Edgar Filing: KINDRED HEALTHCARE, INC

Date: March 27, 2008

/s/ Richard A. Lechleiter

Richard A. Lechleiter

Executive Vice President and

Chief Financial Officer

Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 26, 2008

KINDRED HEALTHCARE, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-14057

61-1323993

(State or other jurisdiction of

incorporation or organization)

(Commission File Number)

(IRS Employer

Identification No.)

680 South Fourth Street

Louisville, Kentucky

(Address of principal executive offices)

40202-2412

(Zip Code)

Registrant’s telephone number, including area code: (502) 596-7300

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.03