15%, of the Extended Care Business' net sales for the fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010, respectively, represent net sales to its largest five customers. As of March 30, 2012 and April 1, 2011, the outstanding accounts receivable balances of these customers represented approximately 10% of accounts receivable, net of allowance for doubtful accounts, respectively. The Extended Care Business had allowances for doubtful accounts of approximately $3,047 and $2,875 as ofMarch 30, 2012 and April 1, 2011, respectively. During fiscal years 2012, 2011, and 2010, bad debt expense was less than 1% of net sales.

Over the past three years, the Company's average allowance for doubtful accounts has represented 2% of the Physician Business' gross accounts receivable balance, and 4% of the Extended Care business' gross accounts receivable balance.

Contractual Billing Adjustments

The Company provides medical claim billing services on a fee-for-service or a full-assignment basis and records claims receivable due from insurance carriers. A claim may become uncollectible in full due to denial, or partially uncollectable due to discounts taken. Management estimatescontractual billing adjustments based on historical collection experience, and also considers voided claims and claims written off. Contractual billing adjustments are recorded as a reduction to Net sales on the Consolidated Statements of Operations.

Inventories

Inventories consist of medical products, medical equipment, and other related products and are stated at the lower of cost or market. Cost is determined using the first-in, first-out (“FIFO”) method. Market is defined as net realizable value. The net realizable value of excess and slow moving inventory is determined using judgment as to when inventory will be sold and the quantities and prices at which inventory will be sold in the normal course of business. Obsolete or damaged inventory is disposed of or written down to net realizable value on a quarterly basis. Additional adjustments, if necessary, are made based on management's specific review of inventory on-hand. Cash flows related to changes in inventory are classified as operating activities within the Consolidated Statements of Cash Flows.

Property and Equipment

Property and equipment are stated at cost. Depreciation is computed using the straight-line method over the following estimated useful lives of the respective classes of assets:

	Useful Life
Equipment	2 to 10 years
Computer hardware and software	3 to 15 years
Capitalized internal-use software costs	5 to 15 years

Leasehold improvements are amortized over the shorter of the lease term or the estimated useful life. Management is required to use judgment in determining the estimated useful lives of such assets. Changes in circumstances such as technological advances, changes to the Company's business model, changes in the Company's business strategy, or changes in the planned use of property and equipment could result in the actual useful lives differing from the Company's current estimates. In those cases where the Company determines the useful life of property and equipment should be shortened or extended, the Company depreciates the net book value in excess of the estimated salvage value over its revised remaining useful life.

The Company capitalizes the following costs associated with developing internal-use computer software: (i) external direct costs of materials and services consumed in developing or obtaining internal-use computer software; (ii) certain payroll and payroll-related costs for Company employees who are directly associated with the development of internal-use software, to the extent of time spent directly on the project; and (iii) interest costs incurred while developing internal-use computer software. According to ASC 835-20, Interest-Capitalization of Interest, interest cost may be capitalized as a part of the historical cost of acquiring certain assets, such as assets that are constructed or produced for a company's own use. The amount of capitalized interest during fiscal years 2012, 2011, and 2010 was $897, $511, and $1,182, respectively.

Gains or losses upon retirement or disposal of property and equipment are recorded in Other income, net in the accompanying Consolidated Statements of Operations. Normal repair and maintenance costs that do not substantially extend the life of property and equipment are expensed as incurred.

Goodwill

Goodwill represents the future economic benefits and synergies arising from other assets acquired in a business combination that are not individually identified and separately recognized. In accordance with the provisions of ASC 350-20, Intangibles – Goodwill and Other – Goodwill, goodwill is reviewed for impairment annually as of the last day of the fiscal year. An interim review is performed between annual tests whenever events or changes in circumstances indicate the carrying amount of the goodwill may be impaired. Because the estimated fair value of the reporting units exceeded the carrying amount of the goodwill, there was no impairment as of March 30, 2012 and April 1, 2011.

Intangibles

ASC 350-30, Intangibles – Goodwill and Other – General Intangibles Other Than Goodwill, requires intangible assets with finite useful lives be amortized over their respective estimated useful lives. Amortization is computed using the straight-line method.

Certain sales representatives employed by the Physician and Extended Care Businesses have executed employment agreements in exchange for a cash payment (“Nonsolicitation Agreements”). These employment agreements include nonsolicitation covenants, which state that the sales representative can neither solicit nor accept business from certain of the Company's customers for a stated period of time subsequent to the date the sales representative ceases employment with the Company. The costs associated with these Nonsolicitation Agreements are capitalized and amortized on a straight-line basis over their estimated useful lives, plus the stated nonsolicitation period. If a sales representative terminates employment prior to the end of the estimated useful life of the agreement, the remaining net book value of the asset is amortized over the stated nonsolicitation period.

During the period the sales representatives remain employed with the Company, the nonsolicitation intangible asset is evaluated for impairment in accordance with the provisions of ASC 360-10, Property, Plant, and Equipment – Overall.This standard requires the Company to test for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. Certain factors which may indicate an impairment exists include, but are not limited to: (i) a change in a state's legal system that would impact any legal opinion relied upon when assessing enforceability of the nonsolicitation covenants, (ii) a decline in gross profit or sales volume, (iii) death, or (iv) full retirement by the sales representative. In the event the carrying value of the assets were to be determined unrecoverable, the Company would estimate the fair value of the assets and record an impairment charge for the excess of the carrying value over the fair value. There were no impairments as ofMarch 30, 2012 or April 1, 2011.

Impairment of Long-Lived Assets

Long-lived assets, other than goodwill and indefinite-lived intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount may not be recoverable in accordance with ASC 360-10, Property, Plant, and Equipment – Overall. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted future cash flows expected to result from the use and eventual disposition of the asset. The impairment loss is measured as the amount by which the carrying amount of the long-lived asset exceeds fair value.

The Company evaluates the recoverability of indefinite-lived intangible assets annually in accordance with ASC 350-30, Intangibles – Goodwill and Other – General Intangibles Other Than Goodwill. An interim review may be performed more frequently, if events or changes in circumstances, such as a decline in sales, earnings, or cash flows, or material adverse changes in the business climate, indicate that the carrying value of an asset might be impaired.There were no impairments as of March 30, 2012 or April 1, 2011.

Discontinued Operations

A business is classified as a discontinued operation when the operations and cash flows of the business can be clearly distinguished and have been or will be eliminated from the Company's ongoing operations, the business has either been disposed of or is classified as held for sale, and the Company will not have any significant continuing involvement in the operations of the business after the disposal transaction. The results of discontinued operations (as well as the gain or loss on the disposal) are aggregated and separately presented in the Company's Consolidated Statements of Operations, net of income taxes, and in the Consolidated Statements of Cash Flows.

During the first quarter of fiscal year 2013 the Company's Board of Directors approved a strategic restructuring plan designed to transform the Company. The restructuring plan will include the sale of two business units serving skilled nursing facilities and specialty dental practices, the integration of all warehouse operations into one common distribution infrastructure, as well as a redesign of the shared services function. The Company determined that certain held for sale criteria had not been met as of March 30, 2012 and therefore reports the assets, liabilities, and the related results of operations as continuing operations.See Footnote 23, Subsequent Events, for additional information.

Insurance Coverage

The Company has a self-funded program for employee and dependent health insurance. This program includes an administrator, a large provider network, and stop loss reinsurance to cover individual claims in excess of $250 per person, with an additional aggregate specific deductible of $190 annually, and up to $2,000 catastrophic loss maximum per lifetime benefit per person. Claims incurred but not reported are recorded based on estimates of claims provided by the third party administrator and are included in Accrued expenses in the accompanying Consolidated Balance Sheets. The Company recognized $16,853, $13,153, and $13,452 in medical expenses, net of employee contributions, during the fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010, respectively.

The Company maintains a primary casualty insurance program for its automobile liability, employer's liability, and general liability risks, which in general provides limits of up to $2,000, $1,000, and $2,000, respectively. The primary program contains a deductible of $350 for automobile liability, $500 for employer's liability, and $100 for general liability, subject to a primary aggregate stop loss of approximately $8,000 for the current plan year. The Company also maintains workers compensation policies which have statutory limits that are based on state regulations and have a deductible of $500 per occurrence. In addition, the Company maintains an umbrella/excess liability program to cover occurrences in excess of the underlying primary limits.

Contingent Loss Accruals

In determining the accrual necessary for probable loss contingencies as defined by ASC 450-20, Contingencies – Loss Contingencies, the Company includes estimates for professional fees, such as legal, accounting, and consulting, and other related costs to be incurred, unless such fees and related costs are not probable of being incurred or are not reasonably estimable.

Income Taxes

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the tax consequences attributable to temporary differences between the financial statement carrying amounts and the respective tax basis in existing assets and liabilities. Deferred tax assets and liabilities are measured using the tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Consolidated Statements of Operations in the period that includes the enactment date.The Company has not provided for U.S. income taxes on accumulated and undistributed earnings attributable to foreign operations as the Company intends to permanently reinvest these undistributed earnings.

Revenue Recognition

Revenue is recognized when persuasive evidence of an arrangement exists, evidence of delivery of products or services is obtained, the selling price is fixed or determinable, and collectability of the resulting accounts receivable is reasonably assured. The Company assesses collectability based upon a thorough evaluation of current and prospective customers' credit history and ability to pay. The Company establishes and adjusts credit terms and limits to reflect customer credit worthiness based upon this evaluation. Customer credit evaluations are updated periodically and for specific events or circumstances such as deterioration in the aging of account balances, bankruptcy filings, or notice or knowledge of financial difficulties.

Consolidated sales allowances are immaterial and generally represent less than 1% of gross sales.

Physician Business.The Physician Business has three primary sources of revenue: (i) the sale of consumable products; (ii) the sale of equipment; and (iii) claims processing services provided to physician dispensing customers.

Revenue from the sale of consumable products is recognized when products are shipped or delivered since at that time there is persuasive evidence that an arrangement exists, the price is fixed and determinable, and the collection of the resulting accounts receivable is reasonably assured. Revenue from the sale of single deliverable equipment is generally recognized when the equipment is shipped, unless there are multiple deliverables, in which case revenue is recognized when all obligations to the customer are fulfilled. Obligations to the customer are typically satisfied when installation and training are complete.Customers have the right to return consumable products and equipment. Sales allowances are recorded as a reduction of revenue for potential product returns and estimated billing errors. Management analyzes sales allowances quarterly using historical data adjusted for significant changes in volume and business conditions, as well as specific identification of significant returns or billing errors.

Revenue from claims processing services provided to physician dispensing customers is recognized when claims are processed. As the Company acts an agent in the arrangement, revenue is recorded on a net basis.

Extended Care Business.The Extended Care Business has three primary sources of revenue: (i) the sale of consumable products and services to skilled nursing home and assisted living facilities, hospice and home health care providers; (ii) service fees earned for providing Medicare Part B and Medicaid products and services; and (iii) consulting services to skilled nursing home and assisted living facilities, hospice and home health care providers.

Revenue from the sale of consumable products to skilled nursing home facilities, assisted living facilities, and home health care providers is recognized when products are shipped or delivered. Revenue for these products is recorded upon shipment since at that time there is persuasive evidence that an arrangement exists, the price is fixed and determinable, and the collection of the resulting accounts receivable is reasonably assured.

Revenue from providing ancillary medical supplies for Medicare Part B eligible patients and Medicaid eligible patients on a full assignment basis is recognized during the period the supplies are shipped to the eligible patients. The product is shipped to the facility patient specific and becomes the property of that specific patient. Revenue is recorded at the amounts expected to be collected from Medicare, Medicaid, other third-party payers, and directly from customers. Reimbursement from Medicare is subject to review by appropriate government regulators. Revenue from providing Medicare Part B and Medicaid billing services on a fee for service basis is recognized when billing services are rendered to the customer.

Revenue from the sale of consulting services to skilled nursing home and assisted living facilities, hospice and home health care providers is recognized when services are rendered to the customer.

Customers have the right to return consumable products and equipment. Sales allowances are recorded as a reduction of revenue for (i) potential product and equipment returns, (ii) patients that turn out to be ineligible to be billed to Medicare or other payor, and (iii) Medicare Part B and Medicaid reimbursement denials, capped rental of enteral pumps, and billing errors. Management analyzes actual revenue adjustments and Medicare Part B reimbursement denials using historical actual cash collection and actual adjustments to gross revenue. The historical percentage is used to estimate the future cash collections and required accounts receivable reserve. Additional allowances are recorded for any significant specific adjustments known to management.

Vendor Rebates

The Company receives transaction-based and performance-based rebates from third party suppliers. Transaction-based rebates are generally associated with a specific customer contract and are recognized as a reduction to cost of goods sold at the time the transaction occurs. Management establishes a reserve for uncollectible transaction-based vendor rebates based on management's judgment after considering the status of current outstanding rebate claims, historical denial experience with suppliers, and any other pertinent available information.

In accordance with ASC 605-50, Revenue Recognition – Customer Payments and Incentives, performance-based rebates are recognized based on a systematic estimation of the consideration to be received relative to the transaction that marks the progress of the Company toward earning vendor rebates, provided the collection of the amounts is, in the judgment of management, reasonably assured. The factors the Company considers in estimating performance-based rebates include actual inventory purchases or sales volumes, in conjunction with vendor rebate contract terms, which generally provide for increasing rebates based on either increased purchases or sales volume. Performance-based rebates are recognized in income only if the related inventory has been sold.

In accordance with ASC 605-50, Revenue Recognition – Customer Payments and Incentives, sales incentive arrangements that meet certain criteria are not recorded as a reduction of cost of sales. Accordingly, reimbursements from manufacturers under these arrangements are recognized by the Company as revenue rather than a reduction of cost of sales.

Transaction-based and performance-based rebate contracts are negotiated periodically with vendors.

The following table summarizes the financial statement impact of transaction-based and performance-based vendor rebates recognized by the Company and each of its segments during fiscal years 2012, 2011, and 2010. Such rebates are classified as either (i) a reduction to cost of goods sold or (ii) an increase tonet salesin the accompanying Consolidated Statements of Operations.

(in thousands)	Physician Business
Rebates included within:	2012		2011		2010
Net sales	$	759	$	1,237	$	2,433
Cost of goods sold		124,792		107,924		108,143
Total	$	125,551	$	109,161	$	110,576
	Extended Care Business
Rebates included within:	2012		2011		2010
Cost of goods sold	$	106,251	$	108,718	$	106,141
	Total Company
Rebates included within:	2012		2011		2010
Net sales	$	759	$	1,237	$	2,433
Cost of goods sold		231,043		216,642		214,284
Total	$	231,802	$	217,879	$	216,717

Shipping and Handling Costs

Shipping and handling costs billed to customers are included in Net sales and totaled approximately $15,832, $13,521, and $11,383, for fiscal years 2012, 2011, and 2010, respectively. Shipping and handling costs incurred by the Company, which are included in General and administrative expenses, totaled approximately $110,142, $105,334, and $104,134, for fiscal years 2012, 2011, and 2010, respectively.

Convertible Debt Instruments

In accordance with ASC 470-20, Debt – Debt with Conversion and Other Options, issuers of convertible debt instruments that may be settled in cash upon conversion (including partial cash settlements) should separately account for the liability and equity components in a manner that reflects an estimate of the entity's nonconvertible debt borrowing rate when interest expense is recognized in subsequent periods. The equity components of the Company's senior convertible notes are included in Additional paid in capital in the Consolidated Balance Sheets, with a corresponding reduction in the carrying values of these convertible notes as of the date of issuance or modification, as applicable. The reduced carrying values of the convertible notes are accreted to principal amounts through the recognition of non-cash interest expense. This accretion results in recognizing interest expense on these borrowings at effective rates approximating what would have been incurred had the Company issued nonconvertible debt with otherwise similar terms. See Footnote 12, Debt, for additional information.

Derivative Financial Instruments

Derivative financial instruments are accounted for under ASC 815, Derivatives and Hedging. Accordingly, all derivatives are recorded on the balance sheet as assets or liabilities and measured at fair value. For derivatives designated as cash flow hedges, the effective portion of the changes in fair value of the derivatives are recorded in Accumulated other comprehensive income and subsequently recognized in earnings when the hedged items impact earnings, typically upon settlement. Changes in the fair value of derivatives not designated as hedges and the ineffective portion of cash flow hedges are recorded in current earnings.

Guidance within ASC 815, Derivatives and Hedging, requires enhanced disclosures about an entity's derivative and hedging activities, including (i) how and why an entity uses derivative instruments, (ii) how derivative instruments and related hedged items are accounted for and its related interpretations, and (iii) how derivative instruments and related hedged items affect an entity's financial position, financial performance, and cash flows.

Derivative financial instruments are used principally in the management of the Company's interest rate exposure. During the fiscal year ended March 28, 2008, the Company entered into an interest rate swap agreement to hedge the variable interest rate of its revolving line of credit. The interest rate swap was designated as a cash flow hedge. During fiscal year ended April 2, 2010, the interest rate swap matured. Amounts paid upon maturity of the interest rate swap agreement were recorded as additions to interest expense. Refer to Footnote 12, Debt, for additional information regarding the Company's interest rate swap agreement.

Earnings Per Share

Basic and diluted earnings per share are presented in accordance with ASC 260, Earnings Per Share.Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income by the weighted average number of common and common equivalent shares outstanding during the period adjusted for the potential dilutive effect of unvested restricted stock and stock options using the treasury stock method and the conversion of the senior convertible notes. Common equivalent shares are excluded from the computation in periods in which they have an anti-dilutive effect.

The following table sets forth computational data for the denominator in the basic and diluted earnings per share calculation for fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010:

(in thousands)		2012	2011	2010
Denominator-weighted average shares outstanding used
	in computing basic earnings per share	51,998	54,996	58,029
Assumed exercise of stock options(a)		63	198	324
Assumed vesting of restricted stock		453	650	514
Assumed conversion of 2008 Notes		1,475	702	76
Denominator-weighted average shares outstanding used
	in computing diluted earnings per share	53,989	56,546	58,943

(a)       There were no antidilutive options outstanding as of March 30, 2012, April 1, 2011, and April 2, 2010.

In accordance with ASC 260, Earnings Per Share, and the Company's stated policy of settling the principal amount in cash, the Company is required to include shares underlying the 2008 Notes in its diluted weighted average shares outstanding due to the average stock price per share for the period exceeding $21.22 (the conversion price for the senior convertible notes) during fiscal year ended March 30, 2012. Only the number of shares that would be issuable (under the treasury stock method of accounting for share dilution) was included, which was based upon the amount by which the average stock price exceeded the conversion price. If the price of the Company's common stock exceeds $28.29 per share, it will also include the effect of the additional potential shares that may be issued related to the warrants transactions associated with the 2008 Notes, using the treasury stock method. Prior to conversion, the purchased options associated with the 2008 Notes are not considered for purposes of the dilutive earnings per share calculation as their effect is considered to be anti-dilutive. Refer to Footnote 12, Debt, for additional information regarding the 2008 Notes.

Stock-Based Compensation

Effective April 1, 2006, the Company adopted the provisions of ASC 718, Compensation – Stock Compensation, (“ASC 718”)using the modified prospective transition method, and therefore, has not restated results for prior periods. The Company applies the fair value recognition provisions of the guidance as it relates to the Company's stock-based compensation, which requires the Company to recognize expense for the fair value of stock-based compensation awards. Refer to Footnote 15, Incentive and Stock-Based Compensation, for additional information.

Comprehensive Income

Comprehensive income represents all changes in equity of an enterprise that result from recognized transactions and other economic events during the period. Other comprehensive income refers to revenues, expenses, gains, and losses that under GAAP are included in comprehensive income but excluded from net income, such as the unrealized gain or loss on the interest rate swap and unrealized holding gain or loss on available-for-sale investments.

Marketable Securities

As of March 30, 2012, the Company held no investment in available for sale securities. Equity securities previously held by the Company were considered to be available for sale and carried at fair value as of the balance sheet dates. Fair values were based on quoted market prices.

Realized gains and losses on the sale of investments were determined on the basis of the cost of the specific investments sold and were credited or charged to income on a trade date basis. Unrealized gains or losses on equity securities which were classified as available for sale, net of applicable deferred income taxes (benefits), were excluded from earnings and credited or charged directly to a separate component of stockholders' equity.

Share Repurchases

The Company repurchases its common stock under stock repurchase programs authorized by the Company's Board of Directors. The Company retires shares upon repurchase. Payments to repurchase shares are recorded to Common stockon the Consolidated Balance Sheets, with the amount in excess of par value recorded to Additional paid-in capitalon the Consolidated Balance Sheets.

During fiscal year 2012, the Company'sadditional paid-in capital balance was reduced to zero as a result of share repurchases.  In accordance with ASC 505, Equity, retirements of the Company'sshares may be recorded as a reduction of additional paid-in capital to the extent that previous net gains from sales or retirements of the same class of stock remain, and otherwise should be recorded to retained earnings.  As a result, retained earnings was reduced by $7,154 during fiscal year 2012, which represented share repurchases occurring after the additional paid-in capital balance had been reduced to zero.  

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Equity (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	12 Months Ended
	Mar. 30, 2012	Apr. 01, 2011	Apr. 02, 2010
Common Stock Repurchase Program Activities [Abstract]
Shares available for repurchase, beginning balance	3,352	3,317	118
Shares authorized for repurchase	2,680	2,763	5,966
Shares repurchased	(5,595)	(2,728)	(2,767)
Shares available for repurchase, ending balance	437	3,352	3,317
Common Stock Repurchase Activities Value [Abstract]
Shares repurchased	(5,595)	(2,728)	(2,767)
Average price per share of common stock repurchased	$ 25.10	$ 20.07
Value of common stock repurchased and retired during period	$ 140,439	$ 54,761
Share repurchases in excess of additional paid-in capital, impact on retained earnings	$ 7,154

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Incentive and Stock-Based Compensation (Tables)

12 Months Ended

Mar. 30, 2012

Incentive And Stock-based Compensation [Abstract]

Schedule of Stock-based Compensation, Activity [Table Text Block]

(in thousands)		March 30, 2012		April 1, 2011		April 2, 2010
Stock options(a)			49		220		558
Restricted stock(b)			773		830		969
Restricted stock units(a)			575		670		593
Deferred stock units(a)			8		15		11
	Total outstanding stock based awards		1,405		1,735		2,131

Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Table Text Block]

(in thousands)		Number of securities to be issued upon exercise of outstanding options	Number of securities remaining available for future issuance
Equity compensation plans approved by shareholders:
	1999 Long-term Incentive Plan(a)	10	-
	Amended and Restated Directors' Stock Plan(a)	28	-
	PSS World Medical, Inc. 2006 Incentive Plan(b)	-	1,906
	2004 Non-Employee Directors Compensation Plan(c)	-	230
		38	2,136
Equity compensation plan not approved by shareholders:
	1999 Broad Based Employee Stock Plan(a)	11	-
	Total	49	2,136

Schedule of Stock-based Compensation, Stock Options, Activity [Table Text Block]

(share amounts in thousands)		Shares	Weighted Average Exercise Price			Weighted Average Contractual Term	Aggregate Intrinsic Value
Outstanding at, March 27, 2009		1,306		$	9.20	3.4		$	7,909
	Exercised	(548)			8.15
	Expired	(200)			17.98
Outstanding at, April 2, 2010		558		$	7.05	1.9		$	9,252
	Exercised	(338)			6.15
Outstanding at, April 1, 2011		220		$	8.44	1.7		$	4,115
	Exercised	(171)			8.09
Outstanding and Exercisable at, March 30, 2012		49		$	9.63	1.5		$	789

Schedule of Stock-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block]

		Performance-Based Awards												Time-Based Awards
		Performance Shares				PARS
(share amounts in thousands)		Units		Weighted Average Grant Date Fair Value		Units		Weighted Average Grant Date Fair Value		Shares		Weighted Average Grant Date Fair Value		Shares		Weighted Average Grant Date Fair Value
Balance, March 27, 2009			221	$	18.49		-	$	-		767	$	18.38		248	$	19.23
	Granted		241		17.00		132		17.00		7		21.84		171		20.06
	Addition from change in estimate		303		18.39		-		-		-		-		-		-
	Vested		-		-		-		-		-		-		(90)		19.42
	Forfeited		(250)		17.97		(44)		17.00		(122)		18.50		(12)		19.50
Balance, April 2, 2010			515	$	17.98		88	$	17.00		652	$	18.40		317	$	19.68
	Granted		94		22.23		103		22.23		460		21.85		87		20.00
	Addition from change in estimate		34		23.41		-		-		-		-		-		-
	Vested		(164)		18.52		-		-		(547)		18.40		(91)		19.55
	Forfeited		-		-		-		-		(33)		19.11		(15)		18.42
Balance, April 1, 2011			479	$	19.01		191	$	19.82		532	$	21.34		298	$	19.88
	Granted		87		27.29		87		27.29		47		22.55		72		23.61
	Reduction from change in estimate		(98)		19.34		-		-		-		-		-		-
	Vested		(162)		18.47		-		-		(81)		18.47		(58)		19.37
	Forfeited		(5)		25.19		(4)		25.19		(27)		21.85		(10)		22.10
Balance, March 30, 2012			301	$	21.48		274	$	22.11		471	$	21.93		302	$	20.79

Schedule of Nonvested Share Activity [Table Text Block]

(in thousands)			Number of Shares/Units
Fiscal Year:
	2013		425
	2014		147
	2015		145
	2016		594
	2017 and thereafter		96
		Total	1,407

Schedule of Unrecognized Compensation Cost, Nonvested Awards [Table Text Block]

Fiscal Year:
	2013		$	6,105
	2014			4,648
	2015			3,607
	2016			2,128
	2017 and thereafter			47
		Total	$	16,535

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Quarterly Results of Operations (Unaudited)

3 Months Ended

12 Months Ended

Mar. 30, 2012

Mar. 30, 2012

Quarterly Financial Information Disclosure [Abstract]

QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)

The Company reports its year-end and quarter-end financial position, results of operations, and cash flows as of the Friday closest to calendar month end, determined using the number of business days. As disclosed in the table above, the selling days may fluctuate between each quarter and/or differ from the previous fiscal year.

Fiscal Year 2012

During the three months ended March 30, 2012, the Company issued $250.0 million aggregate principal amount of 6.375% senior notes due 2022 in a private offering. The 2012 Notes were issued under an Indenture, dated February 24, 2012 among the Company, the Guarantors and U.S. Bank National Association, as trustee. Interest on the notes is payable semi-annually in arrears on March 1 and September 1, beginning September 1, 2012. Refer to 12, Debt, for further discussion. During the three months ended March 30, 2012, the Company recognized a decrease in accrued incentive and stock-based compensation expense of $7,358 related to payout estimates based on performance, which is reflected in Net income attributable to PSS World Medical, Inc. in the table above.

Fiscal Year 2011

During the three months ended April 1, 2011, the Company purchased 100% of the outstanding stock of Dispensing Solutions, Inc. (“DSI”). DSI, a formerly privately held company based in California, markets a proprietary system to primary care physicians for dispensing medications to patients on-site within their practices. The acquisition price for DSI was approximately $36,000, with additional consideration of up to $6,000 if the company achieved defined earnings targets over a one year period. Net sales related to the DSI acquisition during the three months ended April, 1, 2011, was approximately $6,595. Refer to Footnote 4, Purchase Business Combinations, for further discussion.

The following tables present summarized unaudited quarterly results of operations for fiscal years 2012 and 2011. The Company believes all necessary adjustments have been included in the amounts stated below to present fairly the following selected information when read in conjunction with the consolidated financial statements of the Company. Future quarterly operating results may fluctuate depending on a number of factors, including the number of selling days in a quarter, the timing of business combinations, and changes in customer's buying patterns of supplies, equipment, and pharmaceutical products. Results of operations for any particular quarter are not necessarily indicative of results of operations for a full year or any other quarter.

		Fiscal Year 2012
		Q1		Q2		Q3		Q4		Total
Net sales		$	513,682	$	521,756	$	527,695	$	538,869	$	2,102,002
Gross profit			160,757		167,103		170,495		175,848		674,203
Net income attributable to PSS World Medical, Inc.			14,189		20,031		20,132		19,967		74,319
Earnings per common share attributable to PSS World Medical, Inc.:
	Basic	$	0.26	$	0.38	$	0.39	$	0.40	$	1.43
	Diluted	$	0.25	$	0.37	$	0.38	$	0.38	$	1.38
Selling days			64		63		62		64		253
		Fiscal Year 2011
		Q1		Q2		Q3		Q4		Total
Net sales		$	478,856	$	496,188	$	510,087	$	549,658	$	2,034,789
Gross profit			147,846		157,125		157,895		172,905		635,771
Net income attributable to PSS World Medical, Inc.			13,753		19,557		19,549		21,626		74,485
Earnings per common share attributable to PSS World Medical, Inc.:
	Basic	$	0.25	$	0.36	$	0.36	$	0.40	$	1.35
	Diluted	$	0.24	$	0.35	$	0.35	$	0.38	$	1.32
Selling days			64		63		61		65		253

XML

Condensed Consolidating Financial Information

12 Months Ended

Mar. 30, 2012

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

CONDENSED CONSOLIDATING FINANCIAL INFORMATION

The 2012 Notes of the Company (the “Parent”) are fully and unconditionally guaranteed on a joint and several senior unsecured basis by certain of its domestic subsidiaries (the “Guarantor Subsidiaries”). The guarantees made by the Guarantor Subsidiaries will rank senior in right of payment to all of their existing and future obligations expressly subordinated or junior in right of payment to the notes, equal with all of their existing and future unsecured unsubordinated obligations, and will be effectively subordinated to any of their existing and future secured obligations to the extent of the value of the assets securing such obligations.

The following tables present the condensed consolidating financial information of the Parent, the Guarantor Subsidiaries, and the subsidiaries that are not guarantors (the “Non-Guarantor Subsidiaries”) as of March 30, 2012 and April 1, 2011and for the years ended March 30, 2012,April 1, 2011, and April 2, 2010.

CONDENSED CONSOLIDATING BALANCE SHEET

MARCH 30, 2012

(Dollars in Thousands)

			Parent		Guarantor Subsidiaries (a)		Non-Guarantor Subsidiaries		Eliminations		Consolidated
ASSETS
Current Assets:
	Cash and cash equivalents		$	117,448	$	13,530	$	32,174	$	-	$	163,152
	Accounts receivable, net			139,502		116,574		1,624		-		257,700
	Inventories			117,684		95,611		291		-		213,586
	Deferred tax assets, net			12,552		4,410		-		-		16,962
	Intercompany receivable			257,349		-		-		(257,349)		-
	Prepaid expenses and other current assets			22,879		11,295		118		-		34,292
		Total current assets		667,414		241,420		34,207		(257,349)		685,692
Property and equipment, net				40,074		60,676		286		-		101,036
Other Assets:
	Goodwill			43,270		158,482		-		-		201,752
	Intangibles, net			18,518		36,082		-		-		54,600
	Investment in subsidiaries			390,811		24,084		-		(414,895)		-
	Other assets			95,950		18,867		717		(2,644)		112,890
		Total assets	$	1,256,037	$	539,611	$	35,210	$	(674,888)	$	1,155,970
LIABILITIES AND EQUITY
Current Liabilities:
	Accounts payable		$	125,363	$	20,462	$	708	$	-	$	146,533
	Accrued expenses			20,833		20,449		471		-		41,753
	Intercompany payable			-		269,121		7,163		(276,284)		-
	Other current liabilities			(62,131)		74,200		(28)		-		12,041
		Total current liabilities		84,065		384,232		8,314		(276,284)		200,327
Revolving line of credit and long-term debt, excluding current portion				454,916		-		2,579		(2,579)		454,916
Other noncurrent liabilities				85,401		24,515		-		-		109,916
		Total liabilities		624,382		408,747		10,893		(278,863)		765,159
		Total PSS World Medical, Inc. shareholders' equity		631,655		130,270		24,317		(399,114)		387,128
	Noncontrolling interest			-		594		-		3,089		3,683
		Total equity		631,655		130,864		24,317		(396,025)		390,811
		Total liabilities and equity	$	1,256,037	$	539,611	$	35,210	$	(674,888)	$	1,155,970

• Subsequent to March 30, 2012, the Company acquired companies that it intends to include as Guarantor Subsidiaries in future reporting periods.

CONDENSED CONSOLIDATING BALANCE SHEET

APRIL 1, 2011

(Dollars in Thousands)

			Parent		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations		Consolidated
ASSETS
Current Assets:
	Cash and cash equivalents		$	13,901	$	3,568	$	11,879	$	-	$	29,348
	Accounts receivable, net			132,425		113,347		1,457		-		247,229
	Inventories			121,350		91,501		360		-		213,211
	Deferred tax assets, net			15,772		4,761		-		-		20,533
	Intercompany receivable			156,051		-		403		(156,454)		-
	Prepaid expenses and other current assets			20,515		13,633		137		-		34,285
		Total current assets		460,014		226,810		14,236		(156,454)		544,606
Property and equipment, net				44,456		57,588		357		-		102,401
Other Assets:
	Goodwill			37,518		129,576		-		-		167,094
	Intangibles, net			18,390		23,489		-		-		41,879
	Investment in subsidiaries			446,526		10,913		-		(457,439)		-
	Other assets			80,396		16,975		741		(2,420)		95,692
		Total assets	$	1,087,300	$	465,351	$	15,334	$	(616,313)	$	951,672
LIABILITIES AND EQUITY
Current Liabilities:
	Accounts payable		$	91,936	$	34,729	$	1,392	$	-	$	128,057
	Accrued expenses			22,241		14,411		523		-		37,175
	Current portion of long-term debt			39		722		-		-		761
	Intercompany payable			-		166,317		-		(166,317)		-
	Other current liabilities			(39,191)		72,402		-		-		33,211
		Total current liabilities		75,025		288,581		1,915		(166,317)		199,204
Revolving line of credit and long-term debt, excluding current portion				195,656		6		2,435		(2,435)		195,662
Other noncurrent liabilities				84,136		26,144		-		-		110,280
		Total liabilities		354,817		314,731		4,350		(168,752)		505,146
Equity:
	PSS World Medical Inc. shareholders' equity:
		Total PSS World Medical, Inc. shareholders' equity		732,483		150,189		10,984		(450,730)		442,926
	Noncontrolling interest			-		431		-		3,169		3,600
		Total equity		732,483		150,620		10,984		(447,561)		446,526
		Total liabilities and equity	$	1,087,300	$	465,351	$	15,334	$	(616,313)	$	951,672

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

FOR THE YEARENDED MARCH 30, 2012

(Dollars in Thousands)

			Parent		Guarantor Subsidiaries (a)		Non-Guarantor Subsidiaries		Eliminations		Consolidated
Net sales			$	1,219,631	$	861,179	$	73,278	$	(52,086)	$	2,102,002
Cost of goods sold				864,473		548,221		51,993		(36,888)		1,427,799
		Gross profit		355,158		312,958		21,285		(15,198)		674,203
General and administrative expenses				203,371		182,345		7,536		(262)		392,990
Selling expenses				100,732		47,125		-		-		147,857
Equity earnings of subsidiaries				(55,715)		13,171		-		42,544		-
		(Loss) income from operations		(4,660)		96,659		13,749		27,608		133,356
Other (expense) income:
	Interest expense			(19,605)		(344)		(275)		76		(20,148)
	Interest income			9,553		(9,304)		-		(76)		173
	Other income, net			1,334		759		(9)		-		2,084
		Other expense, net		(8,718)		(8,889)		(284)		-		(17,891)
(Loss) income before provision for income taxes				(13,378)		87,770		13,465		27,608		115,465
(Benefit) provision for income taxes				(18,226)		59,159		130		-		41,063
Net income				4,848		28,611		13,335		27,608		74,402
Net income attributable to noncontrolling interest				-		162		-		(79)		83
Net income attributable to PSS World Medical, Inc.			$	4,848	$	28,449	$	13,335	$	27,687	$	74,319

• Subsequent to March 30, 2012, the Company acquired companies that it intends to include as Guarantor Subsidiaries in future reporting periods.

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

FOR THE YEARENDED APRIL 1, 2011

(Dollars in Thousands)

			Parent		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations		Consolidated
Net sales			$	1,302,655	$	831,776	$	15,658	$	(115,300)	$	2,034,789
Cost of goods sold				965,219		537,263		5,695		(109,159)		1,399,018
		Gross profit		337,436		294,513		9,963		(6,141)		635,771
General and administrative expenses				204,804		155,275		4,812		(142)		364,749
Selling expenses				97,371		40,095		-		-		137,466
Equity earnings of subsidiaries				38,512		3,607		-		(42,119)		-
		Income from operations		73,773		102,750		5,151		(48,118)		133,556
Other (expense) income:
	Interest expense			(16,668)		(233)		(220)		-		(17,121)
	Interest income			9,303		(9,019)		-		-		284
	Other income, net			1,730		776		-		-		2,506
		Other expense, net		(5,635)		(8,476)		(220)		-		(14,331)
Income before provision for income taxes				68,138		94,274		4,931		(48,118)		119,225
(Benefit) provision for income taxes				(17,616)		61,991		186		-		44,561
Net income				85,754		32,283		4,745		(48,118)		74,664
Net income attributable to noncontrolling interest				-		71		-		108		179
Net income attributable to PSS World Medical, Inc.			$	85,754	$	32,212	$	4,745	$	(48,226)	$	74,485

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

FOR THE YEARENDED APRIL 2, 2010

(Dollars in Thousands)

			Parent		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations		Consolidated
Net sales			$	1,345,645	$	831,570	$	-	$	(122,044)	$	2,055,171
Cost of goods sold				1,004,697		544,823		(6,795)		(115,249)		1,427,476
		Gross profit		340,948		286,747		6,795		(6,795)		627,695
General and administrative expenses				218,248		151,200		1,423		-		370,871
Selling expenses				97,292		38,551		-		-		135,843
Equity earnings of subsidiaries				29,984		5,372		-		(35,356)		-
		Income from operations		55,392		102,368		5,372		(42,151)		120,981
Other (expense) income:
	Interest expense			(17,156)		(139)		-		-		(17,295)
	Interest income			9,842		(9,466)		-		-		376
	Other income, net			5,207		861		-		-		6,068
		Other expense, net		(2,107)		(8,744)		-		-		(10,851)
Income before provision for income taxes				53,285		93,624		5,372		(42,151)		110,130
(Benefit) provision for income taxes				(21,127)		61,894		-		-		40,767
Net income				74,412		31,730		5,372		(42,151)		69,363
Net income attributable to PSS World Medical, Inc.			$	74,412	$	31,730	$	5,372	$	(42,151)	$	69,363

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE YEARSENDED MARCH 30, 2012

(Dollars in Thousands)

			Parent		Guarantor Subsidiaries (a)		Non-Guarantor Subsidiaries		Eliminations		Consolidated
Cash Flows From Operating Activities:
		Net cash (used in) provided by operating activities	$	(30,477)	$	138,616	$	20,184	$	(39)	$	128,284
Cash Flows From Investing Activities:
	Payments for business combinations, net of cash acquired			(8,599)		(56,532)		-		-		(65,131)
	Capital expenditures			(2,597)		(21,288)		(33)		-		(23,918)
	Other			(268)		(78)		-		183		(163)
		Net cash used in investing activities		(11,464)		(77,898)		(33)		183		(89,212)
Cash Flows From Financing Activities:
	Proceeds from issuance of debt			250,000		-		-		-		250,000
	Proceeds from borrowings on the revolving line of credit			405,056		-		144		(144)		405,056
	Repayments on the revolving line of credit			(405,056)		-		-		-		(405,056)
	Purchase and retirement of common stock			(140,439)		-		-		-		(140,439)
	Payment of contingent consideration on business acquisition			-		(9,500)		-		-		(9,500)
	Payment for debt issuance costs			(6,467)		-		-		-		(6,467)
	Excess tax benefits from share-based compensation arrangements			2,057		-		-		-		2,057
	Proceeds from exercise of stock options			1,383		-		-		-		1,383
	Payments under capital lease obligations			(38)		(741)		-		-		(779)
	Intercompany dividend			40,515		(40,515)		-		-		-
	Other			(1,523)		-		-		-		(1,523)
		Net cash provided by (used in) financing activities		145,488		(50,756)		144		(144)		94,732
	Net increase in cash and cash equivalents			103,547		9,962		20,295		-		133,804
	Cash and cash equivalents, beginning of period			13,901		3,568		11,879		-		29,348
	Cash and cash equivalents, end of period		$	117,448	$	13,530	$	32,174	$	-	$	163,152

• Subsequent to March 30, 2012, the Company acquired companies that it intends to include as Guarantor Subsidiaries in future reporting periods.

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE YEARSENDED APRIL 1, 2011

(Dollars in Thousands)

			Parent		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations		Consolidated
Cash Flows From Operating Activities:
		Net cash (used in) provided by operating activities	$	(852)	$	116,284	$	3,424	$	(2,528)	$	116,328
Cash Flows From Investing Activities:
	Payments for business combinations, net of cash acquired			(10,177)		(55,875)		-		118		(65,934)
	Capital expenditures			(2,169)		(15,784)		(489)		215		(18,227)
	Payment for investment in variable interest entity, net of cash			-		(7,431)		-		4,154		(3,277)
	Other			(527)		(24)		-		(117)		(668)
		Net cash used in investing activities		(12,873)		(79,114)		(489)		4,370		(88,106)
Cash Flows From Financing Activities:
	Proceeds from borrowings on the revolving line of credit			106,400		-		1,429		(1,429)		106,400
	Repayments on the revolving line of credit			(106,400)		-		-		-		(106,400)
	Purchase and retirement of common stock			(54,761)		-		-		-		(54,761)
	Payment of contingent consideration on business acquisition			-		(862)		-		-		(862)
	Excess tax benefits from share-based compensation arrangements			3,187		-		-		-		3,187
	Proceeds from exercise of stock options			2,079		-		-		-		2,079
	Payments under capital lease obligations			(44)		(790)		-		-		(834)
	Intercompany dividend			41,811		(41,812)		-		1		-
	Other			(20)		-		-		(414)		(434)
		Net cash (used in) provided by financing activities		(7,748)		(43,464)		1,429		(1,842)		(51,625)
	Net (decrease) increase in cash and cash equivalents			(21,473)		(6,294)		4,364		-		(23,403)
	Cash and cash equivalents, beginning of period			35,374		9,862		7,515		-		52,751
	Cash and cash equivalents, end of period		$	13,901	$	3,568	$	11,879	$	-	$	29,348

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

FOR THE YEARSENDED APRIL 2, 2010

(Dollars in Thousands)

			Parent		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations		Consolidated
Cash Flows From Operating Activities:
		Net cash provided by operating activities	$	22,970	$	75,076	$	4,909	$	(554)	$	102,401
Cash Flows From Investing Activities:
	Payments for business combinations, net of cash acquired			(1,647)		(13,155)		-		-		(14,802)
	Capital expenditures			(11,897)		(14,325)		(31)		330		(25,923)
	Proceeds from sale of available for sale securities			10,681		-		-		-		10,681
	Other			(735)		-		-		194		(541)
		Net cash used in investing activities		(3,598)		(27,480)		(31)		524		(30,585)
Cash Flows From Financing Activities:
	Proceeds from borrowings on the revolving line of credit			5,350		-		-		-		5,350
	Repayments on the revolving line of credit			(55,350)		-		-		-		(55,350)
	Purchase and retirement of common stock			(57,176)		-		-		-		(57,176)
	Excess tax benefits from share-based compensation arrangements			2,516		-		-		-		2,516
	Proceeds from exercise of stock options			4,489		-		-		-		4,489
	Payments under capital lease obligations			(94)		(861)		-		30		(925)
	Intercompany dividends			41,515		(41,515)		-		-		-
		Net cash used in financing activities		(58,750)		(42,376)		-		30		(101,096)
	Net (decrease) increase in cash and cash equivalents			(39,378)		5,220		4,878		-		(29,280)
	Cash and cash equivalents, beginning of period			74,752		4,642		2,637		-		82,031
	Cash and cash equivalents, end of period		$	35,374	$	9,862	$	7,515	$	-	$	52,751

XML

Property and Equipment (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Mar. 30, 2012	Apr. 01, 2011	Apr. 02, 2010
Property and Equipment [Line Items]
Property and equipment, gross	$ 269,357	$ 244,636
Accumulated depreciation	(168,321)	(142,235)
Property and equipment, net	101,036	102,401
Depreciation expense, including amortization of capital leases	26,847	25,065	21,940
Computer Hardware And Software [Member]
Property and Equipment [Line Items]
Property and equipment, gross	212,205	191,459
Equipment [Member]
Property and Equipment [Line Items]
Property and equipment, gross	33,487	31,492
Leasehold Improvements [Member]
Property and Equipment [Line Items]
Property and equipment, gross	19,799	18,717
Computer Hardware Under Capital Leases [Member]
Property and Equipment [Line Items]
Property and equipment, gross	2,516	2,516
Buildings [Member]
Property and Equipment [Line Items]
Property and equipment, gross	1,114	0
Land [Member]
Property and Equipment [Line Items]
Property and equipment, gross	236	0
Office Equipment Under Capital Leases [Member]
Property and Equipment [Line Items]
Property and equipment, gross	$ 0	$ 452

XML

Operating Lease Commitments (Tables)

12 Months Ended

Mar. 30, 2012

Leases, Operating [Abstract]

Operating Leases of Lessee Disclosure [Table Text Block]

Fiscal Year:
	2013		$	24,935
	2014			19,232
	2015			11,542
	2016			5,912
	2017			3,530
	Thereafter			6,813
		Total	$	71,964

XML

Subsequent Events

12 Months Ended

Mar. 30, 2012

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

Restructuring Plan

During the first quarter of fiscal year 2013 the Company's Board of Directors approved a strategic restructuring plan designed to transform the Company, focusing its efforts and investments on what it believes will be the fastest growing segments of non-acute, alternate site healthcare in the U.S. Specifically, the Company will focus on physician, laboratory, in-office dispensing, and the home care and hospice markets.

The restructuring plan will include the sale of two business units serving skilled nursing facilities and specialty dental practices, the integration of all warehouse operations into one common distribution infrastructure, as well as a redesign of the shared services function. The Company determined that certain held for sale criteria had not been met as of March 30, 2012, and therefore reports the assets, liabilities, and the related results of operations as continuing operations.

The Company is currently unable to make a good faith estimate of the amount or range of amounts expected to be incurred in connection with the strategic restructuring plan, both with respect to each major type of cost associated therewith and with respect to the total cost, or an estimate of the amount or range of amounts that will result in future cash expenditures for such transaction. The Company expects to complete the restructuring plan within the next several fiscal years.

Acquisitions

Subsequent to March 30, 2012, the Company completed two acquisitions that were individually immaterial, but material in the aggregate. The combined purchase price of the acquisitions was $72,400, of which $3,900 was held in escrow and $6,000 was held by the Company to secure certain adjustments or claims.

If the acquisitions of the companies had occurred on the first day of fiscal year 2011, consolidated net sales for the years ended March 30, 2012 and April 1, 2011 would have been $2,218,450 and $2,142,594, excluding the pro forma results of other acquisitions made during the current period. This pro forma information is unaudited and is not necessarily indicative of the results of operations that actually would have resulted had the acquisitions occurred on the date indicated above or that may result in the future, and does not reflect potential synergies.

Due to the proximity of the acquisitions' closing to the Company's filing date, the initial accounting for the acquisition has not been finalized. As a result, the Company has not provided additional disclosures required for business combinations.

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Schedule II - Valuation and Qualifying Accounts

12 Months Ended

Mar. 30, 2012

Valuation and Qualifying Accounts [Abstract]

SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS

PSS WORLD MEDICAL, INC. AND SUBSIDIARIES

SCHEDULE II--VALUATION AND QUALIFYING ACCOUNTS

FOR THE YEARS ENDED March 30, 2012, April 1, 2011 and April 2, 2010

(Dollars in Thousands)

Description		Balance at Beginning of Period		Provision Charged to Expense		Write-offs(a)		Balance at End of Period
Valuation Allowance for Accounts Receivable:
	Fiscal year ended March 30, 2012	$	5,808	$	2,858	$	2,452	$	6,214
	Fiscal year ended April 1, 2011	$	6,310	$	1,741	$	2,243	$	5,808
	Fiscal year ended April 2, 2010	$	7,041	$	3,795	$	4,526	$	6,310
Other:(b)
	Fiscal year ended March 30, 2012	$	8,961		N/A		N/A	$	17,796
	Fiscal year ended April 1, 2011	$	5,923		N/A		N/A	$	8,961
	Fiscal year ended April 2, 2010	$	5,044		N/A		N/A	$	5,923

• Uncollectible accounts written off, net of recoveries.
• Includes (i) sales returns and allowance, (ii) reserve for rebates receivable, and (iii) contractual billing adjustments.

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Nature of Operations

12 Months Ended

Mar. 30, 2012

Organization, Consolidation and Presentation of Financial Statements [Abstract]

NATURE OF OPERATIONS

PSS World Medical, Inc. (the “Company” or “PSSI”), a Florida corporation, began operations in 1983. The Company is a national distributor of medical products and supplies, diagnostic equipment, healthcare information technology and pharmaceutical products, and provides professional and consulting services to the physician, long-term care, assisted living, home health care, and hospice markets. The Company has full-service distribution centers strategically located to efficiently serve all 50 states throughout the United States.

The Company currently conducts business through two operating segments, the Physician Business and the Extended Care Business, which serve a diverse customer base.A third reporting segment, Shared Services, consists of departments that support the operating segments through the delivery of standardized service.

The Physician Business, or the Physician Sales & Service division, is a leading distributor of medical supplies, diagnostic equipment, pharmaceutical-related products, healthcare information technology, professional and consulting services and physician dispensing solutions to alternate site healthcare providers in the U.S. The Physician Business currently operates 33 full-service distribution centers, 39 break-freight locations, 2service centers, and 2 redistribution facilities, some of which are shared with the Extended Care Business, serving physician offices in all 50 states.

The Extended Care Business, or the Gulf South Medical Supply division, is a national distributor of medical supplies and related products and solutions to the extended care industry in the United States. The Extended Care Business serves the skilled nursing home,assisted living, home health care,and hospice markets. In addition, theExtended Care Business also provides Medicare Part B billing services, either on a fee-for-service or a full-assignment basis and Medicaid billing services to the assisted living market. The Extended Care Business currently operates 18 full-service distribution centers, 10 break-freight locations, 2 service centers, and 2 redistribution facilities, some of which are shared with the Physician Business, serving independent and regional skilled nursing facilities, assisted living centers, home health care,and hospice providers in all 50 states.

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Significant Accounting Policies

12 Months Ended

Mar. 30, 2012

Accounting Policies [Abstract]

Basis of Presentation Policy

Basis of Presentation

The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and include the accounts of PSS World Medical, Inc. and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation.

The Company reports its year-end financial position, results of operations, and cash flows on the Friday closest to March 31. Fiscal years 2012 and 2011 each consisted of 52 weeks and 253 selling days and fiscal year2010 consisted of 53 weeks or 258 selling days.

Use of Estimates Policy

Use of Estimates

The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant items subject to such estimates and assumptions include the carrying amount of inventories, property and equipment, goodwill, and intangibles; allowances for doubtful accounts receivables, contractual billing adjustments and vendor rebate receivables; valuation allowances for deferred income taxes; liabilities for loss contingencies; incentive and stock-based compensation expense; and valuations associated with business combinations. Actual results could differ from the estimates and assumptions used in preparing the consolidated financial statements.

Fair Value of Financial Instruments Policy

Fair Value of Financial Instruments

The carrying amounts of the Company's current financial instruments, including cash and cash equivalents, short-term trade receivables, and accounts payable, approximate their fair values due to the short-term nature of these assets and liabilities. The gross carrying value of the Company's 6.375% unsecured senior notes issued in 2012 as of March 30, 2012was $250,000 and the fair value, estimated using a third party valuation model, was approximately $257,500.The gross carrying value of the Company's 3.125% senior convertible notes issued in 2008 as of March 30, 2012 and April 1, 2011 was $230,000 and the fair value, estimated using a third party valuation model, was approximately $302,174 and $323,800, respectively.

Cash and Cash Equivalents Policy

Cash and Cash Equivalents

Cash and cash equivalents generally consist of demand deposits with financial institutions and highly liquid investment grade instruments having maturities of three months or less at the date of purchase. Cash and cash equivalents are stated at cost, which approximates market value.

Outstanding checks in excess of cash balances available for a legal right of offset are reclassified to Accounts payable on the Consolidated Balance Sheets. Amounts reclassified to accounts payable were $10,069 and $13,425 as of March 30, 2012 and April 1, 2011, respectively.

Accounts Receivable Policy

Accounts Receivable

Trade accounts receivable consists of amounts owed to the Company and is stated net of allowances, which approximates fair value due to the short-term nature of the asset. The Company's outstanding accounts receivable balances are exposed to credit risk and valuation allowances are established for estimated losses resulting from non-collection of outstanding amounts due from customers. The valuation allowances include specific amounts for those accounts that are deemed likely to be uncollectible, such as disputed amounts andcustomers in bankruptcy, and general allowances for accounts that management currently believes to be collectible but that may later become uncollectible. Estimates are used to determine the valuation allowances and are generally based on historical collection results, current economic trends, credit-worthiness of customers, and changes in customer payment terms. Cash flows related to changes in accounts receivable balances are classified as operating activities within the Consolidated Statements of Cash Flows.

The Physician Business' trade accounts receivable consists of many individual accounts, none of which is individually significant to the Company. The Physician Business had allowances for doubtful accounts of approximately $3,167 and $2,934 as of March 30, 2012 and April 1, 2011, respectively. During fiscal years 2012, 2011, and 2010, bad debt expense was less than 1% of net sales.

The Extended Care Business' trade accounts receivable has a number of large customer accounts that are significant to its business. Approximately 16%, 16%, and 15%, of the Extended Care Business' net sales for the fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010, respectively, represent net sales to its largest five customers. As of March 30, 2012 and April 1, 2011, the outstanding accounts receivable balances of these customers represented approximately 10% of accounts receivable, net of allowance for doubtful accounts, respectively. The Extended Care Business had allowances for doubtful accounts of approximately $3,047 and $2,875 as ofMarch 30, 2012 and April 1, 2011, respectively. During fiscal years 2012, 2011, and 2010, bad debt expense was less than 1% of net sales.

Over the past three years, the Company's average allowance for doubtful accounts has represented 2% of the Physician Business' gross accounts receivable balance, and 4% of the Extended Care business' gross accounts receivable balance.

Contractual Billing Adjustments Policy

Contractual Billing Adjustments

The Company provides medical claim billing services on a fee-for-service or a full-assignment basis and records claims receivable due from insurance carriers. A claim may become uncollectible in full due to denial, or partially uncollectable due to discounts taken. Management estimatescontractual billing adjustments based on historical collection experience, and also considers voided claims and claims written off. Contractual billing adjustments are recorded as a reduction to Net sales on the Consolidated Statements of Operations.

Inventories Policy

Inventories

Inventories consist of medical products, medical equipment, and other related products and are stated at the lower of cost or market. Cost is determined using the first-in, first-out (“FIFO”) method. Market is defined as net realizable value. The net realizable value of excess and slow moving inventory is determined using judgment as to when inventory will be sold and the quantities and prices at which inventory will be sold in the normal course of business. Obsolete or damaged inventory is disposed of or written down to net realizable value on a quarterly basis. Additional adjustments, if necessary, are made based on management's specific review of inventory on-hand. Cash flows related to changes in inventory are classified as operating activities within the Consolidated Statements of Cash Flows.

Property and Equipment Policy

Property and Equipment

Property and equipment are stated at cost. Depreciation is computed using the straight-line method over the following estimated useful lives of the respective classes of assets:

	Useful Life
Equipment	2 to 10 years
Computer hardware and software	3 to 15 years
Capitalized internal-use software costs	5 to 15 years

Leasehold improvements are amortized over the shorter of the lease term or the estimated useful life. Management is required to use judgment in determining the estimated useful lives of such assets. Changes in circumstances such as technological advances, changes to the Company's business model, changes in the Company's business strategy, or changes in the planned use of property and equipment could result in the actual useful lives differing from the Company's current estimates. In those cases where the Company determines the useful life of property and equipment should be shortened or extended, the Company depreciates the net book value in excess of the estimated salvage value over its revised remaining useful life.

The Company capitalizes the following costs associated with developing internal-use computer software: (i) external direct costs of materials and services consumed in developing or obtaining internal-use computer software; (ii) certain payroll and payroll-related costs for Company employees who are directly associated with the development of internal-use software, to the extent of time spent directly on the project; and (iii) interest costs incurred while developing internal-use computer software. According to ASC 835-20, Interest-Capitalization of Interest, interest cost may be capitalized as a part of the historical cost of acquiring certain assets, such as assets that are constructed or produced for a company's own use. The amount of capitalized interest during fiscal years 2012, 2011, and 2010 was $897, $511, and $1,182, respectively.

Gains or losses upon retirement or disposal of property and equipment are recorded in Other income, net in the accompanying Consolidated Statements of Operations. Normal repair and maintenance costs that do not substantially extend the life of property and equipment are expensed as incurred.

Goodwill Policy

Goodwill

Goodwill represents the future economic benefits and synergies arising from other assets acquired in a business combination that are not individually identified and separately recognized. In accordance with the provisions of ASC 350-20, Intangibles – Goodwill and Other – Goodwill, goodwill is reviewed for impairment annually as of the last day of the fiscal year. An interim review is performed between annual tests whenever events or changes in circumstances indicate the carrying amount of the goodwill may be impaired. Because the estimated fair value of the reporting units exceeded the carrying amount of the goodwill, there was no impairment as of March 30, 2012 and April 1, 2011.

Intangibles Policy

Intangibles

ASC 350-30, Intangibles – Goodwill and Other – General Intangibles Other Than Goodwill, requires intangible assets with finite useful lives be amortized over their respective estimated useful lives. Amortization is computed using the straight-line method.

Certain sales representatives employed by the Physician and Extended Care Businesses have executed employment agreements in exchange for a cash payment (“Nonsolicitation Agreements”). These employment agreements include nonsolicitation covenants, which state that the sales representative can neither solicit nor accept business from certain of the Company's customers for a stated period of time subsequent to the date the sales representative ceases employment with the Company. The costs associated with these Nonsolicitation Agreements are capitalized and amortized on a straight-line basis over their estimated useful lives, plus the stated nonsolicitation period. If a sales representative terminates employment prior to the end of the estimated useful life of the agreement, the remaining net book value of the asset is amortized over the stated nonsolicitation period.

During the period the sales representatives remain employed with the Company, the nonsolicitation intangible asset is evaluated for impairment in accordance with the provisions of ASC 360-10, Property, Plant, and Equipment – Overall.This standard requires the Company to test for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. Certain factors which may indicate an impairment exists include, but are not limited to: (i) a change in a state's legal system that would impact any legal opinion relied upon when assessing enforceability of the nonsolicitation covenants, (ii) a decline in gross profit or sales volume, (iii) death, or (iv) full retirement by the sales representative. In the event the carrying value of the assets were to be determined unrecoverable, the Company would estimate the fair value of the assets and record an impairment charge for the excess of the carrying value over the fair value. There were no impairments as ofMarch 30, 2012 or April 1, 2011.

Impairment of Long-Lived Assets Policy

Impairment of Long-Lived Assets

Long-lived assets, other than goodwill and indefinite-lived intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount may not be recoverable in accordance with ASC 360-10, Property, Plant, and Equipment – Overall. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted future cash flows expected to result from the use and eventual disposition of the asset. The impairment loss is measured as the amount by which the carrying amount of the long-lived asset exceeds fair value.

The Company evaluates the recoverability of indefinite-lived intangible assets annually in accordance with ASC 350-30, Intangibles – Goodwill and Other – General Intangibles Other Than Goodwill. An interim review may be performed more frequently, if events or changes in circumstances, such as a decline in sales, earnings, or cash flows, or material adverse changes in the business climate, indicate that the carrying value of an asset might be impaired.There were no impairments as of March 30, 2012 or April 1, 2011.

Discontinued Operations Policy

Discontinued Operations

A business is classified as a discontinued operation when the operations and cash flows of the business can be clearly distinguished and have been or will be eliminated from the Company's ongoing operations, the business has either been disposed of or is classified as held for sale, and the Company will not have any significant continuing involvement in the operations of the business after the disposal transaction. The results of discontinued operations (as well as the gain or loss on the disposal) are aggregated and separately presented in the Company's Consolidated Statements of Operations, net of income taxes, and in the Consolidated Statements of Cash Flows.

During the first quarter of fiscal year 2013 the Company's Board of Directors approved a strategic restructuring plan designed to transform the Company. The restructuring plan will include the sale of two business units serving skilled nursing facilities and specialty dental practices, the integration of all warehouse operations into one common distribution infrastructure, as well as a redesign of the shared services function. The Company determined that certain held for sale criteria had not been met as of March 30, 2012 and therefore reports the assets, liabilities, and the related results of operations as continuing operations.See Footnote 23, Subsequent Events, for additional information.

Insurance Coverage Policy

Insurance Coverage

The Company has a self-funded program for employee and dependent health insurance. This program includes an administrator, a large provider network, and stop loss reinsurance to cover individual claims in excess of $250 per person, with an additional aggregate specific deductible of $190 annually, and up to $2,000 catastrophic loss maximum per lifetime benefit per person. Claims incurred but not reported are recorded based on estimates of claims provided by the third party administrator and are included in Accrued expenses in the accompanying Consolidated Balance Sheets. The Company recognized $16,853, $13,153, and $13,452 in medical expenses, net of employee contributions, during the fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010, respectively.

The Company maintains a primary casualty insurance program for its automobile liability, employer's liability, and general liability risks, which in general provides limits of up to $2,000, $1,000, and $2,000, respectively. The primary program contains a deductible of $350 for automobile liability, $500 for employer's liability, and $100 for general liability, subject to a primary aggregate stop loss of approximately $8,000 for the current plan year. The Company also maintains workers compensation policies which have statutory limits that are based on state regulations and have a deductible of $500 per occurrence. In addition, the Company maintains an umbrella/excess liability program to cover occurrences in excess of the underlying primary limits.

Contingent Loss Accruals Policy

Contingent Loss Accruals

In determining the accrual necessary for probable loss contingencies as defined by ASC 450-20, Contingencies – Loss Contingencies, the Company includes estimates for professional fees, such as legal, accounting, and consulting, and other related costs to be incurred, unless such fees and related costs are not probable of being incurred or are not reasonably estimable.

Income Taxes Policy

Income Taxes

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the tax consequences attributable to temporary differences between the financial statement carrying amounts and the respective tax basis in existing assets and liabilities. Deferred tax assets and liabilities are measured using the tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Consolidated Statements of Operations in the period that includes the enactment date.The Company has not provided for U.S. income taxes on accumulated and undistributed earnings attributable to foreign operations as the Company intends to permanently reinvest these undistributed earnings.

Revenue Recognition Policy

Revenue Recognition

Revenue is recognized when persuasive evidence of an arrangement exists, evidence of delivery of products or services is obtained, the selling price is fixed or determinable, and collectability of the resulting accounts receivable is reasonably assured. The Company assesses collectability based upon a thorough evaluation of current and prospective customers' credit history and ability to pay. The Company establishes and adjusts credit terms and limits to reflect customer credit worthiness based upon this evaluation. Customer credit evaluations are updated periodically and for specific events or circumstances such as deterioration in the aging of account balances, bankruptcy filings, or notice or knowledge of financial difficulties.

Consolidated sales allowances are immaterial and generally represent less than 1% of gross sales.

Physician Business.The Physician Business has three primary sources of revenue: (i) the sale of consumable products; (ii) the sale of equipment; and (iii) claims processing services provided to physician dispensing customers.

Revenue from the sale of consumable products is recognized when products are shipped or delivered since at that time there is persuasive evidence that an arrangement exists, the price is fixed and determinable, and the collection of the resulting accounts receivable is reasonably assured. Revenue from the sale of single deliverable equipment is generally recognized when the equipment is shipped, unless there are multiple deliverables, in which case revenue is recognized when all obligations to the customer are fulfilled. Obligations to the customer are typically satisfied when installation and training are complete.Customers have the right to return consumable products and equipment. Sales allowances are recorded as a reduction of revenue for potential product returns and estimated billing errors. Management analyzes sales allowances quarterly using historical data adjusted for significant changes in volume and business conditions, as well as specific identification of significant returns or billing errors.

Revenue from claims processing services provided to physician dispensing customers is recognized when claims are processed. As the Company acts an agent in the arrangement, revenue is recorded on a net basis.

Extended Care Business.The Extended Care Business has three primary sources of revenue: (i) the sale of consumable products and services to skilled nursing home and assisted living facilities, hospice and home health care providers; (ii) service fees earned for providing Medicare Part B and Medicaid products and services; and (iii) consulting services to skilled nursing home and assisted living facilities, hospice and home health care providers.

Revenue from the sale of consumable products to skilled nursing home facilities, assisted living facilities, and home health care providers is recognized when products are shipped or delivered. Revenue for these products is recorded upon shipment since at that time there is persuasive evidence that an arrangement exists, the price is fixed and determinable, and the collection of the resulting accounts receivable is reasonably assured.

Revenue from providing ancillary medical supplies for Medicare Part B eligible patients and Medicaid eligible patients on a full assignment basis is recognized during the period the supplies are shipped to the eligible patients. The product is shipped to the facility patient specific and becomes the property of that specific patient. Revenue is recorded at the amounts expected to be collected from Medicare, Medicaid, other third-party payers, and directly from customers. Reimbursement from Medicare is subject to review by appropriate government regulators. Revenue from providing Medicare Part B and Medicaid billing services on a fee for service basis is recognized when billing services are rendered to the customer.

Revenue from the sale of consulting services to skilled nursing home and assisted living facilities, hospice and home health care providers is recognized when services are rendered to the customer.

Customers have the right to return consumable products and equipment. Sales allowances are recorded as a reduction of revenue for (i) potential product and equipment returns, (ii) patients that turn out to be ineligible to be billed to Medicare or other payor, and (iii) Medicare Part B and Medicaid reimbursement denials, capped rental of enteral pumps, and billing errors. Management analyzes actual revenue adjustments and Medicare Part B reimbursement denials using historical actual cash collection and actual adjustments to gross revenue. The historical percentage is used to estimate the future cash collections and required accounts receivable reserve. Additional allowances are recorded for any significant specific adjustments known to management.

Vendor Rebates Policy

Vendor Rebates

The Company receives transaction-based and performance-based rebates from third party suppliers. Transaction-based rebates are generally associated with a specific customer contract and are recognized as a reduction to cost of goods sold at the time the transaction occurs. Management establishes a reserve for uncollectible transaction-based vendor rebates based on management's judgment after considering the status of current outstanding rebate claims, historical denial experience with suppliers, and any other pertinent available information.

In accordance with ASC 605-50, Revenue Recognition – Customer Payments and Incentives, performance-based rebates are recognized based on a systematic estimation of the consideration to be received relative to the transaction that marks the progress of the Company toward earning vendor rebates, provided the collection of the amounts is, in the judgment of management, reasonably assured. The factors the Company considers in estimating performance-based rebates include actual inventory purchases or sales volumes, in conjunction with vendor rebate contract terms, which generally provide for increasing rebates based on either increased purchases or sales volume. Performance-based rebates are recognized in income only if the related inventory has been sold.

In accordance with ASC 605-50, Revenue Recognition – Customer Payments and Incentives, sales incentive arrangements that meet certain criteria are not recorded as a reduction of cost of sales. Accordingly, reimbursements from manufacturers under these arrangements are recognized by the Company as revenue rather than a reduction of cost of sales.

(in thousands)	Physician Business
Rebates included within:	2012		2011		2010
Net sales	$	759	$	1,237	$	2,433
Cost of goods sold		124,792		107,924		108,143
Total	$	125,551	$	109,161	$	110,576
	Extended Care Business
Rebates included within:	2012		2011		2010
Cost of goods sold	$	106,251	$	108,718	$	106,141
	Total Company
Rebates included within:	2012		2011		2010
Net sales	$	759	$	1,237	$	2,433
Cost of goods sold		231,043		216,642		214,284
Total	$	231,802	$	217,879	$	216,717

Shipping and Handling Costs Policy

Shipping and Handling Costs

Shipping and handling costs billed to customers are included in Net sales and totaled approximately $15,832, $13,521, and $11,383, for fiscal years 2012, 2011, and 2010, respectively. Shipping and handling costs incurred by the Company, which are included in General and administrative expenses, totaled approximately $110,142, $105,334, and $104,134, for fiscal years 2012, 2011, and 2010, respectively.

Convertible Debt Instruments Policy

Convertible Debt Instruments

In accordance with ASC 470-20, Debt – Debt with Conversion and Other Options, issuers of convertible debt instruments that may be settled in cash upon conversion (including partial cash settlements) should separately account for the liability and equity components in a manner that reflects an estimate of the entity's nonconvertible debt borrowing rate when interest expense is recognized in subsequent periods. The equity components of the Company's senior convertible notes are included in Additional paid in capital in the Consolidated Balance Sheets, with a corresponding reduction in the carrying values of these convertible notes as of the date of issuance or modification, as applicable. The reduced carrying values of the convertible notes are accreted to principal amounts through the recognition of non-cash interest expense. This accretion results in recognizing interest expense on these borrowings at effective rates approximating what would have been incurred had the Company issued nonconvertible debt with otherwise similar terms. See Footnote 12, Debt, for additional information.

Derivative Financial Instruments Policy

Derivative Financial Instruments

Derivative financial instruments are accounted for under ASC 815, Derivatives and Hedging. Accordingly, all derivatives are recorded on the balance sheet as assets or liabilities and measured at fair value. For derivatives designated as cash flow hedges, the effective portion of the changes in fair value of the derivatives are recorded in Accumulated other comprehensive income and subsequently recognized in earnings when the hedged items impact earnings, typically upon settlement. Changes in the fair value of derivatives not designated as hedges and the ineffective portion of cash flow hedges are recorded in current earnings.

Guidance within ASC 815, Derivatives and Hedging, requires enhanced disclosures about an entity's derivative and hedging activities, including (i) how and why an entity uses derivative instruments, (ii) how derivative instruments and related hedged items are accounted for and its related interpretations, and (iii) how derivative instruments and related hedged items affect an entity's financial position, financial performance, and cash flows.

Derivative financial instruments are used principally in the management of the Company's interest rate exposure. During the fiscal year ended March 28, 2008, the Company entered into an interest rate swap agreement to hedge the variable interest rate of its revolving line of credit. The interest rate swap was designated as a cash flow hedge. During fiscal year ended April 2, 2010, the interest rate swap matured. Amounts paid upon maturity of the interest rate swap agreement were recorded as additions to interest expense. Refer to Footnote 12, Debt, for additional information regarding the Company's interest rate swap agreement.

Earnings Per Share Policy

Earnings Per Share

Basic and diluted earnings per share are presented in accordance with ASC 260, Earnings Per Share.Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income by the weighted average number of common and common equivalent shares outstanding during the period adjusted for the potential dilutive effect of unvested restricted stock and stock options using the treasury stock method and the conversion of the senior convertible notes. Common equivalent shares are excluded from the computation in periods in which they have an anti-dilutive effect.

The following table sets forth computational data for the denominator in the basic and diluted earnings per share calculation for fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010:

(in thousands)		2012	2011	2010
Denominator-weighted average shares outstanding used
	in computing basic earnings per share	51,998	54,996	58,029
Assumed exercise of stock options(a)		63	198	324
Assumed vesting of restricted stock		453	650	514
Assumed conversion of 2008 Notes		1,475	702	76
Denominator-weighted average shares outstanding used
	in computing diluted earnings per share	53,989	56,546	58,943

(a)       There were no antidilutive options outstanding as of March 30, 2012, April 1, 2011, and April 2, 2010.

In accordance with ASC 260, Earnings Per Share, and the Company's stated policy of settling the principal amount in cash, the Company is required to include shares underlying the 2008 Notes in its diluted weighted average shares outstanding due to the average stock price per share for the period exceeding $21.22 (the conversion price for the senior convertible notes) during fiscal year ended March 30, 2012. Only the number of shares that would be issuable (under the treasury stock method of accounting for share dilution) was included, which was based upon the amount by which the average stock price exceeded the conversion price. If the price of the Company's common stock exceeds $28.29 per share, it will also include the effect of the additional potential shares that may be issued related to the warrants transactions associated with the 2008 Notes, using the treasury stock method. Prior to conversion, the purchased options associated with the 2008 Notes are not considered for purposes of the dilutive earnings per share calculation as their effect is considered to be anti-dilutive. Refer to Footnote 12, Debt, for additional information regarding the 2008 Notes.

Stock-Based Compensation Policy

Stock-Based Compensation

Effective April 1, 2006, the Company adopted the provisions of ASC 718, Compensation – Stock Compensation, (“ASC 718”)using the modified prospective transition method, and therefore, has not restated results for prior periods. The Company applies the fair value recognition provisions of the guidance as it relates to the Company's stock-based compensation, which requires the Company to recognize expense for the fair value of stock-based compensation awards. Refer to Footnote 15, Incentive and Stock-Based Compensation, for additional information.

Comprehensive Income Policy

Comprehensive Income

Comprehensive income represents all changes in equity of an enterprise that result from recognized transactions and other economic events during the period. Other comprehensive income refers to revenues, expenses, gains, and losses that under GAAP are included in comprehensive income but excluded from net income, such as the unrealized gain or loss on the interest rate swap and unrealized holding gain or loss on available-for-sale investments.

Marketable Securities Policy

Marketable Securities

As of March 30, 2012, the Company held no investment in available for sale securities. Equity securities previously held by the Company were considered to be available for sale and carried at fair value as of the balance sheet dates. Fair values were based on quoted market prices.

Realized gains and losses on the sale of investments were determined on the basis of the cost of the specific investments sold and were credited or charged to income on a trade date basis. Unrealized gains or losses on equity securities which were classified as available for sale, net of applicable deferred income taxes (benefits), were excluded from earnings and credited or charged directly to a separate component of stockholders' equity.

Share Repurchases Policy

Share Repurchases

The Company repurchases its common stock under stock repurchase programs authorized by the Company's Board of Directors. The Company retires shares upon repurchase. Payments to repurchase shares are recorded to Common stockon the Consolidated Balance Sheets, with the amount in excess of par value recorded to Additional paid-in capitalon the Consolidated Balance Sheets.

During fiscal year 2012, the Company'sadditional paid-in capital balance was reduced to zero as a result of share repurchases.  In accordance with ASC 505, Equity, retirements of the Company'sshares may be recorded as a reduction of additional paid-in capital to the extent that previous net gains from sales or retirements of the same class of stock remain, and otherwise should be recorded to retained earnings.  As a result, retained earnings was reduced by $7,154 during fiscal year 2012, which represented share repurchases occurring after the additional paid-in capital balance had been reduced to zero.  

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Debt (Tables)

12 Months Ended

Mar. 30, 2012

Debt Disclosure [Abstract]

Schedule of Debt [Table Text Block]

		As of
		March 30, 2012			April 1, 2011
Revolving line of credit			$	-		$	-
2012 Notes				250,000			-
2008 Notes				204,916			195,643
Capital lease obligations				-			780
	Total debt			454,916			196,423
Less: Current portion of debt				-			761
	Long-term debt		$	454,916		$	195,662

Schedule of Convertible Debt [Table Text Block]

	Liability Component						Equity Component
(in thousands)	Principal		Unamortized		Net Carrying		Carrying Amount
2008 Notes	Balance		Discount		Amount		Pretax(a)
March 30, 2012	$	230,000	$	(25,084)	$	204,916	$	55,636
April 1, 2011	$	230,000	$	(34,357)	$	195,643	$	55,636

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Variable Interest Entity (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Mar. 30, 2012	Apr. 01, 2011	Apr. 02, 2010
Variable Interest Entity [Abstract]
Payment for investment in variable interest entity, net of cash	$ 0	$ 3,277	$ 0
Ownership percentage of variable interest entity upon conversion of note	73.00%
Methodology for determining whether entity is the primary beneficiary of the variable interest entity	Under the agreement, the Company obtained a majority of seats and control of Pathway’s Board of Directors. The convertible note is considered a variable interest and the Company was determined to be the primary beneficiary of Pathway.
Extent of, or lack of recourse, related to the variable interest entity	Pathway’s assets cannot be used to settle the Company’s obligations and Pathway’s creditors have no recourse to the general credit of the Company.

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Schedule II - Valuation and Qualifying Accounts (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Mar. 30, 2012 Allowance for Doubtful Accounts [Member]	Apr. 01, 2011 Allowance for Doubtful Accounts [Member]	Apr. 02, 2010 Allowance for Doubtful Accounts [Member]	Mar. 30, 2012 Allowance And Reserves For Other Accounts [Member]	Apr. 01, 2011 Allowance And Reserves For Other Accounts [Member]	Apr. 02, 2010 Allowance And Reserves For Other Accounts [Member]	Mar. 27, 2009 Allowance And Reserves For Other Accounts [Member]
Movement in Valuation Allowances and Reserves [Roll Forward]
Balance at beginning of period	$ 5,808	$ 6,310	$ 7,041	$ 17,796	$ 8,961	$ 5,923	$ 5,044
Provision charged to expense	2,858	1,741	3,795
Write-offs	2,452	2,243	4,526
Balance at end of period	$ 6,214	$ 5,808	$ 6,310	$ 17,796	$ 8,961	$ 5,923	$ 5,044

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Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Mar. 30, 2012	Apr. 01, 2011
Current Assets:
Cash and cash equivalents	$ 163,152	$ 29,348
Accounts receivable, net of allowance for doubtful accounts	257,700	247,229
Inventories	213,586	213,211
Deferred tax assets, net	16,962	20,533
Prepaid Expense and Other Assets, Current	34,292	34,285
Total current assets	685,692	544,606
Property and equipment, net	101,036	102,401
Other Assets:
Goodwill	201,752	167,094
Intangibles, net	54,600	41,879
Other assets	112,890	95,692
Total assets	1,155,970	951,672
Current Liabilities:
Accounts payable	146,533	128,057
Accrued expenses	41,753	37,175
Current portion of long-term debt	0	761
Other current liabilities	12,041	33,211
Total current liabilities	200,327	199,204
Revolving line of credit and long-term debt, excluding current portion	454,916	195,662
Other noncurrent liabilities	109,916	110,280
Total liabilities	765,159	505,146
Equity:
Preferred stock, $0.01 par value; 1,000,000 shares authorized, no shares issued and outstanding	0	0
Common stock, $0.01 par value; 150,000,000 shares authorized, 50,312,323 and 55,465,600 shares issued and outstanding as of March 30, 2012 and April 1, 2011, respectively	495	546
Additional paid-in capital	0	122,912
Retained earnings	386,633	319,468
Total PSS World Medical, Inc. shareholders' equity	387,128	442,926
Noncontrolling interest	3,683	3,600
Total equity	390,811	446,526
Total liabilities and equity	$ 1,155,970	$ 951,672

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Segment Information (Tables)

12 Months Ended

Mar. 30, 2012

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment [Table Text Block]

					2012		2011		2010
NET SALES:
	Physician Business			$	1,512,719	$	1,425,012	$	1,437,823
	Extended Care Business				587,388		607,750		614,937
	Shared Services				1,895		2,027		2,411
		Total net sales		$	2,102,002	$	2,034,789	$	2,055,171
NET SALES BY PRODUCT TYPE:
	Consumable products			$	1,497,146	$	1,504,255	$	1,563,462
	Pharmaceutical products				350,704		330,572		333,026
	Equipment				146,030		138,414		134,067
	Physician dispensing solutions				84,328		36,899		-
	Billing services				10,549		11,956		13,219
	Customer freight charges				15,544		13,382		10,926
	Vendor incentive and other income				(2,299)		(689)		471
		Total net sales		$	2,102,002	$	2,034,789	$	2,055,171
INCOME FROM OPERATIONS:
	Physician Business			$	144,767	$	137,995	$	137,261
	Extended Care Business				27,620		37,782		38,017
	Shared Services				(39,031)		(42,221)		(54,297)
		Total income from operations		$	133,356	$	133,556	$	120,981
DEPRECIATION:
	Physician Business			$	11,100	$	9,515	$	7,983
	Extended Care Business				5,341		5,024		4,984
	Shared Services				10,406		10,526		8,973
		Total depreciation		$	26,847	$	25,065	$	21,940
AMORTIZATION OF INTANGIBLE ASSETS:
	Physician Business			$	5,798	$	2,956	$	2,343
	Extended Care Business				2,491		2,757		2,432
	Shared Services				641		665		346
		Total amortization of intangible assets		$	8,930	$	6,378	$	5,121
PROVISIONS FOR DOUBTFUL ACCOUNTS
	AND NOTES RECEIVABLE:
	Physician Business			$	2,288	$	1,792	$	1,944
	Extended Care Business				570		(51)		1,851
		Total provision for doubtful accounts and
			notes receivable	$	2,858	$	1,741	$	3,795
INTEREST EXPENSE:
	Physician Business			$	4,706	$	4,631	$	4,110
	Extended Care Business				8,391		8,157		8,192
	Shared Services				7,051		4,333		4,993
		Total interest expense		$	20,148	$	17,121	$	17,295
PROVISION FOR INCOME TAXES:
	Physician Business			$	50,248	$	49,951	$	49,982
	Extended Care Business				6,938		11,212		11,103
	Shared Services				(16,123)		(16,602)		(20,318)
		Total provision for income taxes		$	41,063	$	44,561	$	40,767
CAPITAL EXPENDITURES:
	Physician Business			$	2,864	$	1,554	$	1,282
	Extended Care Business				911		1,659		509
	Shared Services				20,143		15,014		24,132
		Total capital expenditures		$	23,918	$	18,227	$	25,923
ASSETS:
	Physician Business			$	606,725	$	570,278	$	440,916
	Extended Care Business				323,710		298,016		298,063
	Shared Services				225,535		83,378		133,087
		Total assets		$	1,155,970	$	951,672	$	872,066

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Consolidated Statements Of Equity And Comprehensive Income (Parenthetical) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Apr. 02, 2010
Statements Of Equity And Comprehensive Income Parenthetical [Abstract]
Other Comprehensive Income (Loss), Unrealized Holding Gain (Loss) on Securities Arising During Period, Tax	$ 33
Tax effect on reclassification adjustments for gains on available-for-sale investments included in net income	1,375
Tax effect on unrealized loss on interest rate swap	$ 339

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Accrued Expenses (Details) (USD $) In Thousands, unless otherwise specified	Mar. 30, 2012	Apr. 01, 2011
Accrued Liabilities, Current [Abstract]
Accrued payroll	$ 16,788	$ 14,486
Accrued interest	2,598	1,245
Accrued incentive compensation	1,204	8,085
Other	21,163	13,359
Accrued expenses	$ 41,753	$ 37,175

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Fair Value Measurements (Tables)

12 Months Ended

Mar. 30, 2012

Fair Value Disclosures [Abstract]

Fair Value, Measurement Inputs, Disclosure [Table Text Block]

(in thousands)
March 30, 2012			Level 1		Level 3		Total
Assets:
	Conversion option on VIE convertible note(a)		$	-	$	701	$	701
Liabilities:
	Deferred compensation(b)		$	94,394	$	-	$	94,394
	Contingent consideration(c)			-		493		493
		Total liabilities	$	94,394	$	493	$	94,887
April 1, 2011			Level 1		Level 3		Total
Assets:
	Conversion option on VIE convertible note(a)		$	-	$	845	$	845
Liabilities:
	Deferred compensation(b)		$	84,165	$	-	$	84,165
	Contingent consideration(c)			-		10,155		10,155
		Total liabilities	$	84,165	$	10,155	$	94,320

Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block]

		Level 3 Instruments
Assets:
Balance, April 1, 2011		$	845
	Fair value adjustment included in earnings		(144)
Balance, March 30, 2012		$	701

Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block]

Liabilities:
Balance, April 1, 2011		$	10,155
	Additions		490
	Settlement of obligation		(9,500)
	Fair value adjustment included in earnings		(652)
Balance, March 30, 2012		$	493

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Operating Lease Commitments (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Mar. 30, 2012	Apr. 01, 2011	Apr. 02, 2010
Leases, Operating [Abstract]
Rent expense for operating leases	$ 30,429	$ 30,149	$ 29,803
Operating Leases, Future Minimum Payments Due [Abstract]
Operating leases, future minimum payments due, current	24,935
Future minimum payments due, in two years	19,232
Future minimum payments due, in three years	11,542
Future minimum payments due, in four years	5,912
Future minimum payments due, in five years	3,530
Future minimum payments due, thereafter	6,813
Total future minimum payments due	$ 71,964

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Incentive and Stock-Based Compensation

12 Months Ended

Mar. 30, 2012

Incentive And Stock-based Compensation [Abstract]

INCENTIVE AND STOCK-BASED COMPENSATION

Equity Incentive Plans

The Company has equity incentive plans for the benefit of certain officers, directors, and employees. The Compensation Committee of the Board of Directors has the discretion to make grants under these plans in the form of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, performance units, dividend equivalents, other stock-based awards, or other rights or interests relating to common stock or cash.

On June 7, 2006, the Board of Directors approved the PSS World Medical, Inc. 2006 Incentive Plan (the “2006 Plan”), a stock incentive plan under which equity may be granted to the Company's officers, directors, and employees. The 2006 Plan became effective as of August 24, 2006, the date on which shareholders approved the plan. Grants under the 2006 Plan may be made in the form of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, restricted or deferred stock units, performance awards, dividend equivalents, performance-based cash awards, and other stock-based awards. Subject to adjustment as provided in the plan, the aggregate number of shares of common stock reserved and available for issuance pursuant to awards granted under the 2006 Plan is approximately1,906 as of March 30, 2012.

In addition to the 2006 Plan, the Company maintains the 2004 Non-Employee Directors Compensation Plan (the “2004 Directors Plan”), which permits the grant of restricted stock to the Company's non-employee directors. Subject to adjustment as provided in the plan, the aggregate number of shares of common stock reserved and available for issuance pursuant to awards granted under the 2004 Directors Plan is approximately 230 as of March 30, 2012. It is the Company's policy to issue shares of common stock upon exercise of stock options or the grant of restricted stock from those shares reserved for issuance under the stock incentive plans.

Outstanding stock-based awards granted under equity incentive plans are as follows:

(in thousands)		March 30, 2012		April 1, 2011		April 2, 2010
Stock options(a)			49		220		558
Restricted stock(b)			773		830		969
Restricted stock units(a)			575		670		593
Deferred stock units(a)			8		15		11
	Total outstanding stock based awards		1,405		1,735		2,131

• Amounts are excluded from shares of common stock issued and outstanding. Amounts for Performance Share units are based on the Company's current estimate of shares expected to vest.
• Amounts are included in shares of common stock issued and outstanding on the face of the balance sheet and in calculating weighted average shares outstanding, but are not considered outstanding for accounting purposes until restrictions lapse.

ASC 718 requires companies to recognize the cost of employee services received in exchange for awards of equity instruments in the financial statements based on the grant date fair value of those awards, net of estimated forfeitures over the awards' vesting period. ASC 718 requires forfeitures to be estimated at the time of grant and adjusted, if necessary, in subsequent periods if actual forfeitures differ from those estimates. When estimating forfeitures, the Company considers voluntary termination behaviors as well as trends of actual equity based awards forfeited.

Stock Option Awards

On June 6, 2008, the Compensation Committee of the Company's Board of Directors approved a retention award of 200 stock options under the Company's 2006 Incentive Stock Plan to the Company's former Chairman and Chief Executive Officer. The stock options awarded were to cliff-vest on the five-year anniversary of the grant date.

During the fiscal year ended 2010, the shares were forfeited due to the departure of the Company's former Chairman and Chief Executive Officer. As a result, $580 ($358, net of tax) was recognized as an adjustment to reduce stock-based compensation during fiscal year 2010.

The following table summarizes the number of common shares to be issued upon exercise of outstanding options and the number of common shares remaining available for future issuance under the existing stock incentive plans as ofMarch 30, 2012:

(in thousands)		Number of securities to be issued upon exercise of outstanding options	Number of securities remaining available for future issuance
Equity compensation plans approved by shareholders:
	1999 Long-term Incentive Plan(a)	10	-
	Amended and Restated Directors' Stock Plan(a)	28	-
	PSS World Medical, Inc. 2006 Incentive Plan(b)	-	1,906
	2004 Non-Employee Directors Compensation Plan(c)	-	230
		38	2,136
Equity compensation plan not approved by shareholders:
	1999 Broad Based Employee Stock Plan(a)	11	-
	Total	49	2,136

• These plans are terminated; however, options remain outstanding as ofMarch 30, 2012 which are exercisable.
• This plan superseded the 1999 Long-term Incentive Plan and the 1999 Broad Based Employee Stock Plan and was approved by shareholders on August 24, 2006.
• This plan superseded the Amended and Restated Directors' Stock Plan and was approved by shareholders during fiscal year 2005.

The following table summarizes the stock option activity during the period from March 27, 2009 to March 30, 2012:

(share amounts in thousands)		Shares	Weighted Average Exercise Price			Weighted Average Contractual Term	Aggregate Intrinsic Value
Outstanding at, March 27, 2009		1,306		$	9.20	3.4		$	7,909
	Exercised	(548)			8.15
	Expired	(200)			17.98
Outstanding at, April 2, 2010		558		$	7.05	1.9		$	9,252
	Exercised	(338)			6.15
Outstanding at, April 1, 2011		220		$	8.44	1.7		$	4,115
	Exercised	(171)			8.09
Outstanding and Exercisable at, March 30, 2012		49		$	9.63	1.5		$	789

The aggregate intrinsic value in the table above represents the total pretax intrinsic value (the difference between the Company's closing stock price of $25.34on the last trading day of the Company's fiscal year end and the exercise price, multiplied by the number of outstanding stock options) that would have been received by the option holders had all option holders exercised their options on March 30, 2012. This amount changes over time based on changes in the fair market value of the Company's stock.

The total intrinsic value of stock options exercised during fiscal years endedMarch 30, 2012 and April 1, 2011 was $2,926 and $5,684, respectively. Cash received from stock option exercises during the fiscal year ended March 30, 2012 and April 1, 2011 was approximately $1,383and $2,079, respectively. The actual tax benefit realized for the tax deductions from stock option exercises totaled approximately $1,115 and $2,161during the fiscal years ended March 30, 2012 and April 1, 2011, respectively.

Restricted Stock Awards

The Company issues (i) restricted stock which vests based on the recipient's continued service over time (“Time-Based Awards”) and (ii) restricted stock or restricted stock units which vest based on the Company achieving specified performance measurements (“Performance-Based Awards”).

Time-Based Awards

The Company measures the fair value of Time-Based Awards on the date of grant based on the closing stock price. The related compensation expense is recognized on a straight-line basis over the vesting period, net of estimated forfeitures.

Performance-Based Awards

The Company issues (i) performance-based restricted stock units (“Performance Shares”), (ii) performance-accelerated restricted stock (“PARS”), which were issued in fiscal years 2011 and 2010, and (iii) performance-accelerated restricted stock units (“PARS Units”), which were issued in fiscal years2012 and 2011, under the Company's 2006 Incentive Plan.

The Performance Shares cliff-vest three years from the date of grant and convert to shares of common stock based on the Company's achievement of certain cumulative earnings per share growth targets. These awards, which are denominated in terms of a target number of shares, will be forfeited if performance falls below a designated threshold level and may increase up to 250% of the target number of shares for exceptional performance. The ultimate number of shares delivered to recipients and the related compensation cost recognized as expense will be based on actual performance. The Company recognizes compensation expense on a straight-line basis (net of estimated forfeitures) over the awards vesting period based on the Company's estimate of what will ultimately vest. This estimate may be adjusted in future periods based on actual experience and changes in management assumptions.

The PARS and PARS Units awards vest on the five-year anniversary of the grant date, subject to accelerated vesting after three years if the Company achieves an earnings per share growth target. The Company measures stock-based compensation at the grant date, based on the estimated fair value of the award, and recognizes the cost as compensation expense on a straight-line basis (net of estimated forfeitures) over the awards' vesting period of five years based on the Company's estimate of its cumulative earnings per share growth rate. This estimate may be adjusted in future periods based on actual experience and changes in management assumptions.

Change in Estimate

Fiscal Year 2012

During the fiscal year ended March 30, 2012, the Company changed its estimate of the number of shares to be delivered on its performance based awards. This change reflected a decrease in estimated achievement of performance conditions based on actual and expected future financial performance. The change in estimate decreased Performance Share Units outstanding by approximately 98,000 shares.

As a result of the change in performance estimate, stock based compensation expenses decreased $1,464 ($908, net of tax), or $0.02 per diluted share during the year ended March 30, 2012.

Fiscal Year 2010

During the fiscal year ended April 2, 2010, the Company changed its estimate of the number of shares to be delivered on its performance based awards. This change reflected an increase in estimated achievement of performance conditions based on actual and expected future financial performance. The change in estimate increased Performance Share Units outstanding by approximately 303,000 shares. Additionally, the expected vest date of PARS awards issued during fiscal year 2010 was accelerated to vest on the three-year anniversary of the grant date. As such, the Company adjusted the forfeiture rate related to certain PARS awards to reflect a reduction in expected forfeitures over the remaining vesting period.

As a result of the change in performance estimate, stock based compensation expenses increased $9,133 ($5,640, net of tax), or $0.10 per diluted share during the year ended April 2, 2010.

These estimates may be adjusted in future periods based on actual experience and changes in management assumptions.

Change in Management

During the fiscal year ended April 2, 2010, restricted stock awards were forfeited due to the departure of the Company's former Chairman and Chief Executive Officer. As a result, $3,837 ($2,370, net of tax) was recognized as an adjustment to reduce stock-based compensation related to restricted stock during the year ended April 2, 2010.

Restricted Stock Activity

The following table summarizes the activity of restricted stock and restricted stock units during the period from March 27, 2009 to March 30, 2012:

		Performance-Based Awards												Time-Based Awards
		Performance Shares				PARS
(share amounts in thousands)		Units		Weighted Average Grant Date Fair Value		Units		Weighted Average Grant Date Fair Value		Shares		Weighted Average Grant Date Fair Value		Shares		Weighted Average Grant Date Fair Value
Balance, March 27, 2009			221	$	18.49		-	$	-		767	$	18.38		248	$	19.23
	Granted		241		17.00		132		17.00		7		21.84		171		20.06
	Addition from change in estimate		303		18.39		-		-		-		-		-		-
	Vested		-		-		-		-		-		-		(90)		19.42
	Forfeited		(250)		17.97		(44)		17.00		(122)		18.50		(12)		19.50
Balance, April 2, 2010			515	$	17.98		88	$	17.00		652	$	18.40		317	$	19.68
	Granted		94		22.23		103		22.23		460		21.85		87		20.00
	Addition from change in estimate		34		23.41		-		-		-		-		-		-
	Vested		(164)		18.52		-		-		(547)		18.40		(91)		19.55
	Forfeited		-		-		-		-		(33)		19.11		(15)		18.42
Balance, April 1, 2011			479	$	19.01		191	$	19.82		532	$	21.34		298	$	19.88
	Granted		87		27.29		87		27.29		47		22.55		72		23.61
	Reduction from change in estimate		(98)		19.34		-		-		-		-		-		-
	Vested		(162)		18.47		-		-		(81)		18.47		(58)		19.37
	Forfeited		(5)		25.19		(4)		25.19		(27)		21.85		(10)		22.10
Balance, March 30, 2012			301	$	21.48		274	$	22.11		471	$	21.93		302	$	20.79

Total compensation expense for restricted stock grants during the fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010, was $6,430, $9,198, and $12,164, respectively, with related income tax benefits of $2,443, $3,495, and $4,618, respectively. The total fair value of shares vested during the fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010, was $8,102, $17,581, and $1,897, respectively.

Scheduled vesting for outstanding restricted stock and restricted stock units is as follows:

(in thousands)			Number of Shares/Units
Fiscal Year:
	2013		425
	2014		147
	2015		145
	2016		594
	2017 and thereafter		96
		Total	1,407

As of March 30, 2012, there was $16,535 of unrecognized compensation cost related to non-vested restricted stock and restricted stock units granted under the stock incentive plans. The estimated stock-based compensation expense for the next five fiscal years is expected to be recognized over a weighted average period of 1.7yearsas follows:

Fiscal Year:
	2013		$	6,105
	2014			4,648
	2015			3,607
	2016			2,128
	2017 and thereafter			47
		Total	$	16,535

CorporateLong-Term Executive Cash-Based Incentive Plans

During fiscal year 2012, the Compensation Committee approved the 2011 Shareholder Value Plan (“2011 SVP”), a cash based performance award program for certain officers and management under the 2006 Incentive Plan. The performance period under the 2011 SVP is the 36-month period from April 1, 2011 to March 28, 2014. Target awards under the 2011 SVP were calculated as three times the participant's base salary times an award factor ranging from 15% to 40% and performance goals were based on planned cumulative earnings per share. Due to a reduction in payout estimates based on performance, the Company has no accrued compensation cost related to the 2011 SVP recorded as of March 30, 2012.

During fiscal year 2009, the Compensation Committee approved the 2008 Shareholder Value Plan (“2008 SVP”) for non-executive officers and leaders. The performance period under the 2008 SVP was the 36-month period from March 31, 2008 to April 1, 2011. Target awards under the 2008 SVP were calculated as three times the participant's base salary times an award factor ranging from 10% to 38% and performance goals were based on planned cumulative earnings per share.As a result of an increase in accounting estimate related to expected achievement of long-term performance measures related to the 2008 SVP, long-term incentive based compensation increased $2,276 ($1,405, net of tax), or $0.02 per diluted share during fiscal year 2010. The Company accrued approximately $10,697of compensation cost related to the 2008 SVP, recorded in Other current liabilities in the accompanying Consolidated Balance Sheets as of April 1, 2011, which was paid in June 2011.

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Property and Equipment (Tables)

12 Months Ended

Mar. 30, 2012

Property and Equipment [Abstract]

Property and Equipment [Table Text Block]

	Useful Life
Equipment	2 to 10 years
Computer hardware and software	3 to 15 years
Capitalized internal-use software costs	5 to 15 years

		As of
		2012		2011
Computer hardware and software		$	212,205	$	191,459
Equipment			33,487		31,492
Leasehold improvements			19,799		18,717
Computer hardware under capital leases			2,516		2,516
Buildings			1,114		-
Land			236		-
Office equipment under capital leases			-		452
	Property and equipment, gross		269,357		244,636
Accumulated depreciation			(168,321)		(142,235)
	Property and equipment, net	$	101,036	$	102,401

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Operating Lease Commitments

12 Months Ended

Mar. 30, 2012

Leases, Operating [Abstract]

OPERATING LEASE COMMITMENTS

The Company leases various facilities and equipment under operating leases. Certain lease commitments provide that the Company pays taxes, insurance, and maintenance expenses related to the leased assets. Many of the Company's leases contain predetermined fixed escalations of the minimum rentals during the initial term. For these leases, the Company has recognized the related rental expense on a straight-line basis and has recorded the difference between the expense charged to income and amounts payable under the leases as other noncurrent liabilities in the accompanying balance sheets.

Rent expense for operating leases approximated $30,429,$30,149, and $29,803, for fiscal years2012, 2011, and 2010, respectively. As of March 30, 2012, future minimum paymentsby fiscal year and in the aggregate, required under non-cancelable operating leases are as follows:

Fiscal Year:
	2013		$	24,935
	2014			19,232
	2015			11,542
	2016			5,912
	2017			3,530
	Thereafter			6,813
		Total	$	71,964

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Supplemental Cash Flow Information (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Mar. 30, 2012	Apr. 01, 2011	Apr. 02, 2010
Supplemental Cash Flow Information [Abstract]
Cash paid for interest	$ 8,644	$ 7,837	$ 9,620
Cash paid for income taxes, net	42,156	36,382	42,605
Cash acquired from acquisitions	26	1,163
Outstanding checks from acquisitions	10,069	13,425
Non-cash investing activities	$ 0	$ 171

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Consolidated Statements of Cash Flows (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Mar. 30, 2012	Apr. 01, 2011	Apr. 02, 2010
Cash Flows From Operating Activities:
Net income	$ 74,402	$ 74,664	$ 69,363
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation	26,847	25,065	21,940
Amortization of intangible assets	8,930	6,378	5,121
Amortization of debt discount and issuance costs	10,289	9,447	8,852
Noncash compensation expense	7,302	10,227	12,772
Provision for doubtful accounts	2,858	1,741	3,795
(Benefit) provision for deferred income taxes	(1,284)	3,251	(8,264)
Provision for deferred compensation	1,165	1,423	1,530
(Gain) loss on sales of property and equipment	(102)	19	81
Gain on sale of available for sale securities	0	0	(3,635)
Changes in operating assets and liabilities, net of effects from business combinations:
Accounts receivable, net	85	(7,257)	221
Inventories	4,096	12,265	(9,718)
Prepaid expenses and other current assets	833	(6,433)	(5,710)
Other assets	(10,885)	(7,973)	(4,685)
Accounts payable	8,828	(8,153)	(5,129)
Accrued expenses and other liabilities	(5,080)	1,664	15,867
Net cash provided by operating activities	128,284	116,328	102,401
Cash Flows From Investing Activities:
Payments for business combinations, net of cash acquired	(65,131)	(65,934)	(14,802)
Capital expenditures	(23,918)	(18,227)	(25,923)
Payment for investment in variable interest entity, net of cash	0	(3,277)	0
Proceeds from sale of available for sale securities	0	0	10,681
Other investing activities	(163)	(668)	(541)
Net cash used in investing activities	(89,212)	(88,106)	(30,585)
Cash Flows From Financing Activities:
Proceeds from issuance of debt	250,000	0	0
Proceeds from borrowings on the revolving line of credit	405,056	106,400	5,350
Repayments on the revolving line of credit	(405,056)	(106,400)	(55,350)
Purchase and retirement of common stock	(140,439)	(54,761)	(57,176)
Payment of contingent consideration on business acquisitions	(9,500)	(862)	0
Payment of debt issuance costs	(6,467)	0	0
Excess tax benefits from stock-based compensation arrangements	2,057	3,187	2,516
Proceeds from exercise of stock options	1,383	2,079	4,489
Payments under capital lease obligations	(779)	(834)	(925)
Other financing activities	(1,523)	(434)	0
Net cash provided by (used in) financing activities	94,732	(51,625)	(101,096)
Net increase (decrease) in cash and cash equivalents	133,804	(23,403)	(29,280)
Cash and cash equivalents, beginning of period	29,348	52,751	82,031
Cash and cash equivalents, end of period	$ 163,152	$ 29,348	$ 52,751

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Consolidated Balance Sheets (Parenthetical) (USD $)	Mar. 30, 2012	Apr. 01, 2011
Consolidated Balance Sheets (Parenthetical)
Preferred stock par value per share	$ 0.01	$ 0.01
Preferred stock shares authorized	1,000,000	1,000,000
Preferred stock shares issued
Preferred stock shares outstanding
Common stock par value per share	$ 0.01	$ 0.01
Common stock shares authorized	150,000,000	150,000,000
Common stock shares issued	50,312,323	55,465,600
Common stock shares outstanding	50,312,323	55,465,600

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Intangibles, Net

12 Months Ended

Mar. 30, 2012

Intangible Assets, Net (Excluding Goodwill) [Abstract]

INTANGIBLES, NET

The following table summarizes the gross carrying amount and accumulated amortization for existing intangible assets by business segment and major asset class.

		As of
		March 30, 2012						April 1, 2011
		Gross Carrying Amount		Accumulated Amortization		Net		Gross Carrying Amount		Accumulated Amortization		Net
INTANGIBLES SUBJECT TO
	AMORTIZATION
Customer Relationships:
	Physician Business	$	33,430	$	(8,481)	$	24,949	$	24,390	$	(4,423)	$	19,967
	Extended Care Business		14,209		(2,672)		11,537		11,669		(7,484)		4,185
			47,639		(11,153)		36,486		36,059		(11,907)		24,152
Nonsolicitation Agreements:
	Physician Business		6,878		(3,580)		3,298		8,475		(4,444)		4,031
	Extended Care Business		435		(254)		181		424		(188)		236
			7,313		(3,834)		3,479		8,899		(4,632)		4,267
Noncompetition Agreements:
	Physician Business		4,162		(942)		3,220		3,042		(311)		2,731
	Extended Care Business		5,369		(1,581)		3,788		3,179		(768)		2,411
	Shared Services		1,224		(1,050)		174		1,916		(1,105)		811
			10,755		(3,573)		7,182		8,137		(2,184)		5,953
Signing Bonuses:
	Physician Business		685		(481)		204		580		(317)		263
	Extended Care Business		21		(9)		12		26		(12)		14
	Shared Services		11		(4)		7		-		-		-
			717		(494)		223		606		(329)		277
Total intangible assets
	subject to amortization	$	66,424	$	(19,054)	$	47,370	$	53,701	$	(19,052)	$	34,649
INTANGIBLES NOT SUBJECT
	TO AMORTIZATION
Tradename:
	Physician Business	$	6,830	$	-	$	6,830	$	6,830	$	-	$	6,830
	Extended Care Business		400		-		400		400		-		400
			7,230		-		7,230		7,230		-		7,230
Total indefinite-lived intangible
	assets	$	7,230	$	-	$	7,230	$	7,230	$	-	$	7,230
Total intangible assets		$	73,654	$	(19,054)	$	54,600	$	60,931	$	(19,052)	$	41,879

Total amortization expense for intangible assets for the fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010, was $8,930, $6,378, and $5,121, respectively.

The estimated amortization expense for the next five fiscal years is as follows:

Fiscal Year:
	2013		$	9,849
	2014			9,197
	2015			8,932
	2016			7,742
	2017			5,151
	Thereafter			6,499
		Total	$	47,370

The remaining weighted-average amortization period, in total and by major asset class, is as follows:

(in years)		March 30, 2012	April 1, 2011
Nonsolicitation agreements		8.5	9.5
Customer relationships		5.9	5.5
Noncompetition agreements		4.0	4.0
Signing bonuses		1.1	1.4
	Total weighted-average amortization period	5.0	4.8

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Document and Entity Information (USD $)	12 Months Ended
	Mar. 30, 2012	May 04, 2012	Sep. 30, 2011
Document And Entity Information [Abstract]
Document type	10-K
Document period end date	Mar. 30, 2012
Document fiscal year focus	2012
Document fiscal period focus	FY
Amendment flag	false
Entity registrant name	PSS WORLD MEDICAL INC
Entity central index key	0000920527
Entity current reporting status	Yes
Entity voluntary filers	No
Current fiscal year end date	--03-30
Entity filer category	Large Accelerated Filer
Entity well known seasoned issuer	Yes
Entity common stock shares outstanding		50,427,436
Entity public float			$ 999,962,086

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Accrued Expenses

12 Months Ended

Mar. 30, 2012

Accrued Liabilities, Current [Abstract]

ACCRUED EXPENSES

Accrued expenses as ofMarch 30, 2012 and April 1, 2011 were as follows:

		As of
		2012		2011
Accrued payroll		$	16,788	$	14,486
Accrued interest			2,598		1,245
Accrued incentive compensation			1,204		8,085
Other(a)			21,163		13,359
	Accrued expenses	$	41,753	$	37,175

• Amounts within the “Other” category of total accrued expenses were not considered individually significant as of March 30, 2012 and April 1, 2011.

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Consolidated Statements of Operations (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended								12 Months Ended
	Mar. 30, 2012	Dec. 30, 2011	Sep. 30, 2011	Jul. 01, 2011	Apr. 01, 2011	Dec. 31, 2010	Oct. 01, 2010	Jul. 02, 2010	Mar. 30, 2012	Apr. 01, 2011	Apr. 02, 2010
CONSOLIDATED STATEMENTS OF OPERATIONS
Net sales	$ 538,869	$ 527,695	$ 521,756	$ 513,682	$ 549,658	$ 510,087	$ 496,188	$ 478,856	$ 2,102,002	$ 2,034,789	$ 2,055,171
Cost of goods sold									1,427,799	1,399,018	1,427,476
Gross profit	175,848	170,495	167,103	160,757	172,905	157,895	157,125	147,846	674,203	635,771	627,695
General and administrative expenses									392,990	364,749	370,871
Selling expenses									147,857	137,466	135,843
Income from operations									133,356	133,556	120,981
Other (expense) income:
Interest expense									(20,148)	(17,121)	(17,295)
Interest income									173	284	376
Other income, net									2,084	2,506	6,068
Other expense, net									(17,891)	(14,331)	(10,851)
Income before provision for income taxes									115,465	119,225	110,130
Provision for income taxes									41,063	44,561	40,767
Net income									74,402	74,664	69,363
Net income attributable to noncontrolling interest									83	179	0
Net income attributable to PSS World Medical, Inc.	$ 19,967	$ 20,132	$ 20,031	$ 14,189	$ 21,626	$ 19,549	$ 19,557	$ 13,753	$ 74,319	$ 74,485	$ 69,363
Earnings per common share attributable to PSS World Medical, Inc.:
Basic	$ 0.40	$ 0.39	$ 0.38	$ 0.26	$ 0.40	$ 0.36	$ 0.36	$ 0.25	$ 1.43	$ 1.35	$ 1.20
Diluted	$ 0.38	$ 0.38	$ 0.37	$ 0.25	$ 0.38	$ 0.35	$ 0.35	$ 0.24	$ 1.38	$ 1.32	$ 1.18
Weighted average common shares oustanding:
Basic									51,998	54,996	58,029
Diluted									53,989	56,546	58,943

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Variable Interest Entity

12 Months Ended

Mar. 30, 2012

Variable Interest Entity [Abstract]

VARIABLE INTEREST ENTITY

On June 25, 2010, the Company entered into an agreement with Pathway Health Services, Inc. (“Pathway”), a consulting services company within the Extended Care market, under which the Company purchased a $3,300 convertible note issued by Pathway. The note may be converted, at the Company's discretion, into 73% of Pathway's common stock. The Company also acquired a call option and issued a put option for Pathway's common stock, both of which may be exercised if certain sales thresholds are met and time restrictions lapse. Under the agreement, the Company obtained a majority of seats and control of Pathway's Board of Directors. The convertible note is considered a variable interest and the Company was determined to be the primary beneficiary of Pathway.

The Company has consolidated Pathway under the purchase method of accounting and recorded noncontrolling interest under current accounting guidance for consolidations. The consolidated assets and liabilities, operating results and cash flows of Pathway are not considered significant to the Company's financial position, operating results, or cash flows. Pathway's assets cannot be used to settle the Company's obligations and Pathway's creditors have no recourse to the general credit of the Company.

The Company also holds an additional variable interest in an entity not considered material for disclosure.

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Purchase Business Combinations

12 Months Ended

Mar. 30, 2012

Business Combinations [Abstract]

PURCHASE BUSINESS COMBINATIONS

Acquisitions were accounted for under the purchase method of accounting;accordingly, the operations of the acquired companies have been included in the Company's results of operations subsequent to the date of acquisition. The assets acquired and liabilities assumed were recorded at their estimated fair values at the date of the acquisition as determined by management based on information currently available and independent valuations.

The fair value of contingent consideration was determined using projected achievement of the earnings targets. See Footnote 6, Fair Value Measurements, for further discussion.

During fiscal year 2012, the Company completed acquisitions that were individually immaterial but material in the aggregate (the “2012 acquisitions”). Net sales and net loss attributable to the 2012 acquisitions since their respective acquisition dates was approximately $16,566 and ($120), respectively. These amounts do not include net sales and net loss attributable to acquisitions that have been integrated as discrete information is impracticable to obtain. Payments totaling $66,623, net of cash received of $26 and outstanding checks of $415, were made during fiscal year 2012 related to these acquisitions, of which $1,525 was held in escrow to secure certain adjustments or claims. In addition, $3,401 was held by the Company to secure certain adjustments or claims. Contingent consideration ranging from $0 to $667 may be paid based on the achievement of future earnings targets over a two year period. Goodwill represents the future economic benefits and synergies arising from other assets acquired in a business combination that are not individually identified and separately recognized. A portion of the goodwill related to the 2012 acquisitions in the amount of $19,285 is tax deductible. As of March 30, 2012, the purchase accounting associated with the 2012 acquisitions was not complete given the recent acquisition dates.

During fiscal year 2011, the Physician Business acquired the assets of Linear Medical Solutions, Inc. (“Linear”) and all of the outstanding stock of Dispensing Solutions, Inc. (“DSI”), which market proprietary systems for dispensing medications to patients primarily within physician practices. Payments totaling $13,872, net of cash received of $359, were made related to the Linear acquisition during fiscal year 2011. Payments totaling $35,199, net of cash received of $801, were made related to the DSI acquisition during fiscal year 2011. During fiscal year 2012, the purchase accounting associated with these acquisitions was finalized and the fair value measurements of assets acquired and liabilities assumed as of the acquisition dates were revised.

Opening Balance Sheets

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the dates of the 2012 acquisitions, as adjusted:

		2012 acquisitions
						Opening
						Balance
		Opening		Measurement		Sheet
		Balance		Period		As Adjusted
(in thousands)		Sheet		Adjustment		March 30, 2012
Current assets (a)		$	20,458		(768)	$	19,690
Goodwill			37,858		8		37,866
Intangible assets			19,640		1,510		21,150
Noncurrent assets (b)			6,387		-		6,387
Accounts payable and other current liabilities			(12,060)		(387)		(12,447)
Noncurrent liabilities (c)			(1,842)		(679)		(2,521)
Contingent consideration			(490)		-		(490)
	Net assets acquired	$	69,951	$	(316)	$	69,635

• The following represents balances within Current assets as of March 30, 2012: accounts receivable, net of $13,103, inventory of $4,454, current deferred income taxes of $796, and other current assets of $1,337.
• The following represents balances within Noncurrent assets as of March 30, 2012:property and equipment, net of $1,674 and other noncurrent assets of $4,713.
• The following represents balances within Noncurrent liabilitiesas of March 30, 2012:noncurrent deferred tax liabilities of $2,381 and other noncurrent liabilities of $140.

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the dates of the Linear and the DSI acquisitions, as adjusted:

		Linear						DSI
		Opening				Opening		Opening				Opening
		Balance				Balance		Balance				Balance
		Sheet		Measurement		Sheet		Sheet		Measurement		Sheet
		As Adjusted		Period		As Adjusted		As Adjusted		Period		As Adjusted
(in thousands)		April 1, 2011		Adjustment		March 30, 2012		April 1, 2011		Adjustment		March 30, 2012
Current assets(a)		$	12,711	$	-	$	12,711	$	6,458	$	431	$	6,889
Goodwill			3,816		61		3,877		26,747		(3,285)		23,462
Intangible assets			4,538		-		4,538		11,070		-		11,070
Noncurrent assets(b)			1,734		-		1,734		2,090		-		2,090
Accounts payable and other current liabilities			(5,068)		-		(5,068)		(2,226)		(50)		(2,276)
Noncurrent liabilities(c)			-		-		-		(2,639)		-		(2,639)
Contingent consideration			(3,500)		-		(3,500)		(5,500)		-		(5,500)
	Net assets acquired	$	14,231	$	61	$	14,292	$	36,000	$	(2,904)	$	33,096

• The following represents balances within Current assets as of March 30, 2012: Linear – accounts receivable, net of $8,939, inventory of $3,182, and other current assets of $590; and DSI – accounts receivable, net of $2,615, inventory of $2,361, current deferred income taxes of $180, and other current assets of $1,733.
• The following represents balances within Noncurrent assets as of March 30, 2012: Linear – property and equipment, net of $1,690 and other noncurrent assets of $44; and DSI – property and equipment, net of $2,055 and other noncurrent assets of $35.
• The following represents balances within Noncurrent liabilities as of March 30, 2012: DSI – noncurrent deferred tax liabilities of $2,639.

During fiscal year 2012, the Company recorded a $3,500 reduction in the purchase price of DSI related to circumstances outstanding at the acquisition date, as well as a working capital adjustment of $596.  As of March 30, 2012, the purchase accounting related to DSI and Linear was finalized.

Unaudited Pro Forma Information

The following table presents unaudited pro forma financial information as if the closing of the 2012 acquisitions had occurred on the first day of fiscal year 2011, or April 3, 2010, and the acquisitions of Linear and DSI had occurred on the first day of fiscal year 2010, or March 28, 2009, after giving effect to certain purchase accounting adjustments.

Pro forma information is not necessarily indicative of the results of operations that actually would have resulted had the acquisitions occurred on the dates indicated above or that may result in the future, and does not reflect potential synergies, integration costs or other such costs and savings. Supplemental net sales and supplemental net income figures are not comparable year over year as only pre-acquisition amounts are shown. Subsequent to acquisition, net sales and net income are included in the “as reported” figure.

(in thousands)			2012		2011		2010
Net sales:
	PSS World Medical, Inc. (as reported)		$	2,102,002	$	2,034,789	$	2,055,171
	Supplemental net sales - 2012 acquisitions			57,891		88,029		N/A
	Supplemental net sales - Linear			-		53,339		70,633
	Supplemental net sales - DSI			-		24,543		22,067
		Total pro forma net sales	$	2,159,893	$	2,200,700	$	2,147,871
Net income attributable to PSS World Medical, Inc.:
	PSS World Medical, Inc. (as reported)		$	74,319	$	74,485	$	69,363
	Supplemental net income - 2012 acquisitions			(1,525)		(3,022)		N/A
	Supplemental net income - Linear			-		2,711		2,744
	Supplemental net income - DSI			-		892		(623)
		Total pro forma net income	$	72,794	$	75,066	$	71,484
Net income per common share:
	Basic		$	1.40	$	1.36	$	1.23
	Diluted		$	1.35	$	1.33	$	1.21

Contingent Consideration

During fiscal year 2012, the fair value of contingent consideration associated with the Linear, DSI, and other acquisitions completed prior to fiscal year 2012 was decreased by $594, $42, and $17, respectively, with the change in value reflected as a reduction in General and administrative expenseson the Consolidated Statements of Operations. During fiscal year 2012, the Company paid final contingent consideration payments of $3,000 for Linear and $1,000 for other acquisitions. The Company also made a final contingent consideration payment related to DSI of $5,500, which was reduced by the purchase price adjustment of $3,500 discussed above.

Other Acquisitions

During fiscal years 2011 and 2010, the Company made cash payments of $16,777 and $13,609, respectively, related to other acquisitions not significant for additional disclosure individually or in the aggregate. During fiscal years 2012,2011, and 2010,the Company made cash payments of $1,351, $85, and $1,193 for holdback payments and working capital adjustments related to prior year acquisitions.During fiscal year2011, the Company recognized goodwill, including acquisition-related adjustments, of approximately $12,183.

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Employee Benefit Plans

12 Months Ended

Mar. 30, 2012

Compensation Related Costs [Abstract]

EMPLOYEE BENEFIT PLANS

PSS World Medical, Inc. Savings Plan

The PSS World Medical, Inc. Savings Plan (the “Plan”) provides an opportunity for tax-deferred savings, enabling eligible employees to invest in a variety of investments, including an interest in the common stock of the Company. Employees become eligible to participate in the Plan upon the completion of 30 days of service. Employees may elect to defer up to 85% but not less than 1% of their compensation to the Plan, subject to certain limitations imposed by the Internal Revenue Code. The Company matches an amount equal to the lesser of (i) 50% of the employee deferrals up to 6% of their compensation or (ii) $1,750, previously $1,250 in fiscal years ended April 1, 2011 and April 2, 2010. This match can be invested in various mutual funds or the common stock of the Company at the discretion of the participant and vests over a six-year period.During the fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010, the Company contributed approximately $2,574, $1,914, and $1,821respectively, to the Plan under this matching arrangement. The Plan owned approximately 1.1million, 1.2 million, and 1.5 million shares of the Company's common stock as ofMarch 30, 2012, April 1, 2011, and April 2, 2010, respectively.

Employee Stock Purchase Plan

The Company also has an employee stock purchase plan available to all employees with at least six months of service. The plan allows eligible employees to purchase Company stock acquired in the open market through after-tax payroll deductions.

Deferred Compensation Program

The Company offers a deferred compensation program (the “Program”) to qualified executives, management, and sales representatives. The Program is a nonqualified plan governed by Sec. 409 of the IRS internal revenue code and consists of a deferred compensation plan and also previously consisted of a stock option program. Under the deferred compensation plan, participants can elect to defer up to 100% of their total compensation; however, the Company matching contribution program only applies to deferrals of up to 10% or 15% of the participant's compensation. The Company's matching contribution ranges from 10% to 125% of the participant's deferral. Participant contributions are always 100% vested. The Company's matching contribution vests in 20% increments beginning after participating in the plan for four years and becomes fully vested after participating in the plan for eight years.

Upon (i) retirement or termination from the Company and (ii) at age 60, or at age 55 with ten years of participation in the Program, the retirement benefit is distributed to participants in five equal annual installments, or in a lump sum payment if the vested account balance is less than $25. The retirement benefit is distributed in a lump sum upon death and over five years upon disability. In the event of termination of employment, 100% of the participant's vested balance will be distributed in five equal installments or in a lump-sum payment if the vested account balance is less than $25. In the event of a change in control, if the successor terminates the plan, all participants become 100% vested in their accounts, including the Company's matching contributions, discretionary Company contributions, and allocated return thereon. The Company has purchased corporate-owned life insurance policies for certain participants in the Program as the underlying assetswill fund future payments related to the deferred compensation liability.

During fiscal years 2012, 2011, and 2010, the Company matched approximately $2,267, $2,230, and $1,919, respectively, of employee deferrals. The cash surrender value of the corporate-owned, life insurance policies, which is recorded in Other assets in the accompanying Consolidated Balance Sheets, was approximately $99,162 and $89,132, as ofMarch 30, 2012 and April 1, 2011, respectively. In addition, the deferred compensation liability, which is recorded at fair value in Other noncurrent liabilities in the accompanying Consolidated Balance Sheets, was approximately $94,394and $84,165, as ofMarch 30, 2012 and April 1, 2011, respectively.

Directors' Deferred Compensation Plan

Effective January 1, 2004, the Company offers a deferred compensation plan to non-employee members of the Board of Directors. Participants may elect to defer up to 100% of their annual retainer, meeting fees, other director's fees, and other cash compensation and invest their deferrals in a variety of investment options. A participant's deferred compensation account balance will be distributed, at the election of the participant, in a single lump sum payment following the participant's termination of service on the board of directors, or in up to ten annual installments. The deferred compensation account balance will be distributed in a lump sum payment upon the death of the participant, or in the event of a change in control of the Company.

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Debt

12 Months Ended

Mar. 30, 2012

Debt Disclosure [Abstract]

DEBT

Outstanding debt consists of the following, in order of seniority:

		As of
		March 30, 2012			April 1, 2011
Revolving line of credit			$	-		$	-
2012 Notes				250,000			-
2008 Notes				204,916			195,643
Capital lease obligations				-			780
	Total debt			454,916			196,423
Less: Current portion of debt				-			761
	Long-term debt		$	454,916		$	195,662

2012 Notes

On February 24, 2012, the Company issued $250.0 million aggregate principal of 6.375% senior notes, which mature on March 1, 2022 (the “2012 Notes”). Interest on the notes is payable semi-annually in arrears on March 1 and September 1, beginning September 1, 2012. The 2012 Notes are fully and unconditionally guaranteed on a joint and several basis by certain of the Company's domestic subsidiaries (the “Guarantor Subsidiaries”). Refer to Footnote 22, Condensed Consolidating Financial Information, for further information regarding the Guarantor Subsidiaries.

Prior to March 1, 2017, the Company may redeem some or all of the 2012 Notes at a redemption price equal to 100% of the aggregate principal amount of the notes to be redeemed, plus a make-whole premium, together with accrued and unpaid interest. The Company may redeem some or all of the notes at any time on or after March 1, 2017 at the redemption prices set forth in the Indenture, dated February 24, 2012 (the “Indenture”).  In addition, the Company may redeem up to 35% of the aggregate principal amount of the notes prior to March 1, 2015 at 106.375% of their aggregate principal amount plus accrued interest with the net proceeds of certain qualified equity offerings.

If a change of control, as defined in the Indenture, occurs at any time, holders of the notes will have the right, at their option, to require the Company to repurchase all or a portion of such holder's notes. The repurchase price for such a repurchase will be 101% of the aggregate principal amount of the notes to be repurchased plus accrued and unpaid interest to, but not including, the date of purchase.

The Indenture contains covenants that, among other things, limit the Company's ability and the ability of the Company's restricted subsidiaries to: borrow money or sell preferred stock; create liens; pay dividends on or redeem or repurchase stock; make certain types of investments; restrict dividends or other payments from subsidiaries; enter into transactions with affiliates; issue guarantees of debt; and sell assets or merge with other companies.  Certain of these covenants will be suspended if the notes are assigned an investment grade rating by both Standard & Poor's and Moody's and no default has occurred and is continuing. If either rating on the notes should subsequently decline to below investment grade, the suspended covenants will be reinstated. These covenants are subject to important exceptions and qualifications as set forth in the Indenture.

The Company used a portion of the net proceeds of the offering to repay borrowings under the revolving line of credit in the amount of $127.3 million. Remaining proceeds will be used to partially fund the retirement of the 2008 Notes, as well as for general corporate purposes, including potential acquisitions and share repurchases.

The gross carrying value of the Company's 2012 Notes as of March 30, 2012 was $250,000 and the fair value, which is estimated using a third party valuation model, was approximately $257,500.

2008 Notes

In August 2008, the Company issued $230.0 million principal amount of 3.125% senior convertible notesreferred to as the 2008 Notes, which mature on August 1, 2014. Interest on the notes is payable semiannually in arrears on February 1 and August 1 of each year. The notes will be convertible into cash up to the principal amount of the notes and shares of the Company's common stock for any conversion value in excess of the principal amount under the following circumstances: (i) if the Company has called the notes for redemption; (ii) in the event of a fundamental change, as defined in the indenture, such as a merger, acquisition, or liquidation; (iii) on or after May 1, 2014 and prior to the close of business on the second scheduled trading day immediately preceding August 1, 2014; (iv) prior to May 1, 2014, during the five consecutive business day period following any five consecutive trading day period in which the trading price for a note for each day of that trading period is less than 98% of the closing sale price of the Company's common stock on such corresponding trading day multiplied by the applicable conversion rate; (v) prior to May 1, 2014, during any calendar quarter after September 30, 2008 in which the closing sale price of the Company's common stock for at least 20 of the 30 consecutive trading days ending the day prior to such quarter is greater than 130% of the applicable conversion price of $21.22 per share (“Contingent Conversion Trigger”); or (vi) upon certain specified corporate events as discussed in the indenture governing the notes.

A note holder may not exercise its conversion right with respect to all or any portion of a note, if such conversion would cause the note holder to become a beneficial owner of more than 9.9% of the Company's outstanding voting stock. The initial conversion rate is 47.1342 shares of common stock per each $1 (in thousands) principal amount of notes and is equivalent to an initial conversion price of $21.22 per share. The conversion rate is subject to adjustment upon the occurrence of certain events. If the notes were converted as of March 30, 2012, the if-converted value would exceed the principal amounts of the 2008Notes by $44,708.

As of March 30, 2012 and April 1, 2011,the fair value of the 2008 Notes was approximately $302,174 and $323,800, respectively.

The ability of note holders to convert is assessed on a quarterly basis and is dependent on the trading price of the Company's stock during the last 30 trading days of each quarter. The Contingent Conversion Trigger was not met during the three months ended March 30, 2012; therefore, the notes may not be converted during the Company's first quarter of fiscal year 2013.

The Company used a portion of the net proceeds of the offering to repurchase approximately $35.0 million of its common stock in privately negotiated transactions with institutional investors concurrently with this offering. The Company used $101.7 million of the net proceeds during fiscal year 2009, when holders of the senior convertible notes issued in 2004 required the Company to redeem approximately all of their outstanding notes plus accrued interest. Remaining proceeds were used for general corporate purposes.

The debt discount associated with the 2008 Notes will be amortized over periods that end on the scheduled maturity date and result in effective interest rates of approximately 8.25%. For the fiscal years ended March 30, 2012,April 1, 2011, and April 2, 2010 interest expense was $7,168, $7,171, and $7,281, based on the contractual coupon rates, while debt discount amortization was $9,273, $8,543, and $7,948, respectively.

The principal balances, unamortized discounts and net carrying amounts of the liability components and the equity components for the Company's 2008 Notes as of March 30, 2012 and April 1, 2011 are as follows:

	Liability Component						Equity Component
(in thousands)	Principal		Unamortized		Net Carrying		Carrying Amount
2008 Notes	Balance		Discount		Amount		Pretax(a)
March 30, 2012	$	230,000	$	(25,084)	$	204,916	$	55,636
April 1, 2011	$	230,000	$	(34,357)	$	195,643	$	55,636

• The Company recognized a deferred tax liability of $20,523 related to the issuance of the 2008 Notes.

Convertible Note Hedge Transactions

In connection with the offering of the notes, the Company also entered into convertible note hedge transactions with respect to its common stock (the “purchased options”) with a major financial institution (the “counterparty”). The Company paid an aggregate amount of $54.1 million to the counterparty for the purchased options. The purchased options cover, subject to anti-dilution adjustments substantially identical to those in the notes, approximately 10.8 million shares of common stock at a strike price that corresponds to the initial conversion price of the notes, also subject to adjustment, and are exercisable at each conversion date of the notes. The purchased options will expire upon the earlier of (i) the last day the notes remain outstanding or (ii) the second scheduled trading day immediately preceding the maturity date of the notes.

The purchased options are intended to reduce the potential dilution upon conversion of the notes in the event that the market value per share of the common stock, as measured under the notes, at the time of exercise is greater than the conversion price of the notes. The options have been accounted for as an adjustment to the Company's equity, net of deferred tax assets of $21.0 million.

The purchased options are separate transactions, entered into by the Company with the counterparty, and are not part of the terms of the notes. Holders of the notes will not have any rights with respect to the purchased options.

Warrant Transactions

The Company also entered into warrant transactions (the “warrants”), whereby the Company sold to the counterparty warrants in an aggregate amount of $25.4 million to acquire, subject to anti-dilution adjustments, up to 10.8 million shares of common stock at a strike price of $28.29 per share of common stock, also subject to adjustment. The warrants will expire after the purchased options in approximately ratable portions on a series of expiration dates commencing on November 3, 2014.

If the market value per share of the common stock, as measured under the warrants, exceeds the strike price of the warrants, the warrants will have a dilutive effect on the Company's earnings per share. The warrants have been accounted for as an adjustment to the Company's equity and recorded in Additional paid-in capital on the Consolidated Balance Sheets.

The warrants are separate transactions, entered into by the Company with the counterparties, and are not part of the terms of the notes. Holders of the notes do not have any rights with respect to the warrants.

Revolving Line of Credit

The Company maintains an asset-based revolving line of credit (the “RLOC”) under a credit agreement (the “Credit Agreement”). As of April 1, 2011, the Credit Agreement permitted maximum borrowings of up to $200.0 million, with increased borrowing capacity to $250.0 million via an accordion feature. Availability of borrowings (“Availability”) was based on a borrowing base calculation consisting of accounts receivable and inventory, subject to satisfaction of certain eligibility requirements less any outstanding letters of credit. Borrowings under the RLOC bore interest at the bank's prime rate plus an applicable margin based on a fixed charge coverage ratio, or at LIBOR plus an applicable margin based on a fixed charge coverage ratio. Additionally, the RLOC bore interest at a fixed rate of 0.25% for any unused portion of the facility.

On November 16, 2011, the Company amended and restated the Credit Agreement with the following features and key terms: (i) a five-year term, maturing on November 16, 2016; (ii) a facility size of $300.0 million, with increased borrowing capacity of $100.0 million via an accordion feature; and (iii) conditional covenants based on the Company's borrowing availability and fixed charge coverage ratio requirements. Availability depends on a borrowing base calculation consisting of accounts receivable and inventory, subject to satisfaction of certain eligibility requirements, and certain other reserves. Borrowings under the RLOC bear interest at the bank's base rate or at LIBOR plus applicable margins. Additionally, the RLOC incurs fees at a fixed rate of 0.25% for any unused portion of the facility.

Under the RLOC, the Company and certain of its subsidiaries are subject to certain covenants, including but not limited to, limitations on: (i) selling or transferring assets, (ii) making certain permitted investments, and (iii) incurring additional indebtedness and liens. However, these covenants may not apply if the Company maintains sufficient Availability under the credit facility and satisfies fixed charge coverage ratios.

Based on the amended terms of the Credit Agreement, and in accordance with ASC 470-10 Debt – Overall, outstanding borrowings on the RLOC were classified within Revolving line of credit and long-term debt, excluding current portion on the Consolidated Balance Sheets as of March 30, 2012. Prior to the amendment, the Credit Agreement contained both a subjective acceleration clause and a lock-box arrangement, and in accordance with ASC 470-10, borrowings were classified within Revolving line of credit and current portion of long-term debt on the Consolidated Balance Sheets as of April 1, 2011.

Borrowings under the RLOC are anticipated to fund future requirements for working capital, capital expenditures, acquisitions, repurchases of the Company's common stock, and the issuance of letters of credit, if necessary.

There were no outstanding borrowings under the RLOC as of March 30, 2012and April 1, 2011. After reducing availability for outstanding borrowings and letter of credit commitments, the Company has sufficient assets based on eligible accounts receivable and inventory to borrow an additional $269.1 million (not including additional Availability via the accordion feature) under the RLOC. Average daily borrowings during fiscal years 2012and 2011 were $44.4 million and $3.8 million, respectively. A hypothetical 1% increase/decrease in prevailing interest rates as of March 30, 2012 would result in a corresponding increase/decrease in interest expense of approximately than $0.4 million. The average daily interest rate, excluding debt issuance costs and unused line fees, for the fiscal years ended March 30, 2012, April 1, 2011, and April 2, 2010, was 2.27%, 2.37%, and 4.02%, respectively.

Interest Rate Swap Agreement

During fiscal year 2008, the Company entered into an interest rate swap agreement which was designated as a cash flow hedge and matured on February 19, 2010. The Company did not extend or enter into a new swap agreement, and as such, this agreement has expired. The purpose of the swap agreement was to hedge the variable interest rate of its RLOC, as such, the interest rate swap effectively fixed the interest rate on a portion of the revolving line of credit to 2.70%, plus an applicable margin as determined by the RLOC.The interest rate swap was disclosed in theConsolidated Statements of Equity and Comprehensive Income.

Capital Lease Obligations

During the fiscal year ended March 30, 2012, the Company leased certain computer hardware and office equipment at an aggregate annual rental of approximately $778. The equipment was capitalized at its fair market value, which approximated the present value of the future minimum lease payments, and was amortized over the useful life of the assets.

As of their term dates,the Company entered into new leasing agreements related to all equipment previously classified and accounted for as capital leases. Based on the terms of the new leasing agreements, these contractual obligations were reclassified as operating leases for accounting purposes. See Footnote 17, Operating Lease Commitments, for additional disclosures relating to the Company's commitments under operating leases.

As of March 30, 2012, the Company had no outstanding capital lease obligations, while as of April 1, 2011, the Company had aggregate outstanding lease obligations of $754, net of imputed interest of $26.

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Property and Equipment

12 Months Ended

Mar. 30, 2012

Property and Equipment [Abstract]

PROPERTY AND EQUIPMENT

Property and equipment are summarized as follows:

		As of
		2012		2011
Computer hardware and software		$	212,205	$	191,459
Equipment			33,487		31,492
Leasehold improvements			19,799		18,717
Computer hardware under capital leases			2,516		2,516
Buildings			1,114		-
Land			236		-
Office equipment under capital leases			-		452
	Property and equipment, gross		269,357		244,636
Accumulated depreciation			(168,321)		(142,235)
	Property and equipment, net	$	101,036	$	102,401

Depreciation expense, which includes amortization of capital leases, is included in General and administrative expenses in the accompanying Consolidated Statements of Operations, and approximated $26,847, $25,065, and $21,940, for fiscal years 2012, 2011, and 2010, respectively.

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Debt (Details) (USD $)	12 Months Ended
	Mar. 30, 2012	Apr. 01, 2011	Apr. 02, 2010	Mar. 27, 2009
Debt Instrument [Line Items]
Total debt	$ 454,916,000	$ 196,423,000
Less: Current portion of long-term debt	0	761,000
Long-term debt	454,916,000	195,662,000
Notes [Abstract]
Stated interest rate	6.375%
Convertible Debt [Abstract]
Payments for repurchase of common stock using proceeds from the issuance of convertible debt	140,439,000	54,761,000	57,176,000
Interest expense, debt, excluding amortization	7,168,000	7,171,000	7,281,000
Amortization of debt discount	9,273,000	8,543,000	7,948,000
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Payment for purchase of hedge on convertible notes				54,100,000
Proceeds from issuance of warrants				25,400,000
Revolving Line of Credit [Member]
Debt Instrument [Line Items]
Total debt	0	0
Revolving Line of Credit [Abstract]
Maximum borrowing capacity	300,000,000	200,000,000
Maximum borrowings including additional borrowings available via accordion feature		250,000,000
Additional borrowing capacity available via accordian feature	100,000,000
Fixed interest rate on unused portion of the facility	0.25%	0.25%
Covenant terms	Under the RLOC, the Company and certain of its subsidiaries are subject to certain covenants, including but not limited to, limitations on: (i) selling or transferring assets, (ii) making certain permitted investments, and (iii) incurring additional indebtedness and liens. However, these covenants may not apply if the Company maintains sufficient Availability under the credit facility and satisfies fixed charge coverage ratios.
Remaining borrowing capacity	269,100,000
Average daily borrowings	44,400,000	3,800,000
Hypothetical increase/decrease in prevailing interest rates	1.00%
(Increase) Decrease In Interest Expense From Hypothetical Increase (Decrease) In Interest Rates	400,000
Average daily interest rate, excluding debt issuance costs and unused line fees	2.27%	2.37%	4.02%
Rationale for classification as long-term debt	Based on the amended terms of the Credit Agreement, and in accordance with ASC 470-10 Debt – Overall, outstanding borrowings on the RLOC were classified within Revolving line of credit and long-term debt, excluding current portion on the Consolidated Balance Sheets as of March 30, 2012. Prior to the amendment, the Credit Agreement contained both a subjective acceleration clause and a lock-box arrangement, and in accordance with ASC 470-10, borrowings were classified within Revolving line of credit and current portion of long-term debt on the Consolidated Balance Sheets as of April 1, 2011.
2012 Notes [Member]
Debt Instrument [Line Items]
Total debt	250,000,000	0
Notes [Abstract]
Principal Amount	250,000,000
Maturity date	Mar. 01, 2022
Description of debt instrument	The 2012 Notes are fully and unconditionally guaranteed on a joint and several basis by certain of the Company’s domestic subsidiaries (the “Guarantor Subsidiaries”).
Call feature	Prior to March 1, 2017, the Company may redeem some or all of the 2012 Notes at a redemption price equal to 100% of the aggregate principal amount of the notes to be redeemed, plus a make-whole premium, together with accrued and unpaid interest. The Company may redeem some or all of the notes at any time on or after March 1, 2017 at the redemption prices set forth in the Indenture, dated February 24, 2012 (the “Indenture”).  In addition, the Company may redeem up to 35% of the aggregate principal amount of the notes prior to March 1, 2015 at 106.375% of their aggregate principal amount plus accrued interest with the net proceeds of certain qualified equity offerings. If a change of control, as defined in the Indenture, occurs at any time, holders of the notes will have the right, at their option, to require the Company to repurchase all or a portion of such holder’s notes. The repurchase price for such a repurchase will be 101% of the aggregate principal amount of the notes to be repurchased plus accrued and unpaid interest to, but not including, the date of purchase.
Restrictive covenants	The Indenture contains covenants that, among other things, limit the Company’s ability and the ability of the Company’s restricted subsidiaries to: borrow money or sell preferred stock; create liens; pay dividends on or redeem or repurchase stock; make certain types of investments; restrict dividends or other payments from subsidiaries; enter into transactions with affiliates; issue guarantees of debt; and sell assets or merge with other companies.  Certain of these covenants will be suspended if the notes are assigned an investment grade rating by both Standard & Poor’s and Moody’s and no default has occurred and is continuing. If either rating on the notes should subsequently decline to below investment grade, the suspended covenants will be reinstated. These covenants are subject to important exceptions and qualifications as set forth in the Indenture.
Use of Proceeds, Issuance of Unsecured Debt, Repayments of Lines of Credit	127,300,000
Fair value of unsecured debt	257,500,000
Convertible Debt [Abstract]
Principal balance	250,000,000
2008 Notes [Member]
Debt Instrument [Line Items]
Total debt	204,916,000	195,643,000
Notes [Abstract]
Principal Amount	230,000,000	230,000,000
Stated interest rate	3.125%
Maturity date	Aug. 01, 2014
Convertible Debt [Abstract]
Terms of conversion feature	In August 2008, the Company issued $230.0 million principal amount of 3.125% senior convertible notes referred to as the 2008 Notes, which mature on August 1, 2014. Interest on the notes is payable semiannually in arrears on February 1 and August 1 of each year. The notes will be convertible into cash up to the principal amount of the notes and shares of the Company’s common stock for any conversion value in excess of the principal amount under the following circumstances: (i) if the Company has called the notes for redemption; (ii) in the event of a fundamental change, as defined in the indenture, such as a merger, acquisition, or liquidation; (iii) on or after May 1, 2014 and prior to the close of business on the second scheduled trading day immediately preceding August 1, 2014; (iv) prior to May 1, 2014, during the five consecutive business day period following any five consecutive trading day period in which the trading price for a note for each day of that trading period is less than 98% of the closing sale price of the Company’s common stock on such corresponding trading day multiplied by the applicable conversion rate; (v) prior to May 1, 2014, during any calendar quarter after September 30, 2008 in which the closing sale price of the Company’s common stock for at least 20 of the 30 consecutive trading days ending the day prior to such quarter is greater than 130% of the applicable conversion price of $21.22 per share (“Contingent Conversion Trigger”); or (vi) upon certain specified corporate events as discussed in the indenture governing the notes.
If-converted value in excess of principal	44,708,000
Conversion restriction, ownership percentage of outstanding stock	9.90%
Conversion ratio	47.1342
Conversion ratio, base principal amount	1,000
Conversion price	$ 21.22
Fair value of convertible debt	302,174,000	323,800,000
Payments for repurchase of common stock using proceeds from the issuance of convertible debt				35,000,000
Payment for extinguishment of convertible debt and accrued interest made from available cash on hand from the issuance of convertible debt				101,700,000
Effective interest rate	8.25%
Principal balance	230,000,000	230,000,000
Unamortized discount	25,084,000	34,357,000
Net carrying amount	204,916,000	195,643,000
Equity component, carrying amount pretax	55,636,000	55,636,000
Deferred tax liability related to the issuance of convertible debt	20,523,000
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Associated derivative transactions, description	The Company also entered into warrant transactions (the “warrants”), whereby the Company sold to the counterparty warrants in an aggregate amount of $25.4 million to acquire, subject to anti-dilution adjustments, up to 10.8 million shares of common stock at a strike price of $28.29 per share of common stock, also subject to adjustment. The warrants will expire after the purchased options in approximately ratable portions on a series of expiration dates commencing on November 3, 2014.
Associated derivative transactions, number of shares covered	10,800,000
Deferred tax assets from convertible note hedge transactions				21,000,000
Associated derivative transactions, strike price				$ 28.29
Capital Lease Obligations [Member]
Debt Instrument [Line Items]
Total debt	0	780,000
Capital Lease Obligations [Abstract]
Capital leases, computer hardware and office equipment, aggregate annual rental payments	778,000
Aggregate outstanding lease obligations	0	754,000
Imputed interest	$ 0	$ 26,000
Interest Rate Swap [Member]
Interest Rate Derivatives [Abstract]
Maturity date	Feb. 19, 2010
Discussion of objective for using interest rate swap	The purpose of the swap agreement was to hedge the variable interest rate of its RLOC, as such, the interest rate swap effectively fixed the interest rate on a portion of the revolving line of credit to 2.70%, plus an applicable margin as determined by the RLOC.
Fixed interest rate on a portion of the revolving line of credit	2.70%

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Fair Value Measurements

12 Months Ended

Mar. 30, 2012

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS

Accounting standards on fair value measurement provide a framework for measuring fair value, expand disclosures about fair value measurements, and establish a fair value hierarchy which prioritizes the inputs used in measuring fair value summarized as follows:

Level 1: Inputs using unadjusted quoted prices for identical assets or liabilities in an active market that the Company has the ability to access.

Level 2: Inputs other than quoted prices in markets that are observablefor the asset or liability, either directly or indirectly.

Level 3: Inputs that are both significant to the fair value measurement and unobservable.

As of March 30, 2012, the fair value of the Company's financial assets and/or liabilities are measured using Level 1 or Level 3 inputs. The following table presents the Company's assets and liabilities which are measured at fair value as of fiscal years ended March 30, 2012 and April 1, 2011, by level within the fair value hierarchy:

(in thousands)
March 30, 2012			Level 1		Level 3		Total
Assets:
	Conversion option on VIE convertible note(a)		$	-	$	701	$	701
Liabilities:
	Deferred compensation(b)		$	94,394	$	-	$	94,394
	Contingent consideration(c)			-		493		493
		Total liabilities	$	94,394	$	493	$	94,887
April 1, 2011			Level 1		Level 3		Total
Assets:
	Conversion option on VIE convertible note(a)		$	-	$	845	$	845
Liabilities:
	Deferred compensation(b)		$	84,165	$	-	$	84,165
	Contingent consideration(c)			-		10,155		10,155
		Total liabilities	$	84,165	$	10,155	$	94,320

• Represents the Company's conversion option to acquire 73% of the outstanding common stock in the Company's consolidated variable interest entity (“VIE”), which is located in Other assets on the Company's Consolidated Balance Sheets. See Footnote 5, Variable Interest Entity, for further information. The conversion option was calculated using an internal model that utilizes as its basis, unobservable inputs, including estimated interest rates based upon the estimated market interest rate which the VIE would have paid on a high-yield note in the open market. Significant increases (decreases) in any of those inputs would result in a significantly lower (higher) fair value measurement. The unobservable inputs are not considered to be interrelated. The remaining investment in Pathway has been eliminated in consolidation.
• Represents the Company's obligation to pay benefits under its non-qualified deferred compensation plans, which is included in Other noncurrent liabilities on the Company's Consolidated Balance Sheets. The obligation to pay benefits is based on participants' allocation percentages to plan investments. The investments are measured using quoted market prices.
• Represents the estimated fair value of the additional variable cash consideration payable in connection with the Company's acquisitions that are contingent upon the achievement of certain performance milestones. The Company estimated the fair value using expected future cash flows over the period in which the obligations are expected to be settled, and applied a discount rate that appropriately captures a market participant's view of the risk associated with the obligation. Significant increases (decreases) to values of the unobservable inputs would result in a significantly lower (higher) fair value measurement. The unobservable inputs are not considered to be interrelated. The liabilities are included in Other current liabilities and Other noncurrent liabilities on the Company's Consolidated Balance Sheets, depending on the period of expected payout.

The following table summarizes the change in the fair value for Level 3 instruments for the fiscal year 2012.

		Level 3 Instruments
Assets:
Balance, April 1, 2011		$	845
	Fair value adjustment included in earnings		(144)
Balance, March 30, 2012		$	701

Liabilities:
Balance, April 1, 2011		$	10,155
	Additions		490
	Settlement of obligation		(9,500)
	Fair value adjustment included in earnings		(652)
Balance, March 30, 2012		$	493

The Company has applied the requirement of ASC 820, Fair Value Measurement and Disclosure with respect to nonfinancial assets and liabilities not measured at fair value on a recurring basiswith no material effect. The standard requires fair value disclosure of such nonfinancial assets only when there is an indication of potential impairment. See Footnote 2, Summary of Significant Accounting Policies, for disclosure of fair value of financial instruments.

The carrying amounts of the Company's current financial instruments, including cash and cash equivalents, short-term trade receivables, and accounts payable, approximate their fair values due to the short-term nature of these assets and liabilities. The gross carrying value of the Company's 2008 Notes as of March 30, 2012 and April 1, 2011 was $230,000 and the fair value, which is estimated using a third party valuation model, was approximately $302,174 and $323,800. The gross carrying value of the Company's 2012 Notes as of March 30, 2012was $250,000 and the fair value, which is estimated using a third party valuation model, was approximately $257,500.

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Equity Investment

12 Months Ended

Mar. 30, 2012

Equity Method Investments [Abstract]

EQUITY INVESTMENT

On June 29, 2007, the Company made a $24,064 investment (including $1,564 of legal and other professional fees) in athenahealth, Inc. (“athena”), a provider of internet-based healthcare information technology and business services to physician practices. During fiscal year 2010, the Company sold a portion of its investment in athena, resulting in a gain of approximately $3,635, or $2,260 net of tax.This gain was determined on a specific identification method and recognized in Other income on the Consolidated Statement of Operations. Proceeds of $10,681 were received during and related to a sale in fiscal year 2010. As of March 30, 2012, the Company did not hold any remaining investment in athena.

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Goodwill

12 Months Ended

Mar. 30, 2012

Goodwill Disclosure [Abstract]

GOODWILL

The change in the carrying value of goodwill for the fiscal years ended March 30, 2012 and April 1, 2011 were as follows:

		Physician Business		Extended Care Business		Total
Balance as of April 2, 2010		$	31,693	$	90,079	$	121,772
	Purchase business combinations		40,500		-		40,500
	Purchase price allocation adjustments		2,135		-		2,135
	Purchase of variable interest entity		-		2,687		2,687
Balance as of April 1, 2011		$	74,328	$	92,766	$	167,094
	Purchase business combinations		22,162		16,160		38,322
	Purchase price allocation adjustments		(2,796)		(868)		(3,664)
Balance as of March 30, 2012		$	93,694	$	108,058	$	201,752

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Employee Benefit Plans (Details) (USD $) In Thousands, except Share data, unless otherwise specified	12 Months Ended
	Mar. 30, 2012	Apr. 01, 2011	Apr. 02, 2010
Compensation Related Costs [Abstract]
Description of defined contribution plan	The PSS World Medical, Inc. Savings Plan (the “Plan”) provides an opportunity for tax-deferred savings, enabling eligible employees to invest in a variety of investments, including an interest in the common stock of the Company. Employees become eligible to participate in the Plan upon the completion of 30 days of service. Employees may elect to defer up to 85% but not less than 1% of their compensation to the Plan, subject to certain limitations imposed by the Internal Revenue Code. The Company matches an amount equal to the lesser of (i) 50% of the employee deferrals up to 6% of their compensation or (ii) $1,750, previously $1,250 in fiscal years ended April 1, 2011 and April 2, 2010. This match can be invested in various mutual funds or the common stock of the Company at the discretion of the participant and vests over a six-year period.
Defined contribution plan, employer contributions, terms	The Company matches an amount equal to the lesser of (i) 50% of the employee deferrals up to 6% of their compensation or (ii) $1,750, previously $1,250 in fiscal years ended April 1, 2011 and April 2, 2010. This match can be invested in various mutual funds or the common stock of the Company at the discretion of the participant and vests over a six-year period.
Defined contribution plan, employer contributions	$ 2,574	$ 1,914	$ 1,821
Defined contribution plan, employer securities owned by plan	1,100,000	1,200,000	1,500,000
Employee stock purchase plan, requisite service period	six months
Management, Excluding Directors [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Deferred compensation arrangements, overall, description	The Company offers a deferred compensation program (the “Program”) to qualified executives, management, and sales representatives. The Program is a nonqualified plan governed by Sec. 409 of the IRS internal revenue code and consists of a deferred compensation plan and also previously consisted of a stock option program. Under the deferred compensation plan, participants can elect to defer up to 100% of their total compensation; however, the Company matching contribution program only applies to deferrals of up to 10% or 15% of the participant’s compensation. The Company’s matching contribution ranges from 10% to 125% of the participant’s deferral. Participant contributions are always 100% vested. The Company’s matching contribution vests in 20% increments beginning after participating in the plan for four years and becomes fully vested after participating in the plan for eight years.
Deferred compensation arrangements, distribution terms	Upon (i) retirement or termination from the Company and (ii) at age 60, or at age 55 with ten years of participation in the Program, the retirement benefit is distributed to participants in five equal annual installments, or in a lump sum payment if the vested account balance is less than $25. The retirement benefit is distributed in a lump sum upon death and over five years upon disability. In the event of termination of employment, 100% of the participant’s vested balance will be distributed in five equal installments or in a lump-sum payment if the vested account balance is less than $25. In the event of a change in control, if the successor terminates the plan, all participants become 100% vested in their accounts, including the Company’s matching contributions, discretionary Company contributions, and allocated return thereon.
Deferred compensation arrangement with individual, employer contribution	2,267	2,230	1,919
Cash surrender value of life insurance	99,162	89,132
Deferred compensation liability	$ 94,394	$ 84,165
Directors [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Deferred compensation arrangements, overall, description	Effective January 1, 2004, the Company offers a deferred compensation plan to non-employee members of the Board of Directors. Participants may elect to defer up to 100% of their annual retainer, meeting fees, other director’s fees, and other cash compensation and invest their deferrals in a variety of investment options.
Deferred compensation arrangements, distribution terms	A participant's deferred compensation account balance will be distributed, at the election of the participant, in a single lump sum payment following the participant's termination of service on the board of directors, or in up to ten annual installments. The deferred compensation account balance will be distributed in a lump sum payment upon the death of the participant, or in the event of a change in control of the Company.

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Segment Information (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended								12 Months Ended
	Mar. 30, 2012	Dec. 30, 2011	Sep. 30, 2011	Jul. 01, 2011	Apr. 01, 2011	Dec. 31, 2010	Oct. 01, 2010	Jul. 02, 2010	Mar. 30, 2012	Apr. 01, 2011	Apr. 02, 2010
Segment Reporting Information [Line Items]
Net sales	$ 538,869	$ 527,695	$ 521,756	$ 513,682	$ 549,658	$ 510,087	$ 496,188	$ 478,856	$ 2,102,002	$ 2,034,789	$ 2,055,171
Income from operations									133,356	133,556	120,981
Depreciation									26,847	25,065	21,940
Amortization of intangible assets									8,930	6,378	5,121
Provisions for doubtful accounts and notes receivable									2,858	1,741	3,795
Interest expense									20,148	17,121	17,295
Provision for income taxes									41,063	44,561	40,767
Capital expenditures									23,918	18,227	25,923
Total assets	1,155,970				951,672				1,155,970	951,672
Consumable Products [Member]
Segment Reporting Information [Line Items]
Net sales									1,497,146	1,504,255	1,563,462
Pharmaceutical Products [Member]
Segment Reporting Information [Line Items]
Net sales									350,704	330,572	333,026
Equipment [Member]
Segment Reporting Information [Line Items]
Net sales									146,030	138,414	134,067
Physician Dispensing Solutions [Member]
Segment Reporting Information [Line Items]
Net sales									84,328	36,899	0
Billing Services [Member]
Segment Reporting Information [Line Items]
Net sales									10,549	11,956	13,219
Customer Freight Charges [Member]
Segment Reporting Information [Line Items]
Net sales									15,544	13,382	10,926
Vendor Incentive And Other Income [Member]
Segment Reporting Information [Line Items]
Net sales									(2,299)	(689)	471
Physician Business [Member]
Segment Reporting Information [Line Items]
Net sales									1,512,719	1,425,012	1,437,823
Income from operations									144,767	137,995	137,261
Depreciation									11,100	9,515	7,983
Amortization of intangible assets									5,798	2,956	2,343
Provisions for doubtful accounts and notes receivable									2,288	1,792	1,944
Interest expense									4,706	4,631	4,110
Provision for income taxes									50,248	49,951	49,982
Capital expenditures									2,864	1,554	1,282
Total assets	606,725				570,278				606,725	570,278	440,916
Extended Care Business [Member]
Segment Reporting Information [Line Items]
Net sales									587,388	607,750	614,937
Income from operations									27,620	37,782	38,017
Depreciation									5,341	5,024	4,984
Amortization of intangible assets									2,491	2,757	2,432
Provisions for doubtful accounts and notes receivable									570	(51)	1,851
Interest expense									8,391	8,157	8,192
Provision for income taxes									6,938	11,212	11,103
Capital expenditures									911	1,659	509
Total assets	323,710				298,016				323,710	298,016	298,063
Shared Services [Member]
Segment Reporting Information [Line Items]
Net sales									1,895	2,027	2,411
Income from operations									(39,031)	(42,221)	(54,297)
Depreciation									10,406	10,526	8,973
Amortization of intangible assets									641	665	346
Interest expense									7,051	4,333	4,993
Provision for income taxes									(16,123)	(16,602)	(20,318)
Capital expenditures									20,143	15,014	24,132
Total assets	$ 225,535				$ 83,378				$ 225,535	$ 83,378	$ 133,087

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Incentive and Stock-Based Compensation (Details) (USD $) In Thousands, except Share data, unless otherwise specified	12 Months Ended
	Mar. 30, 2012 years	Apr. 01, 2011 years	Apr. 02, 2010 years	Mar. 27, 2009 years
Stock-based Compensation Arrangement by Stock-based Payment Award [Line Items]
Outstanding stock-based awards granted under equity incentive plans	1,405,000	1,735,000	2,131,000
Adjustment to stock-based compensation	$ (2,057)	$ (3,273)	$ (2,516)
Number of securities to be issued upon exercise of outstanding options	49,000	220,000	558,000
Number of securities remaining available for future issuance	2,136,000
Restricted Stock And Restricted Stock Units, Scheduled Vesting [Abstract]
Scheduled vesting, current	425,000
Scheduled vesting, in two years	147,000
Scheduled vesting, in three years	145,000
Scheduled vesting, in four years	594,000
Scheduled vesting, in five years and thereafter	96,000
Scheduled vesting, total	1,407,000
Restricted Stock And Restricted Stock Units, Schedule Of Unrecognized Compensation Cost [Abstract]
Estimated stock-based compensation expense, current	6,105
Estimated stock-based compensation expense, in two years	4,648
Estimated stock-based compensation expense, in three years	3,607
Estimated stock-based compensation expense, in four years	2,128
Allocated Share-based Compensation Expense, In Five Years And Thereafter	47
Stock Options Outstanding [Roll Forward]
Outstanding, beginning balance	220,000	558,000	1,306,000
Exercised	(171,000)	(338,000)	(548,000)
Expired			(200,000)
Outstanding, ending balance	49,000	220,000	558,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
Weighted average exercise price, beginning of period	$ 8.44	$ 7.05	$ 9.20
Exercised, weighted average exercise price	$ 8.09	$ 6.15	$ 8.15
Expired, weighted average exercise price			$ 17.98
Weighted average exercise price, end of period	$ 9.63	$ 8.44	$ 7.05
Weighted average contractual term	1.5	1.7	1.9	3.4
Aggregate intrinsic value	789	4,115	9,252	7,909
Shareholder Value Plan, 2008 [Member]
Cash-Based Compensation, Long-Term Executive Plan [Line Items]
Performance period for cash-based incentive compensation		36-month
Cash-based incentive compensation, target awards, ratio		three
Cash-based incentive compensation, target award factor, percentage, minimum		0.10
Cash-based incentive compensation, target award factor, percentage, maximum		0.38
Change in long-term incentive based compensation due to change in estimate		2,276
Change in long-term incentive based compensation due to change in estimate, net of tax		1,405
Change In Long-Term Incentive Based Compensation Due To Change In Estimate, Per Diluted Share		$ 0.02
Accrued incentive compensation cost		10,697
Shareholder Value Plan, 2011 [Member]
Cash-Based Compensation, Long-Term Executive Plan [Line Items]
Performance period for cash-based incentive compensation	36-month
Cash-based incentive compensation, target awards, ratio	three
Cash-based incentive compensation, target award factor, percentage, minimum	0.15
Cash-based incentive compensation, target award factor, percentage, maximum	0.40
Accrued incentive compensation cost	0
Equity Compensation Plans Approved By Shareholders [Member]
Stock-based Compensation Arrangement by Stock-based Payment Award [Line Items]
Number of securities to be issued upon exercise of outstanding options	38,000
Number of securities remaining available for future issuance	2,136,000
Stock Options Outstanding [Roll Forward]
Outstanding, ending balance	38,000
PSS World Medical, Inc. 2006 Incentive Plan [Member]
Stock-based Compensation Arrangement by Stock-based Payment Award [Line Items]
Stock-based compensation arrangement by stock-based payment award, description	On June 7, 2006, the Board of Directors approved the PSS World Medical, Inc. 2006 Incentive Plan (the “2006 Plan”), a stock incentive plan under which equity may be granted to the Company’s officers, directors, and employees. The 2006 Plan became effective as of August 24, 2006, the date on which shareholders approved the plan. Grants under the 2006 Plan may be made in the form of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, restricted or deferred stock units, performance awards, dividend equivalents, performance-based cash awards, and other stock-based awards.
Stock-based compensation arrangement by stock-based payment award, number of shares available for grant	1,906,000
PSS World Medical, Inc. 2006 Incentive Plan [Member] | Equity Compensation Plans Approved By Shareholders [Member]
Stock-based Compensation Arrangement by Stock-based Payment Award [Line Items]
Number of securities remaining available for future issuance	1,906,000
Non-Employee Directors Compensation Plan, 2004 [Member]
Stock-based Compensation Arrangement by Stock-based Payment Award [Line Items]
Stock-based compensation arrangement by stock-based payment award, description	In addition to the 2006 Plan, the Company maintains the 2004 Non-Employee Directors Compensation Plan (the “2004 Directors Plan”), which permits the grant of restricted stock to the Company’s non-employee directors.
Stock-based compensation arrangement by stock-based payment award, number of shares available for grant	230,000
Non-Employee Directors Compensation Plan, 2004 [Member] | Equity Compensation Plans Approved By Shareholders [Member]
Stock-based Compensation Arrangement by Stock-based Payment Award [Line Items]
Number of securities remaining available for future issuance	230,000
Long Term Incentive Plan, 1999 [Member] | Equity Compensation Plans Approved By Shareholders [Member]
Stock-based Compensation Arrangement by Stock-based Payment Award [Line Items]
Number of securities to be issued upon exercise of outstanding options	10,000
Stock Options Outstanding [Roll Forward]
Outstanding, ending balance	10,000
Amended And Restated Directors' Stock Plan [Member] | Equity Compensation Plans Approved By Shareholders [Member]
Stock-based Compensation Arrangement by Stock-based Payment Award [Line Items]
Number of securities to be issued upon exercise of outstanding options	28,000
Stock Options Outstanding [Roll Forward]
Outstanding, ending balance	28,000
Broad Based Employee Stock Plan, 1999 [Member] | Equity Compensation Plan Not Approved By Shareholders [Member]
Stock-based Compensation Arrangement by Stock-based Payment Award [Line Items]
Number of securities to be issued upon exercise of outstanding options	11,000
Number of securities remaining available for future issuance	0
Stock Options Outstanding [Roll Forward]
Outstanding, ending balance	11,000
Stock Options [Member]
Stock-based Compensation Arrangement by Stock-based Payment Award [Line Items]
Outstanding stock-based awards granted under equity incentive plans	49,000	220,000	558,000
Adjustment to stock-based compensation			(580)
Adjustment to stock-based compensation, net of tax			(358)
Award vesting period (in years)	five
Restricted Stock [Member]
Stock-based Compensation Arrangement by Stock-based Payment Award [Line Items]
Outstanding stock-based awards granted under equity incentive plans	773,000	830,000	969,000
Adjustment to stock-based compensation			(3,837)
Adjustment to stock-based compensation, net of tax			(2,370)
Restricted Stock Units (RSUs) [Member]
Stock-based Compensation Arrangement by Stock-based Payment Award [Line Items]
Outstanding stock-based awards granted under equity incentive plans	575,000	670,000	593,000
Deferred Stock Units [Member]
Stock-based Compensation Arrangement by Stock-based Payment Award [Line Items]
Outstanding stock-based awards granted under equity incentive plans	8,000	15,000	11,000
Performance-Based Awards, Performance Shares, Units [Member]
Stock-based Compensation Arrangement by Stock-based Payment Award [Line Items]
Award vesting period (in years)	five
Terms of award	The Performance Shares cliff-vest three years from the date of grant and convert to shares of common stock based on the Company’s achievement of certain cumulative earnings per share growth targets. These awards, which are denominated in terms of a target number of shares, will be forfeited if performance falls below a designated threshold level and may increase up to 250% of the target number of shares for exceptional performance. The ultimate number of shares delivered to recipients and the related compensation cost recognized as expense will be based on actual performance.
Award subject to accelerated vesting period	three
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward]
Balance, beginning	479,000	515,000	221,000
Granted	87,000	94,000	241,000
Addition (reduction) from change in estimate	(98,000)	34,000	303,000
Vested	(162,000)	(164,000)	0
Forfeited	(5,000)	0	(250,000)
Balance, ending	301,000	479,000	515,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract]
Weighted Average Grant Date Fair Value, Nonvested, Beginning of Period	$ 19.01	$ 17.98	$ 18.49
Weighted Average Grant Date Fair Value, Granted	$ 27.29	$ 22.23	$ 17.00
Weighted Average Grant Date Fair Value, Addition (Reduction) From Change In Estimate	$ 19.34	$ 23.41	$ 18.39
Weighted Average Grant Date Fair Value, Vested	$ 18.47	$ 18.52	$ 0
Weighted Average Grant Date Fair Value, Forfeited	$ 25.19	$ 0	$ 17.97
Weighted Average Grant Date Fair Value, Nonvested, End of Period	$ 21.48	$ 19.01	$ 17.98
Performance-Based Awards, Performance Shares, Units [Member] | Performance Estimate [Member]
Stock-based Compensation Arrangement by Stock-based Payment Award [Line Items]
Adjustment to stock-based compensation	(1,464)		9,133
Adjustment to stock-based compensation, net of tax	$ (908)		$ 5,640
Adjustment to stock-based compensation, per diluted share	$ (0.02)		$ 0.10
Award vesting period (in years)			three
Performance-Based Awards, PARS Units [Member]
Stock-based Compensation Arrangement by Stock-based Payment Award [Line Items]
Award vesting period (in years)	five
Award subject to accelerated vesting period	three
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward]
Balance, beginning	191,000	88,000	0
Granted	87,000	103,000	132,000
Vested	0	0	0
Forfeited	(4,000)	0	(44,000)
Balance, ending	274,000	191,000	88,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract]
Weighted Average Grant Date Fair Value, Nonvested, Beginning of Period	$ 19.82	$ 17.00	$ 0
Weighted Average Grant Date Fair Value, Granted	$ 27.29	$ 22.23	$ 17.00
Weighted Average Grant Date Fair Value, Vested	$ 0	$ 0	$ 0
Weighted Average Grant Date Fair Value, Forfeited	$ 25.19	$ 0	$ 17.00
Weighted Average Grant Date Fair Value, Nonvested, End of Period	$ 22.11	$ 19.82	$ 17.00
Performance-Based Awards, PARS Shares [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward]
Balance, beginning	532,000	652,000	767,000
Granted	47,000	460,000	7,000
Vested	(81,000)	(547,000)	0
Forfeited	(27,000)	(33,000)	(122,000)
Balance, ending	471,000	532,000	652,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract]
Weighted Average Grant Date Fair Value, Nonvested, Beginning of Period	$ 21.34	$ 18.40	$ 18.38
Weighted Average Grant Date Fair Value, Granted	$ 22.55	$ 21.85	$ 21.84
Weighted Average Grant Date Fair Value, Vested	$ 18.47	$ 18.40	$ 0
Weighted Average Grant Date Fair Value, Forfeited	$ 21.85	$ 19.11	$ 18.50
Weighted Average Grant Date Fair Value, Nonvested, End of Period	$ 21.93	$ 21.34	$ 18.40
Time-Based Awards, Shares [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward]
Balance, beginning	298,000	317,000	248,000
Granted	72,000	87,000	171,000
Vested	(58,000)	(91,000)	(90,000)
Forfeited	(10,000)	(15,000)	(12,000)
Balance, ending	302,000	298,000	317,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract]
Weighted Average Grant Date Fair Value, Nonvested, Beginning of Period	$ 19.88	$ 19.68	$ 19.23
Weighted Average Grant Date Fair Value, Granted	$ 23.61	$ 20.00	$ 20.06
Weighted Average Grant Date Fair Value, Vested	$ 19.37	$ 19.55	$ 19.42
Weighted Average Grant Date Fair Value, Forfeited	$ 22.10	$ 18.42	$ 19.50
Weighted Average Grant Date Fair Value, Nonvested, End of Period	$ 20.79	$ 19.88	$ 19.68

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Purchase Business Combinations (Tables)

12 Months Ended

Mar. 30, 2012

Business Combinations [Abstract]

Schedule of Purchase Price Allocation [Table Text Block]

		2012 acquisitions
						Opening
						Balance
		Opening		Measurement		Sheet
		Balance		Period		As Adjusted
(in thousands)		Sheet		Adjustment		March 30, 2012
Current assets (a)		$	20,458		(768)	$	19,690
Goodwill			37,858		8		37,866
Intangible assets			19,640		1,510		21,150
Noncurrent assets (b)			6,387		-		6,387
Accounts payable and other current liabilities			(12,060)		(387)		(12,447)
Noncurrent liabilities (c)			(1,842)		(679)		(2,521)
Contingent consideration			(490)		-		(490)
	Net assets acquired	$	69,951	$	(316)	$	69,635

		Linear						DSI
		Opening				Opening		Opening				Opening
		Balance				Balance		Balance				Balance
		Sheet		Measurement		Sheet		Sheet		Measurement		Sheet
		As Adjusted		Period		As Adjusted		As Adjusted		Period		As Adjusted
(in thousands)		April 1, 2011		Adjustment		March 30, 2012		April 1, 2011		Adjustment		March 30, 2012
Current assets(a)		$	12,711	$	-	$	12,711	$	6,458	$	431	$	6,889
Goodwill			3,816		61		3,877		26,747		(3,285)		23,462
Intangible assets			4,538		-		4,538		11,070		-		11,070
Noncurrent assets(b)			1,734		-		1,734		2,090		-		2,090
Accounts payable and other current liabilities			(5,068)		-		(5,068)		(2,226)		(50)		(2,276)
Noncurrent liabilities(c)			-		-		-		(2,639)		-		(2,639)
Contingent consideration			(3,500)		-		(3,500)		(5,500)		-		(5,500)
	Net assets acquired	$	14,231	$	61	$	14,292	$	36,000	$	(2,904)	$	33,096

Business Acquisition, Pro Forma Information [Table Text Block]

(in thousands)			2012		2011		2010
Net sales:
	PSS World Medical, Inc. (as reported)		$	2,102,002	$	2,034,789	$	2,055,171
	Supplemental net sales - 2012 acquisitions			57,891		88,029		N/A
	Supplemental net sales - Linear			-		53,339		70,633
	Supplemental net sales - DSI			-		24,543		22,067
		Total pro forma net sales	$	2,159,893	$	2,200,700	$	2,147,871
Net income attributable to PSS World Medical, Inc.:
	PSS World Medical, Inc. (as reported)		$	74,319	$	74,485	$	69,363
	Supplemental net income - 2012 acquisitions			(1,525)		(3,022)		N/A
	Supplemental net income - Linear			-		2,711		2,744
	Supplemental net income - DSI			-		892		(623)
		Total pro forma net income	$	72,794	$	75,066	$	71,484
Net income per common share:
	Basic		$	1.40	$	1.36	$	1.23
	Diluted		$	1.35	$	1.33	$	1.21

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Summary of Significant Accounting Policies (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Mar. 30, 2012	Apr. 01, 2011	Apr. 02, 2010
Accounting Policies [Abstract]
Operating cycle	The Company reports its year-end financial position, results of operations, and cash flows on the Friday closest to March 31. Fiscal years 2012 and 2011 each consisted of 52 weeks and 253 selling days and fiscal year 2010 consisted of 53 weeks or 258 selling days.
Fair Value Disclosures [Abstract]
Stated interest rate	6.375%
Cash and Cash Equivalents [Abstract]
Cash and cash equivalents, description	Cash and cash equivalents generally consist of demand deposits with financial institutions and highly liquid investment grade instruments having maturities of three months or less at the date of purchase. Cash and cash equivalents are stated at cost, which approximates market value.
Outstanding checks reclassed to accounts payable	$ 10,069	$ 13,425
Segment Reporting Information [Line Items]
Vendor Rebates	231,802	217,879	216,717
Discontinued Operations and Disposal Groups [Abstract]
Disposal group, including discontinued operation, description and timing of disposal	During the first quarter of fiscal year 2013 the Company’s Board of Directors approved a strategic restructuring plan designed to transform the Company. The restructuring plan will include the sale of two business units serving skilled nursing facilities and specialty dental practices, the integration of all warehouse operations into one common distribution infrastructure, as well as a redesign of the shared services function. The Company determined that certain held for sale criteria had not been met as of March 30, 2012 and therefore reports the assets, liabilities, and the related results of operations as continuing operations.
Insurance [Abstract]
Stop loss reinsurance coverage, individual claims	250
Stop loss reinsurance coverage, additional aggregate specific deductible	190
Stop loss reinsurance coverage, catastrophic loss, maximum	2,000
Medical expenses, net of employee contributions	16,853	13,153	13,452
Primary Casualty Insurance [Line Items]
Primary casualty insurance, aggregate stop loss coverage	8,000
Revenue Recognition [Abstract]
Sales allowances as a percentage of gross sales	less than 1%
Shipping And Handling [Abstract]
Shipping and handling costs included in net sales	15,832	13,521	11,383
Shipping and handling costs included in general and administrative expenses	110,142	105,334	104,134
Earnings Per Share [Abstract]
Denominator-weighted average shares outstanding used in computing basic earnings per common share	51,998	54,996	58,029
Assumed exercise of stock options	63	198	324
Assumed vesting of restricted stock	453	650	514
Assumed conversion of the 2008 Notes	1,475	702	76
Denominator-weighted average shares outstanding used in computing diluted earnings per common share	53,989	56,546	58,943
Share Repurchases [Abstract]
Additional paid-in capital	0	122,912
Share Repurchases In Excess Of Additional Paid-In Capital, Impact on Retained Earnings	7,154
Automobile Liability [Member]
Primary Casualty Insurance [Line Items]
Primary casualty insurance, annual coverage limit	2,000
Primary casualty insurance, deductible (per occurrence)	350
Employer's Liability [Member]
Primary Casualty Insurance [Line Items]
Primary casualty insurance, annual coverage limit	1,000
Primary casualty insurance, deductible (per occurrence)	500
Worker's Compensation [Member]
Primary Casualty Insurance [Line Items]
Primary casualty insurance, deductible (per occurrence)	500
General Liability [Member]
Primary Casualty Insurance [Line Items]
Primary casualty insurance, annual coverage limit	2,000
Primary casualty insurance, deductible (per occurrence)	100
Equipment [Member]
Property and Equipment [Line Items]
Property and equipment, estimated useful lives	2 to 10 years
Computer Hardware And Software [Member]
Property and Equipment [Line Items]
Property and equipment, estimated useful lives	3 to 15 years
Capitalized Internal-Use Software Costs [Member]
Property and Equipment [Line Items]
Property and equipment, estimated useful lives	5 to 15 years
Property and equipment, interest capitalization	The Company capitalizes the following costs associated with developing internal-use computer software: (i) external direct costs of materials and services consumed in developing or obtaining internal-use computer software; (ii) certain payroll and payroll-related costs for Company employees who are directly associated with the development of internal-use software, to the extent of time spent directly on the project; and (iii) interest costs incurred while developing internal-use computer software. According to ASC 835-20, Interest-Capitalization of Interest, interest cost may be capitalized as a part of the historical cost of acquiring certain assets, such as assets that are constructed or produced for a company's own use.
Amount of capitalized interest	897	511	1,182
Net Sales [Member]
Segment Reporting Information [Line Items]
Vendor Rebates	759	1,237	2,433
Cost of Sales [Member]
Segment Reporting Information [Line Items]
Vendor Rebates	231,043	216,642	214,284
Physician Business [Member]
Segment Reporting Information [Line Items]
Allowance for doubtful accounts receivable	3,167	2,934
Average allowance for doubtful accounts as a percentage of gross accounts receivable, range	2%
Average allowance for doubtful accounts as a percentage of gross accounts receivable, period	three years
Bad debt expense as a percentage of net sales	less than 1%	less than 1%	less than 1%
Primary sources of revenue, description	The Physician Business, or the Physician Sales & Service division, is a leading distributor of medical supplies, diagnostic equipment, pharmaceutical-related products, healthcare information technology, professional and consulting services and physician dispensing solutions to alternate site healthcare providers in the U.S. The Physician Business has three primary sources of revenue: (i) the sale of consumable products; (ii) the sale of equipment; and (iii) claims processing services provided to physician dispensing customers.
Vendor Rebates	125,551	109,161	110,576
Physician Business [Member] | Net Sales [Member]
Segment Reporting Information [Line Items]
Vendor Rebates	759	1,237	2,433
Physician Business [Member] | Cost of Sales [Member]
Segment Reporting Information [Line Items]
Vendor Rebates	124,792	107,924	108,143
Extended Care Business [Member]
Segment Reporting Information [Line Items]
Allowance for doubtful accounts receivable	3,047	2,875
Average allowance for doubtful accounts as a percentage of gross accounts receivable, range	4%
Average allowance for doubtful accounts as a percentage of gross accounts receivable, period	three years
Bad debt expense as a percentage of net sales	less than 1%	less than 1%	less than 1%
Primary sources of revenue, description	The Extended Care Business, or the Gulf South Medical Supply division, is a national distributor of medical supplies and related products and solutions to the extended care industry in the United States. The Extended Care Business serves the skilled nursing home, assisted living, home health care, and hospice markets. In addition, the Extended Care Business also provides Medicare Part B billing services, either on a fee-for-service or a full-assignment basis and Medicaid billing services to the assisted living market. The Extended Care Business has three primary sources of revenue: (i) the sale of consumable products and services to skilled nursing home and assisted living facilities, hospice and home health care providers; (ii) service fees earned for providing Medicare Part B and Medicaid products and services; and (iii) consulting services to skilled nursing home and assisted living facilities, hospice and home health care providers.
Extended Care Business [Member] | Cost of Sales [Member]
Segment Reporting Information [Line Items]
Vendor Rebates	$ 106,251	$ 108,718	$ 106,141
Extended Care Business [Member] | Largest Five Customers [Member]
Segment Reporting Information [Line Items]
Sales revenue, net, percentage of total	16.00%	16.00%	15.00%
Accounts receivable, net, current, percentage of total	10.00%	10.00%

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Equity

12 Months Ended

Mar. 30, 2012

Stockholders' Equity, Number of Shares, Par Value and Other Disclosures [Abstract]

EQUITY

Stock Repurchase Programs

The Company repurchases its common stock under stock repurchase programs authorized by the Company's Board of Directors. As of March 30, 2012, there were 0.4million shares available for repurchase under existing stock repurchase programs.

From time to time, the Company's Board of Directors authorizes the purchase of its outstanding common shares. Depending on current market conditions and other factors, the Company is authorized to repurchase a determined amount of its total common stock. Repurchases can be made in the open market, privately negotiated transactions, and other transactions that will be disclosed publicly through filings with the SEC. This authorization is in addition to any shares remaining available under existing repurchase programs.

The following table summarizes the common stock repurchases and Board of Directors authorizations during fiscal years 2012, 2011, 2010, as well as the shares available for repurchase under the stock repurchase program as ofMarch 30, 2012, April 1, 2011, April 2, 2010, and March 27, 2009:

(in thousands)		Number of Shares
Shares available for repurchase at March 27, 2009		118
	Shares authorized for repurchase	5,966
	Shares repurchased	(2,767)
Shares available for repurchase at April 2, 2010		3,317
	Shares authorized for repurchase	2,763
	Shares repurchased	(2,728)
Shares available for repurchase at April 1, 2011		3,352
	Shares authorized for repurchase	2,680
	Shares repurchased	(5,595)
Shares available for repurchase at March 30, 2012		437

During fiscal year 2012, the Company repurchased approximately 5.6 million shares of common stock at an average price of $25.10 per common share for approximately $140,439.During fiscal year 2011, the Company repurchased approximately 2.7 million shares of common stock at an average price of $20.07per common share for approximately $54,761.

During fiscal year 2012, the Company'sadditional paid-in capital balance was reduced to zero as a result of share repurchases.  In accordance with ASC 505, Equity, retirements of the Company'sshares may be recorded to additional paid-in capital to the extent that previous net gains from sales or retirements of the same class of stock remain, and otherwise should be recorded to retained earnings.  As a result, retained earnings was reduced by $7,154 during fiscal year 2012, which represented share repurchases occurring after the additional paid-in capital balance had been reduced to zero.  

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Commitments and Contingencies

12 Months Ended

Mar. 30, 2012

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

Other Litigation Matters

The Company is party to various legal and administrative proceedings and claims arising in the normal course of business. While any litigation contains an element of uncertainty, the Company, after consultation with legal counsel, believes that the outcome of such other proceedings or claims which are pending or known to be threatened will not have a material adverse effect on the Company's consolidated financial position, liquidity, or results of operations.

The Company has various insurance policies, including product liability insurance, covering risks and in amounts it considers adequate. With respect to products manufactured by others and distributed by the Company, the manufacturer may provide indemnification. There can be no assurance that the insurance coverage maintained by the Company is sufficient or will be available in adequate amounts or at a reasonable cost, or that indemnification agreements will provide adequate protection for the Company, including agreements with foreign vendors.

Purchase Commitments

Periodically, the Company enters into various purchase agreements with vendors to ensure the availability and pricing of products and services. These commitments represent future obligations to purchase goods and services that are enforceable and legally binding on the Company and that specify all significant terms, including: fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction. Included in these agreements are contracts that specify a minimum payment regardless of whether the Company takes delivery of the contracted products or services (take-or-pay) as well as commitments that involve a penalty in order to cancel the purchase commitment.

Commitments and Other Contingencies

The Company has employment agreements with certain executive officers which provide that in the event of their termination or resignation, under certain conditions, the Company may be required to pay severance to the executive officers in amounts ranging from one-fourth to two times their base salary and target annual bonus. In the event that a termination or resignation follows or is in connection with a change in control, the Company may be required to pay severance to the executive officers in amounts ranging from three-fourths to three times their base salary and target annual bonus. The Company may also be required to continue welfare benefit plan coverage for the executive officers following a termination or resignation for a period ranging from one month to two years.

If a supply agreement for store brand products between a vendor and the Company were to be terminated, then the Company may be required to purchase from the vendor all remaining finished and unfinished products and product-materials ordered or held by the vendor. As of March 30, 2012, the Company had no material obligation to purchase remaining products or materials due to a termination of a supply agreement with a vendor who supplies store brand products to the Company.

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Schedule II - Valuation and Qualifying Accounts (Tables)

12 Months Ended

Mar. 30, 2012

Valuation and Qualifying Accounts [Abstract]

Schedule Of Valuation And Qualifying Accounts [Table Text Block]

Description		Balance at Beginning of Period		Provision Charged to Expense		Write-offs(a)		Balance at End of Period
Valuation Allowance for Accounts Receivable:
	Fiscal year ended March 30, 2012	$	5,808	$	2,858	$	2,452	$	6,214
	Fiscal year ended April 1, 2011	$	6,310	$	1,741	$	2,243	$	5,808
	Fiscal year ended April 2, 2010	$	7,041	$	3,795	$	4,526	$	6,310
Other:(b)
	Fiscal year ended March 30, 2012	$	8,961		N/A		N/A	$	17,796
	Fiscal year ended April 1, 2011	$	5,923		N/A		N/A	$	8,961
	Fiscal year ended April 2, 2010	$	5,044		N/A		N/A	$	5,923

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Income Taxes (Tables)

12 Months Ended

Mar. 30, 2012

Income Tax Disclosure [Abstract]

Schedule of Provision for Income Taxes [Table Text Block]

(in thousands)			2012		2011		2010
Current tax provision:
	Federal		$	37,341	$	36,384	$	42,919
	State			5,006		4,926		6,112
		Total current provision		42,347		41,310		49,031
Deferred tax (benefit) provision:
	Federal			(1,132)		2,863		(7,234)
	State			(152)		388		(1,030)
		Total deferred (benefit) provision		(1,284)		3,251		(8,264)
		Total income tax provision	$	41,063	$	44,561	$	40,767

Schedule of Income Tax Expense [Table Text Block]

(in thousands)			2012		2011		2010
Tax expense per Consolidated Statements of Operations			$	41,063	$	44,561	$	40,767
Other comprehensive income:
	Unrealized holding gains on equity securities
		recognized for financial reporting purposes		-		-		(1,342)
	Unrealized losses on interest rate swap
		recognized for financial reporting purposes		-		-		339
Total income tax expense (benefit) allocated to
	other comprehensive income			-		-		(1,003)
Benefit for compensation expense for tax purposes
	in excess of amounts recognized for financial
	reporting purposes			(2,057)		(3,273)		(2,516)
Total income tax expense			$	39,006	$	41,288	$	37,248

Schedule of Effective Income Tax Rate Reconciliation [Table Text Block]

(in thousands)			2012		2011		2010
Income before provision for income taxes			$	115,465	$	119,225	$	110,130
Tax provision at the 35% statutory rate				40,413		41,729		38,546
Increase (decrease) in taxes:
	State income tax, net of federal benefit			3,155		3,454		3,304
	Indefinitely invested earnings of foreign subsidiaries			(3,241)		(1,289)		(1,433)
	Other, net			736		667		350
		Total increase in taxes		650		2,832		2,221
		Total income tax provision	$	41,063	$	44,561	$	40,767
Effective tax rate				35.6%		37.4%		37.0%

Schedule of Deferred Tax Assets and Liabilities [Table Text Block]

(in thousands)			2012		2011
Deferred tax assets:
	Deferred compensation		$	35,224	$	31,649
	Original issue discount on 2008 Notes			9,653		13,197
	Net operating loss and tax credit carryforwards			10,591		4,722
	Allowance for doubtful accounts and sales returns			9,319		7,418
	Accrued expenses and incentive compensation			3,313		8,927
	Inventory uniform cost capitalization			4,171		3,725
	Inventory obsolescence			2,693		2,305
	Other			618		733
		Gross deferred tax assets		75,582		72,676
Deferred tax liabilities:
	Excess of tax depreciation over book depreciation			(23,762)		(25,548)
	Interest on 2004 Notes			(17,303)		(17,316)
	Discount on 2008 Notes related to ASC 470-20			(9,362)		(12,822)
	Excess of tax amortization over book amortization			(15,000)		(11,043)
	Other			(998)		(703)
		Gross deferred tax liabilities		(66,425)		(67,432)
Deferred tax assets, net			$	9,157	$	5,244

Unrecognized Tax Benefits Reconciliation [Table Text Block]

Unrecognized Tax Benefits as of April 2, 2010		$	1,466
	Gross Increases for tax positions of prior years		295
	Lapse of Statute of Limitations		(284)
Unrecognized Tax Benefits as of April 1, 2011			1,477
	Gross Increases for tax positions of prior years		342
	Lapse of Statute of Limitations		(375)
Unrecognized Tax Benefits as of March 30, 2012		$	1,444

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Consolidated Statements of Equity And Comprehensive Income (USD $) In Thousands, except Share data	Total	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Accumulated Other Comprehensive (Loss) Income [Member]	Total PSS World Medical Shareholders' Equity [Member]	Noncontrolling Interest [Member]
Beginning balance, value at Mar. 27, 2009		$ 583	$ 200,175	$ 175,620	$ 1,652	$ 378,030	$ 0
Beginning balance, shares at Mar. 27, 2009		58,301,253
Net income	69,363			69,363		69,363	0
Unrealized holding gains on available-for-sale investments, net of tax					56	56
Reclassification adjustments for gains on available-for-sale investments included in net income, net of tax					(2,260)	(2,260)
Impact of interest rate swap, net of tax					552	552
Total comprehensive income						67,711	0
Repurchases and retirement of common stock, shares	(2,767,000)	(2,767,093)
Repurchases and retirement of common stock, value		(28)	(57,148)			(57,176)
Exercise of stock options, shares	(548,000)	547,823
Exercise of stock options, value		6	4,483			4,489
Stock-based compensation			11,887			11,887
Vesting of restricted stock, shares		90,354
Vesting of restricted stock, value		1	(1)
Excess tax benefit from stock-based compensation			2,516			2,516
Employee benefits and other, shares		27,256
Employee benefits and other, value			557			557
Ending balance, value at Apr. 02, 2010		562	162,469	244,983	0	408,014	0
Ending balance, shares at Apr. 02, 2010		56,199,593
Net income	74,485			74,485		74,485	179
Total comprehensive income						74,485	179
Acquisition of variable interest entity							3,421
Repurchases and retirement of common stock, shares	(2,728,000)	(2,728,300)
Repurchases and retirement of common stock, value	54,761	(27)	(54,734)			(54,761)
Exercise of stock options, shares	(338,000)	337,853
Exercise of stock options, value		3	2,075			2,078
Stock-based compensation			9,285			9,285
Vesting of restricted stock, shares		802,005
Vesting of restricted stock, value		8	(8)
Excess tax benefit from stock-based compensation			3,187			3,187
Employee benefits and other, shares		23,892
Employee benefits and other, value			638			638
Ending balance, value at Apr. 01, 2011	446,526	546	122,912	319,468	0	442,926	3,600
Ending balance, shares at Apr. 01, 2011		54,635,043
Net income	74,319			74,319		74,319	83
Total comprehensive income						74,319	83
Repurchases and retirement of common stock, shares	(5,595,000)	(5,594,668)
Repurchases and retirement of common stock, value	140,439	(56)	(133,229)	(7,154)		(140,439)
Exercise of stock options, shares	(171,000)	170,961
Exercise of stock options, value		1	1,382			1,383
Stock-based compensation			6,430			6,430
Vesting of restricted stock, shares		301,581
Vesting of restricted stock, value		4	(4)
Excess tax benefit from stock-based compensation			2,057			2,057
Employee benefits and other, shares		26,021
Employee benefits and other, value			452			452
Ending balance, value at Mar. 30, 2012	$ 390,811	$ 495	$ 0	$ 386,633	$ 0	$ 387,128	$ 3,683
Ending balance, shares at Mar. 30, 2012		49,538,938

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Recent Accounting Pronouncements

12 Months Ended

Mar. 30, 2012

New Accounting Pronouncements and Changes in Accounting Principles [Abstract]

RECENT ACCOUNTING PRONOUNCEMENTS

In October 2009, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) for multiple deliverable revenue arrangements. The update requires entities to allocate revenue in an arrangement using estimated selling prices of the delivered goods and services based on a selling price hierarchy. The update eliminates the residual method of revenue allocation and requires revenues to be allocated using the relative selling price method. The Company adopted this update prospectively for revenue arrangements entered into or materially modified beginning in the first quarter of fiscal year 2012. The Company has evaluated this standard and determined it will not have a material effect on the Company's statements of financial condition or results of operations.

In May 2011, the FASB issued an ASU with amendments to achieve common fair value measurement and disclosure requirements in GAAP. The amendments in this update clarified the language used to describe many of the requirements in GAAP for measuring fair value and for disclosing information about fair value measurements. The following areas were impacted by this ASU: (i) application of the highest and best use and valuation premise concepts; (ii) measuring the fair value of an instrument classified in shareholders' equity; and (iii) additional quantitative disclosures regarding unobservable inputs used in Level 3 fair value measurements. The amendments are effective during interim and annual periods beginning after December 15, 2011, or the Company's fourth quarter of fiscal year 2012. The Company has evaluated this standard and determined that, other than requiring additional disclosures, it did not have a material impact on the Company's statements of financial condition or results of operations.

In June 2011, the FASB issued new guidance on the presentation of comprehensive income that requires changes in stockholders' equity to be presented either (i) in a single continuous statement of comprehensive income, or (ii) in two separate consecutive statements. The ASU requires retrospective application and is effective for fiscal years, and interim periods within those years, beginning after December 15, 2011, or the Company's fiscal year 2013. In December 2011, the FASB indefinitely deferred the effective date for amendments pertaining to the presentation of reclassification adjustments by component. The Company has evaluated this standard and determined it will not have a material effect on the Company's statements of financial condition or results of operations.

In September 2011, the FASB issued amended guidance to simplify the method in which entities test goodwill for impairment. This ASU allows an entity to assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. Additional disclosure requirements were included with this update, including an explanation of qualitative factors used in the goodwill analysis. The amendments in this update are effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011, or the Company's fiscal year 2013. The Company has evaluated this standard and determined it will not have an effect on the Company's statements of financial condition or results of operations.

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Intangibles, Net (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Mar. 30, 2012	Apr. 01, 2011	Apr. 02, 2010
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Total intangible assets, carrying value	$ 73,654	$ 60,931
Accumulated amortization	(19,054)	(19,052)
Intangibles, net	54,600	41,879
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	66,424	53,701
Accumulated amortization	(19,054)	(19,052)
Net Intangibles	47,370	34,649
Remaining weighted-average amortization period	5.0	4.8
Amortization expense	8,930	6,378	5,121
Indefinite-lived Intangible Assets by Major Class [Line Items]
Total indefinite-lived intangibles	7,230	7,230
Finite-Lived Intangible Assets, Future Amortization Expense [Abstract]
Future amortization expense, current	9,849
Future amortization expense, in two years	9,197
Future amortization expense, in three years	8,932
Future amortization expense, in four years	7,742
Future amortization expense, in five years	5,151
Future amortization expense, therafter	6,499
Future amortization expense, total	47,370
Tradename [Member]
Indefinite-lived Intangible Assets by Major Class [Line Items]
Total indefinite-lived intangibles	7,230	7,230
Physician Business [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization expense	5,798	2,956	2,343
Physician Business [Member] | Tradename [Member]
Indefinite-lived Intangible Assets by Major Class [Line Items]
Total indefinite-lived intangibles	6,830	6,830
Extended Care Business [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization expense	2,491	2,757	2,432
Extended Care Business [Member] | Tradename [Member]
Indefinite-lived Intangible Assets by Major Class [Line Items]
Total indefinite-lived intangibles	400	400
Shared Services [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization expense	641	665	346
Customer Relationships [Member]
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated amortization	(11,153)	(11,907)
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	47,639	36,059
Accumulated amortization	(11,153)	(11,907)
Net Intangibles	36,486	24,152
Remaining weighted-average amortization period	5.9	5.5
Customer Relationships [Member] | Physician Business [Member]
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated amortization	(8,481)	(4,423)
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	33,430	24,390
Accumulated amortization	(8,481)	(4,423)
Net Intangibles	24,949	19,967
Customer Relationships [Member] | Extended Care Business [Member]
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated amortization	(2,672)	(7,484)
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	14,209	11,669
Accumulated amortization	(2,672)	(7,484)
Net Intangibles	11,537	4,185
Nonsolicitation Agreements [Member]
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated amortization	(3,834)	(4,632)
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	7,313	8,899
Accumulated amortization	(3,834)	(4,632)
Net Intangibles	3,479	4,267
Remaining weighted-average amortization period	8.5	9.5
Nonsolicitation Agreements [Member] | Physician Business [Member]
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated amortization	(3,580)	(4,444)
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	6,878	8,475
Accumulated amortization	(3,580)	(4,444)
Net Intangibles	3,298	4,031
Nonsolicitation Agreements [Member] | Extended Care Business [Member]
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated amortization	(254)	(188)
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	435	424
Accumulated amortization	(254)	(188)
Net Intangibles	181	236
Noncompetition Agreements [Member]
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated amortization	(3,573)	(2,184)
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	10,755	8,137
Accumulated amortization	(3,573)	(2,184)
Net Intangibles	7,182	5,953
Remaining weighted-average amortization period	4.0	4.0
Noncompetition Agreements [Member] | Physician Business [Member]
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated amortization	(942)	(311)
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	4,162	3,042
Accumulated amortization	(942)	(311)
Net Intangibles	3,220	2,731
Noncompetition Agreements [Member] | Extended Care Business [Member]
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated amortization	(1,581)	(768)
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	5,369	3,179
Accumulated amortization	(1,581)	(768)
Net Intangibles	3,788	2,411
Noncompetition Agreements [Member] | Shared Services [Member]
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated amortization	(1,050)	(1,105)
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	1,224	1,916
Accumulated amortization	(1,050)	(1,105)
Net Intangibles	174	811
Signing Bonuses [Member]
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated amortization	(494)	(329)
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	717	606
Accumulated amortization	(494)	(329)
Net Intangibles	223	277
Remaining weighted-average amortization period	1.1	1.4
Signing Bonuses [Member] | Physician Business [Member]
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated amortization	(481)	(317)
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	685	580
Accumulated amortization	(481)	(317)
Net Intangibles	204	263
Signing Bonuses [Member] | Extended Care Business [Member]
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated amortization	(9)	(12)
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	21	26
Accumulated amortization	(9)	(12)
Net Intangibles	12	14
Signing Bonuses [Member] | Shared Services [Member]
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated amortization	(4)	0
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	11	0
Accumulated amortization	(4)	0
Net Intangibles	$ 7	$ 0

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Condensed Consolidating Financial Information (Details) (USD $)	3 Months Ended								12 Months Ended
	Mar. 30, 2012	Dec. 30, 2011	Sep. 30, 2011	Jul. 01, 2011	Apr. 01, 2011	Dec. 31, 2010	Oct. 01, 2010	Jul. 02, 2010	Mar. 30, 2012	Apr. 01, 2011	Apr. 02, 2010
Current Assets:
Cash and cash equivalents	$ 163,152,000				$ 29,348,000				$ 163,152,000	$ 29,348,000	$ 52,751,000
Accounts receivable, net of allowance for doubtful accounts	257,700,000				247,229,000				257,700,000	247,229,000
Inventories	213,586,000				213,211,000				213,586,000	213,211,000
Deferred tax assets, net	16,962,000				20,533,000				16,962,000	20,533,000
Intercompany receivable	0				0				0	0
Prepaid expenses and other current assets	34,292,000				34,285,000				34,292,000	34,285,000
Total current assets	685,692,000				544,606,000				685,692,000	544,606,000
Property and equipment, net	101,036,000				102,401,000				101,036,000	102,401,000
Other Assets:
Goodwill	201,752,000				167,094,000				201,752,000	167,094,000	121,772,000
Intangibles, net	54,600,000				41,879,000				54,600,000	41,879,000
Investment in subsidiaries	0				0				0	0
Other assets	112,890,000				95,692,000				112,890,000	95,692,000
Total assets	1,155,970,000				951,672,000				1,155,970,000	951,672,000
Current Liabilities:
Accounts payable	146,533,000				128,057,000				146,533,000	128,057,000
Accrued expenses	41,753,000				37,175,000				41,753,000	37,175,000
Current portion of long-term debt	0				761,000				0	761,000
Intercompany payable	0				0				0	0
Other current liabilities	12,041,000				33,211,000				12,041,000	33,211,000
Total current liabilities	200,327,000				199,204,000				200,327,000	199,204,000
Revolving line of credit and long-term debt, excluding current portion	454,916,000				195,662,000				454,916,000	195,662,000
Other noncurrent liabilities	109,916,000				110,280,000				109,916,000	110,280,000
Total liabilities	765,159,000				505,146,000				765,159,000	505,146,000
Equity:
Total PSS World Medical, Inc. shareholders' equity	387,128,000				442,926,000				387,128,000	442,926,000
Noncontrolling interest	3,683,000				3,600,000				3,683,000	3,600,000
Total equity	390,811,000				446,526,000				390,811,000	446,526,000
Total liabilities and equity	1,155,970,000				951,672,000				1,155,970,000	951,672,000
Condensed Consolidated Statements of Operations [Abstract]
Net sales	538,869,000	527,695,000	521,756,000	513,682,000	549,658,000	510,087,000	496,188,000	478,856,000	2,102,002,000	2,034,789,000	2,055,171,000
Cost of goods sold									1,427,799,000	1,399,018,000	1,427,476,000
Gross profit	175,848,000	170,495,000	167,103,000	160,757,000	172,905,000	157,895,000	157,125,000	147,846,000	674,203,000	635,771,000	627,695,000
General and administrative expenses									392,990,000	364,749,000	370,871,000
Selling expenses									147,857,000	137,466,000	135,843,000
Equity earnings of subsidiaries									0	0	0
Income from operations									133,356,000	133,556,000	120,981,000
Other (expense) income:
Interest expense									(20,148,000)	(17,121,000)	(17,295,000)
Interest Income									173,000	284,000	376,000
Other income, net									2,084,000	2,506,000	6,068,000
Other expense, net									(17,891,000)	(14,331,000)	(10,851,000)
Income before provision for income taxes									115,465,000	119,225,000	110,130,000
Provision for income taxes									41,063,000	44,561,000	40,767,000
Net income									74,402,000	74,664,000	69,363,000
Net income attributable to noncontrolling interest									83,000	179,000	0
Net income attributable to PSS World Medical, Inc.	19,967,000	20,132,000	20,031,000	14,189,000	21,626,000	19,549,000	19,557,000	13,753,000	74,319,000	74,485,000	69,363,000
Cash Flows From Operating Activities:
Net cash provided by operating activities									128,284,000	116,328,000	102,401,000
Cash Flows From Investing Activities:
Payments for business combinations, net of cash acquired									(65,131,000)	(65,934,000)	(14,802,000)
Capital expenditures									23,918,000	18,227,000	25,923,000
Payment for investment in variable interest entity, net of cash									0	(3,277,000)	0
Proceeds from sale of available for sale securities									0	0	10,681,000
Other investing activities									(163,000)	(668,000)	(541,000)
Net cash used in investing activities									(89,212,000)	(88,106,000)	(30,585,000)
Cash Flows From Financing Activities:
Proceeds from issuance of debt									250,000,000	0	0
Proceeds from borrowings on the revolving line of credit									405,056,000	106,400,000	5,350,000
Repayments on the revolving line of credit									(405,056,000)	(106,400,000)	(55,350,000)
Purchase and retirement of common stock									(140,439,000)	(54,761,000)	(57,176,000)
Payment of contingent consideration on business acquisitions									(9,500,000)	(862,000)	0
Payment of debt issuance costs									(6,467,000)	0	0
Excess tax benefits from stock-based compensation arrangements									2,057,000	3,187,000	2,516,000
Proceeds from exercise of stock options									1,383,000	2,079,000	4,489,000
Payments under capital lease obligations									(779,000)	(834,000)	(925,000)
Intercompany dividend									0	0
Other financing activities									(1,523,000)	(434,000)	0
Net cash provided by (used in) financing activities									94,732,000	(51,625,000)	(101,096,000)
Net increase (decrease) in cash and cash equivalents									133,804,000	(23,403,000)	(29,280,000)
Cash and cash equivalents, beginning of period				29,348,000				52,751,000	29,348,000	52,751,000	82,031,000
Cash and cash equivalents, end of period	163,152,000				29,348,000				163,152,000	29,348,000	52,751,000
Parent [Member]
Current Assets:
Cash and cash equivalents	117,448,000				13,901,000				117,448,000	13,901,000	35,374,000
Accounts receivable, net of allowance for doubtful accounts	139,502,000				132,425,000				139,502,000	132,425,000
Inventories	117,684,000				121,350,000				117,684,000	121,350,000
Deferred tax assets, net	12,552,000				15,772,000				12,552,000	15,772,000
Intercompany receivable	257,349,000				156,051,000				257,349,000	156,051,000
Prepaid expenses and other current assets	22,879,000				20,515,000				22,879,000	20,515,000
Total current assets	667,414,000				460,014,000				667,414,000	460,014,000
Property and equipment, net	40,074,000				44,456,000				40,074,000	44,456,000
Other Assets:
Goodwill	43,270,000				37,518,000				43,270,000	37,518,000
Intangibles, net	18,518,000				18,390,000				18,518,000	18,390,000
Investment in subsidiaries	390,811,000				446,526,000				390,811,000	446,526,000
Other assets	95,950,000				80,396,000				95,950,000	80,396,000
Total assets	1,256,037,000				1,087,300,000				1,256,037,000	1,087,300,000
Current Liabilities:
Accounts payable	125,363,000				91,936,000				125,363,000	91,936,000
Accrued expenses	20,833,000				22,241,000				20,833,000	22,241,000
Current portion of long-term debt	0				39,000				0	39,000
Intercompany payable	0				0				0	0
Other current liabilities	(62,131,000)				(39,191,000)				(62,131,000)	(39,191,000)
Total current liabilities	84,065,000				75,025,000				84,065,000	75,025,000
Revolving line of credit and long-term debt, excluding current portion	454,916,000				195,656,000				454,916,000	195,656,000
Other noncurrent liabilities	85,401,000				84,136,000				85,401,000	84,136,000
Total liabilities	624,382,000				354,817,000				624,382,000	354,817,000
Equity:
Total PSS World Medical, Inc. shareholders' equity	631,655,000				732,483,000				631,655,000	732,483,000
Noncontrolling interest	0				0				0	0
Total equity	631,655,000				732,483,000				631,655,000	732,483,000
Total liabilities and equity	1,256,037,000				1,087,300,000				1,256,037,000	1,087,300,000
Condensed Consolidated Statements of Operations [Abstract]
Net sales									1,219,631,000	1,302,655,000	1,345,645,000
Cost of goods sold									864,473,000	965,219,000	1,004,697,000
Gross profit									355,158,000	337,436,000	340,948,000
General and administrative expenses									203,371,000	204,804,000	218,248,000
Selling expenses									100,732,000	97,371,000	97,292,000
Equity earnings of subsidiaries									(55,715,000)	38,512,000	29,984,000
Income from operations									(4,660,000)	73,773,000	55,392,000
Other (expense) income:
Interest expense									(19,605,000)	(16,668,000)	(17,156,000)
Interest Income									9,553,000	9,303,000	9,842,000
Other income, net									1,334,000	1,730,000	5,207,000
Other expense, net									(8,718,000)	(5,635,000)	(2,107,000)
Income before provision for income taxes									(13,378,000)	68,138,000	53,285,000
Provision for income taxes									(18,226,000)	(17,616,000)	(21,127,000)
Net income									4,848,000	85,754,000	74,412,000
Net income attributable to noncontrolling interest									0	0	0
Net income attributable to PSS World Medical, Inc.									4,848,000	85,754,000	74,412,000
Cash Flows From Operating Activities:
Net cash provided by operating activities									(30,477,000)	(852,000)
Cash Flows From Investing Activities:
Payments for business combinations, net of cash acquired									(8,599,000)	(10,177,000)
Capital expenditures									2,597,000	2,169,000
Payment for investment in variable interest entity, net of cash									0	0
Proceeds from sale of available for sale securities									0	0
Other investing activities									(268,000)	(527,000)
Net cash used in investing activities									(11,464,000)	(12,873,000)
Cash Flows From Financing Activities:
Proceeds from issuance of debt									250,000,000	0
Proceeds from borrowings on the revolving line of credit									405,056,000	106,400,000
Repayments on the revolving line of credit									(405,056,000)	(106,400,000)
Purchase and retirement of common stock									(140,439,000)	(54,761,000)
Payment of contingent consideration on business acquisitions									0	0
Payment of debt issuance costs									(6,467,000)	0
Excess tax benefits from stock-based compensation arrangements									2,057,000	3,187,000
Proceeds from exercise of stock options									1,383,000	2,079,000
Payments under capital lease obligations									(38,000)	(44,000)
Intercompany dividend									40,515,000	41,811,000
Other financing activities									(1,523,000)	(20,000)
Net cash provided by (used in) financing activities									145,488,000	(7,748,000)
Net increase (decrease) in cash and cash equivalents									103,547,000	(21,473,000)
Cash and cash equivalents, beginning of period				13,901,000				35,374,000	13,901,000	35,374,000
Cash and cash equivalents, end of period	117,448,000				13,901,000				117,448,000	13,901,000	35,374,000
Guarantor Subsidiaries [Member]
Current Assets:
Cash and cash equivalents	13,530,000				3,568,000				13,530,000	3,568,000	9,862,000
Accounts receivable, net of allowance for doubtful accounts	116,574,000				113,347,000				116,574,000	113,347,000
Inventories	95,611,000				91,501,000				95,611,000	91,501,000
Deferred tax assets, net	4,410,000				4,761,000				4,410,000	4,761,000
Intercompany receivable	0				0				0	0
Prepaid expenses and other current assets	11,295,000				13,633,000				11,295,000	13,633,000
Total current assets	241,420,000				226,810,000				241,420,000	226,810,000
Property and equipment, net	60,676,000				57,588,000				60,676,000	57,588,000
Other Assets:
Goodwill	158,482,000				129,576,000				158,482,000	129,576,000
Intangibles, net	36,082,000				23,489,000				36,082,000	23,489,000
Investment in subsidiaries	24,084,000				10,913,000				24,084,000	10,913,000
Other assets	18,867,000				16,975,000				18,867,000	16,975,000
Total assets	539,611,000				465,351,000				539,611,000	465,351,000
Current Liabilities:
Accounts payable	20,462,000				34,729,000				20,462,000	34,729,000
Accrued expenses	20,449,000				14,411,000				20,449,000	14,411,000
Current portion of long-term debt	0				722,000				0	722,000
Intercompany payable	269,121,000				166,317,000				269,121,000	166,317,000
Other current liabilities	74,200,000				72,402,000				74,200,000	72,402,000
Total current liabilities	384,232,000				288,581,000				384,232,000	288,581,000
Revolving line of credit and long-term debt, excluding current portion	0				6,000				0	6,000
Other noncurrent liabilities	24,515,000				26,144,000				24,515,000	26,144,000
Total liabilities	408,747,000				314,731,000				408,747,000	314,731,000
Equity:
Total PSS World Medical, Inc. shareholders' equity	130,270,000				150,189,000				130,270,000	150,189,000
Noncontrolling interest	594,000				431,000				594,000	431,000
Total equity	130,864,000				150,620,000				130,864,000	150,620,000
Total liabilities and equity	539,611,000				465,351,000				539,611,000	465,351,000
Condensed Consolidated Statements of Operations [Abstract]
Net sales									861,179,000	831,776,000	831,570,000
Cost of goods sold									548,221,000	537,263,000	544,823,000
Gross profit									312,958,000	294,513,000	286,747,000
General and administrative expenses									182,345,000	155,275,000	151,200,000
Selling expenses									47,125,000	40,095,000	38,551,000
Equity earnings of subsidiaries									13,171,000	3,607,000	5,372,000
Income from operations									96,659,000	102,750,000	102,368,000
Other (expense) income:
Interest expense									(344,000)	(233,000)	(139,000)
Interest Income									(9,304,000)	(9,019,000)	(9,466,000)
Other income, net									759,000	776,000	861,000
Other expense, net									(8,889,000)	(8,476,000)	(8,744,000)
Income before provision for income taxes									87,770,000	94,274,000	93,624,000
Provision for income taxes									59,159,000	61,991,000	61,894,000
Net income									28,611,000	32,283,000	31,730,000
Net income attributable to noncontrolling interest									162,000	71,000	0
Net income attributable to PSS World Medical, Inc.									28,449,000	32,212,000	31,730,000
Cash Flows From Operating Activities:
Net cash provided by operating activities									138,616,000	116,284,000
Cash Flows From Investing Activities:
Payments for business combinations, net of cash acquired									(56,532,000)	(55,875,000)
Capital expenditures									21,288,000	15,784,000
Payment for investment in variable interest entity, net of cash									0	(7,431,000)
Proceeds from sale of available for sale securities									0	0
Other investing activities									(78,000)	(24,000)
Net cash used in investing activities									(77,898,000)	(79,114,000)
Cash Flows From Financing Activities:
Proceeds from issuance of debt									0	0
Proceeds from borrowings on the revolving line of credit									0	0
Repayments on the revolving line of credit									0	0
Purchase and retirement of common stock									0	0
Payment of contingent consideration on business acquisitions									(9,500,000)	(862,000)
Payment of debt issuance costs									0	0
Excess tax benefits from stock-based compensation arrangements									0	0
Proceeds from exercise of stock options									0	0
Payments under capital lease obligations									(741,000)	(790,000)
Intercompany dividend									(40,515,000)	(41,812,000)
Other financing activities									0	0
Net cash provided by (used in) financing activities									(50,756,000)	(43,464,000)
Net increase (decrease) in cash and cash equivalents									9,962,000	(6,294,000)
Cash and cash equivalents, beginning of period				3,568,000				9,862,000	3,568,000	9,862,000
Cash and cash equivalents, end of period	13,530,000				3,568,000				13,530,000	3,568,000	9,862,000
Non-Guarantor Subsidiaries [Member]
Current Assets:
Cash and cash equivalents	32,174,000				11,879,000				32,174,000	11,879,000	7,515,000
Accounts receivable, net of allowance for doubtful accounts	1,624,000				1,457,000				1,624,000	1,457,000
Inventories	291,000				360,000				291,000	360,000
Deferred tax assets, net	0				0				0	0
Intercompany receivable	0				403,000				0	403,000
Prepaid expenses and other current assets	118,000				137,000				118,000	137,000
Total current assets	34,207,000				14,236,000				34,207,000	14,236,000
Property and equipment, net	286,000				357,000				286,000	357,000
Other Assets:
Goodwill	0				0				0	0
Intangibles, net	0				0				0	0
Investment in subsidiaries	0				0				0	0
Other assets	717,000				741,000				717,000	741,000
Total assets	35,210,000				15,334,000				35,210,000	15,334,000
Current Liabilities:
Accounts payable	708,000				1,392,000				708,000	1,392,000
Accrued expenses	471,000				523,000				471,000	523,000
Current portion of long-term debt	0				0				0	0
Intercompany payable	7,163,000				0				7,163,000	0
Other current liabilities	(28,000)				0				(28,000)	0
Total current liabilities	8,314,000				1,915,000				8,314,000	1,915,000
Revolving line of credit and long-term debt, excluding current portion	2,579,000				2,435,000				2,579,000	2,435,000
Other noncurrent liabilities	0				0				0	0
Total liabilities	10,893,000				4,350,000				10,893,000	4,350,000
Equity:
Total PSS World Medical, Inc. shareholders' equity	24,317,000				10,984,000				24,317,000	10,984,000
Noncontrolling interest	0				0				0	0
Total equity	24,317,000				10,984,000				24,317,000	10,984,000
Total liabilities and equity	35,210,000				15,334,000				35,210,000	15,334,000
Condensed Consolidated Statements of Operations [Abstract]
Net sales									73,278,000	15,658,000	0
Cost of goods sold									51,993,000	5,695,000	(6,795,000)
Gross profit									21,285,000	9,963,000	6,795,000
General and administrative expenses									7,536,000	4,812,000	1,423,000
Selling expenses									0	0	0
Equity earnings of subsidiaries									0	0	0
Income from operations									13,749,000	5,151,000	5,372,000
Other (expense) income:
Interest expense									(275,000)	(220,000)	0
Interest Income									0	0	0
Other income, net									(9,000)	0	0
Other expense, net									(284,000)	(220,000)	0
Income before provision for income taxes									13,465,000	4,931,000	5,372,000
Provision for income taxes									130,000	186,000	0
Net income									13,335,000	4,745,000	5,372,000
Net income attributable to noncontrolling interest									0	0	0
Net income attributable to PSS World Medical, Inc.									13,335,000	4,745,000	5,372,000
Cash Flows From Operating Activities:
Net cash provided by operating activities									20,184,000	3,424,000
Cash Flows From Investing Activities:
Payments for business combinations, net of cash acquired									0	0
Capital expenditures									33,000	489,000
Payment for investment in variable interest entity, net of cash									0	0
Proceeds from sale of available for sale securities									0	0
Other investing activities									0	0
Net cash used in investing activities									(33,000)	(489,000)
Cash Flows From Financing Activities:
Proceeds from issuance of debt									0	0
Proceeds from borrowings on the revolving line of credit									144,000	1,429,000
Repayments on the revolving line of credit									0	0
Purchase and retirement of common stock									0	0
Payment of contingent consideration on business acquisitions									0	0
Payment of debt issuance costs									0	0
Excess tax benefits from stock-based compensation arrangements									0	0
Proceeds from exercise of stock options									0	0
Payments under capital lease obligations									0	0
Intercompany dividend									0	0
Other financing activities									0	0
Net cash provided by (used in) financing activities									144,000	1,429,000
Net increase (decrease) in cash and cash equivalents									20,295,000	4,364,000
Cash and cash equivalents, beginning of period				11,879,000				7,515,000	11,879,000	7,515,000
Cash and cash equivalents, end of period	32,174,000				11,879,000				32,174,000	11,879,000	7,515,000
Eliminations [Member]
Current Assets:
Cash and cash equivalents	0				0				0	0	0
Accounts receivable, net of allowance for doubtful accounts	0				0				0	0
Inventories	0				0				0	0
Deferred tax assets, net	0				0				0	0
Intercompany receivable	(257,349,000)				(156,454,000)				(257,349,000)	(156,454,000)
Prepaid expenses and other current assets	0				0				0	0
Total current assets	(257,349,000)				(156,454,000)				(257,349,000)	(156,454,000)
Property and equipment, net	0				0				0	0
Other Assets:
Goodwill	0				0				0	0
Intangibles, net	0				0				0	0
Investment in subsidiaries	(414,895,000)				(457,439,000)				(414,895,000)	(457,439,000)
Other assets	(2,644,000)				(2,420,000)				(2,644,000)	(2,420,000)
Total assets	(674,888,000)				(616,313,000)				(674,888,000)	(616,313,000)
Current Liabilities:
Accounts payable	0				0				0	0
Accrued expenses	0				0				0	0
Current portion of long-term debt	0				0				0	0
Intercompany payable	(276,284,000)				(166,317,000)				(276,284,000)	(166,317,000)
Other current liabilities	0				0				0	0
Total current liabilities	(276,284,000)				(166,317,000)				(276,284,000)	(166,317,000)
Revolving line of credit and long-term debt, excluding current portion	(2,579,000)				(2,435,000)				(2,579,000)	(2,435,000)
Other noncurrent liabilities	0				0				0	0
Total liabilities	(278,863,000)				(168,752,000)				(278,863,000)	(168,752,000)
Equity:
Total PSS World Medical, Inc. shareholders' equity	(399,114,000)				(450,730,000)				(399,114,000)	(450,730,000)
Noncontrolling interest	3,089,000				3,169,000				3,089,000	3,169,000
Total equity	(396,025,000)				(447,561,000)				(396,025,000)	(447,561,000)
Total liabilities and equity	(674,888,000)				(616,313,000)				(674,888,000)	(616,313,000)
Condensed Consolidated Statements of Operations [Abstract]
Net sales									(52,086,000)	(115,300,000)	(122,044,000)
Cost of goods sold									(36,888,000)	(109,159,000)	(115,249,000)
Gross profit									(15,198,000)	(6,141,000)	(6,795,000)
General and administrative expenses									(262,000)	(142,000)	0
Selling expenses									0	0	0
Equity earnings of subsidiaries									42,544,000	(42,119,000)	(35,356,000)
Income from operations									27,608,000	(48,118,000)	(42,151,000)
Other (expense) income:
Interest expense									76,000	0	0
Interest Income									(76,000)	0	0
Other income, net									0	0	0
Other expense, net									0	0	0
Income before provision for income taxes									27,608,000	(48,118,000)	(42,151,000)
Provision for income taxes									0	0	0
Net income									27,608,000	(48,118,000)	(42,151,000)
Net income attributable to noncontrolling interest									(79,000)	108,000	0
Net income attributable to PSS World Medical, Inc.									27,687,000	(48,226,000)	(42,151,000)
Cash Flows From Operating Activities:
Net cash provided by operating activities									(39,000)	(2,528,000)
Cash Flows From Investing Activities:
Payments for business combinations, net of cash acquired									0	118,000
Capital expenditures									0	(215,000)
Payment for investment in variable interest entity, net of cash									0	4,154,000
Proceeds from sale of available for sale securities									0	0
Other investing activities									183,000	(117,000)
Net cash used in investing activities									183,000	4,370,000
Cash Flows From Financing Activities:
Proceeds from issuance of debt									0	0
Proceeds from borrowings on the revolving line of credit									(144,000)	(1,429,000)
Repayments on the revolving line of credit									0	0
Purchase and retirement of common stock									0	0
Payment of contingent consideration on business acquisitions									0	0
Payment of debt issuance costs									0	0
Excess tax benefits from stock-based compensation arrangements									0	0
Proceeds from exercise of stock options									0	0
Payments under capital lease obligations									0	0
Intercompany dividend									0	1,000
Other financing activities									0	(414,000)
Net cash provided by (used in) financing activities									(144,000)	(1,842,000)
Net increase (decrease) in cash and cash equivalents									0	0
Cash and cash equivalents, beginning of period				0				0	0	0
Cash and cash equivalents, end of period	$ 0				$ 0				$ 0	$ 0	$ 0

XML

Supplemental Cash Flow Information

12 Months Ended

Mar. 30, 2012

Supplemental Cash Flow Information [Abstract]

SUPPLEMENTAL CASH FLOW INFORMATION

The Company's supplemental disclosures for the years ended March 30, 2012, April 1, 2011,and April 2, 2010 are as follows:

Cash paid for:		2012		2011		2010
	Interest	$	8,644	$	7,837	$	9,620
	Income taxes, net	$	42,156	$	36,382	$	42,605

During the fiscal years ended March 30, 2012 and April 1, 2011, the Companyacquired cash from business combinations of $26 and $1,163, respectively. In the fiscal year ended March 30, 2012, the Company assumed outstanding checks from business combinations of $415. The Company did not assume outstanding checks from business combinations in the fiscal year ended April 1, 2011. During the fiscal year ended March 30, 2012, the Company had no material non-cash transactions. During the fiscal year ended April 1, 2011, the Company had approximately$171 in non-cash investing activities associated with acquisition-related adjustments.

XML

Intangibles, Net (Tables)

12 Months Ended

Mar. 30, 2012

Intangible Assets, Net (Excluding Goodwill) [Abstract]

Schedule Of Finite And Indefinite-Lived Intangible Assets By Major Class [Table Text Block]

		As of
		March 30, 2012						April 1, 2011
		Gross Carrying Amount		Accumulated Amortization		Net		Gross Carrying Amount		Accumulated Amortization		Net
INTANGIBLES SUBJECT TO
	AMORTIZATION
Customer Relationships:
	Physician Business	$	33,430	$	(8,481)	$	24,949	$	24,390	$	(4,423)	$	19,967
	Extended Care Business		14,209		(2,672)		11,537		11,669		(7,484)		4,185
			47,639		(11,153)		36,486		36,059		(11,907)		24,152
Nonsolicitation Agreements:
	Physician Business		6,878		(3,580)		3,298		8,475		(4,444)		4,031
	Extended Care Business		435		(254)		181		424		(188)		236
			7,313		(3,834)		3,479		8,899		(4,632)		4,267
Noncompetition Agreements:
	Physician Business		4,162		(942)		3,220		3,042		(311)		2,731
	Extended Care Business		5,369		(1,581)		3,788		3,179		(768)		2,411
	Shared Services		1,224		(1,050)		174		1,916		(1,105)		811
			10,755		(3,573)		7,182		8,137		(2,184)		5,953
Signing Bonuses:
	Physician Business		685		(481)		204		580		(317)		263
	Extended Care Business		21		(9)		12		26		(12)		14
	Shared Services		11		(4)		7		-		-		-
			717		(494)		223		606		(329)		277
Total intangible assets
	subject to amortization	$	66,424	$	(19,054)	$	47,370	$	53,701	$	(19,052)	$	34,649
INTANGIBLES NOT SUBJECT
	TO AMORTIZATION
Tradename:
	Physician Business	$	6,830	$	-	$	6,830	$	6,830	$	-	$	6,830
	Extended Care Business		400		-		400		400		-		400
			7,230		-		7,230		7,230		-		7,230
Total indefinite-lived intangible
	assets	$	7,230	$	-	$	7,230	$	7,230	$	-	$	7,230
Total intangible assets		$	73,654	$	(19,054)	$	54,600	$	60,931	$	(19,052)	$	41,879

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block]

Fiscal Year:
	2013		$	9,849
	2014			9,197
	2015			8,932
	2016			7,742
	2017			5,151
	Thereafter			6,499
		Total	$	47,370

Schedule of Finite-Lived Intangible Assets, Remaining Amortization Period, By Major Class [Table Text Block]

(in years)		March 30, 2012	April 1, 2011
Nonsolicitation agreements		8.5	9.5
Customer relationships		5.9	5.5
Noncompetition agreements		4.0	4.0
Signing bonuses		1.1	1.4
	Total weighted-average amortization period	5.0	4.8

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Income Taxes

12 Months Ended

Mar. 30, 2012

Income Tax Disclosure [Abstract]

INCOME TAXES

The provision for income taxes from continuing operations is detailed below:

(in thousands)			2012		2011		2010
Current tax provision:
	Federal		$	37,341	$	36,384	$	42,919
	State			5,006		4,926		6,112
		Total current provision		42,347		41,310		49,031
Deferred tax (benefit) provision:
	Federal			(1,132)		2,863		(7,234)
	State			(152)		388		(1,030)
		Total deferred (benefit) provision		(1,284)		3,251		(8,264)
		Total income tax provision	$	41,063	$	44,561	$	40,767

Total income tax expense for the years ended March 30, 2012, April 1, 2011, and April 2, 2010 was allocated as follows:

(in thousands)			2012		2011		2010
Tax expense per Consolidated Statements of Operations			$	41,063	$	44,561	$	40,767
Other comprehensive income:
	Unrealized holding gains on equity securities
		recognized for financial reporting purposes		-		-		(1,342)
	Unrealized losses on interest rate swap
		recognized for financial reporting purposes		-		-		339
Total income tax expense (benefit) allocated to
	other comprehensive income			-		-		(1,003)
Benefit for compensation expense for tax purposes
	in excess of amounts recognized for financial
	reporting purposes			(2,057)		(3,273)		(2,516)
Total income tax expense			$	39,006	$	41,288	$	37,248

The difference between income tax computed at the federal statutory rate and the actual tax provision is shown below:

(in thousands)			2012		2011		2010
Income before provision for income taxes			$	115,465	$	119,225	$	110,130
Tax provision at the 35% statutory rate				40,413		41,729		38,546
Increase (decrease) in taxes:
	State income tax, net of federal benefit			3,155		3,454		3,304
	Indefinitely invested earnings of foreign subsidiaries			(3,241)		(1,289)		(1,433)
	Other, net			736		667		350
		Total increase in taxes		650		2,832		2,221
		Total income tax provision	$	41,063	$	44,561	$	40,767
Effective tax rate				35.6%		37.4%		37.0%

The effective rate for the fiscal year ended 2012 was impacted by a reorganization of the Company's non-U.S. global sourcing subsidiaries.  This reorganization increased the responsibilities and contributions of the non-U.S. subsidiaries, proportionally increasing their income and reducing the income of the U.S. subsidiaries.  As the non-U.S. subsidiaries are generally subject to tax at rates lower than the U.S. subsidiaries, changes in the proportion of the Company's taxable earnings originating outside the U.S. favorably impact the effective tax rate.  

As ofMarch 30, 2012 and April 1, 2011, the Company recorded an income tax receivableof $1,488 and an income tax payable of $1,233, respectively, related to current income tax filings.

Deferred income taxes for fiscal years 2012 and 2011 reflect the impact of temporary differences between the financial statement and tax basis of assets and liabilities. The tax effect of temporary differences, which create deferred tax assets and liabilities, as ofMarch 30, 2012 and April 1, 2011 are detailed below:

(in thousands)			2012		2011
Deferred tax assets:
	Deferred compensation		$	35,224	$	31,649
	Original issue discount on 2008 Notes			9,653		13,197
	Net operating loss and tax credit carryforwards			10,591		4,722
	Allowance for doubtful accounts and sales returns			9,319		7,418
	Accrued expenses and incentive compensation			3,313		8,927
	Inventory uniform cost capitalization			4,171		3,725
	Inventory obsolescence			2,693		2,305
	Other			618		733
		Gross deferred tax assets		75,582		72,676
Deferred tax liabilities:
	Excess of tax depreciation over book depreciation			(23,762)		(25,548)
	Interest on 2004 Notes			(17,303)		(17,316)
	Discount on 2008 Notes related to ASC 470-20			(9,362)		(12,822)
	Excess of tax amortization over book amortization			(15,000)		(11,043)
	Other			(998)		(703)
		Gross deferred tax liabilities		(66,425)		(67,432)
Deferred tax assets, net			$	9,157	$	5,244

The deferred tax accounts as ofMarch 30, 2012 and April 1, 2011include current deferred income tax assets of $16,962 and $20,533, respectively, included in Current assets and noncurrent deferred income tax liabilities of $7,805and $15,289, respectively, included in Other noncurrent liabilities.

As ofMarch 30, 2012 and April 1, 2011, the Company had federal and state net operating loss (“NOL”) carryforwards resulting in deferred tax assets of $10,269 and $4,593, respectively. The federal NOL carryforwards result in deferred tax assets as ofMarch 30, 2012and April 1, 2011of $8,102and $3,286, respectively, which expire in2013to2032. The state NOL carryforwards result in deferred tax assets as ofMarch 30, 2012 and April 1, 2011 of $2,167and $1,307, respectively, which expire in 2013 to 2032. Management expects to utilize these NOL carryforwards prior to their expiration.

Management believes it is more likely than not that the deferred tax assets will be realized through the reversal of existing deferred tax liabilities and future taxable income and, therefore, no valuation allowance has been recorded as of March 30, 2012.

The Company has not provided for U.S. income taxes on accumulated and undistributed earnings attributable to foreign operations as the Company intends to permanently reinvest these undistributed earnings. These earnings relate to ongoing operations and were $20,225 and $10,547 as ofMarch 30, 2012and April 1, 2011, respectively.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:

Unrecognized Tax Benefits as of April 2, 2010		$	1,466
	Gross Increases for tax positions of prior years		295
	Lapse of Statute of Limitations		(284)
Unrecognized Tax Benefits as of April 1, 2011			1,477
	Gross Increases for tax positions of prior years		342
	Lapse of Statute of Limitations		(375)
Unrecognized Tax Benefits as of March 30, 2012		$	1,444

The Company classifies interest and penalties related to income tax matters as a component of income tax expense. As of March 30, 2012 and April 1, 2011the Company had $192 and $179of accrued interest related to uncertain tax positions, respectively.

The total amount of unrecognized tax benefits that would affect the effective income tax rate if recognized is $1,141as of March 30, 2012. The unrecognized tax benefit with respect to certain of the Company's tax positions may increase or decrease over the next twelve months; however, management does not expect the change, if any, to have a material effect on the Company's financial position or results of operations within the next twelve months.

The Company files a United States federal income tax return and income tax returns in various states and foreign jurisdictions. With limited exceptions, the Company is no longer subject to income tax examinations for years prior to the fiscal year ended March 31, 2008.

During fiscal year 2012, the IRS completed an examination of the Company's federal income tax return for the fiscal year ended March 27, 2009. As a result, no changes were made to the Company's taxable income.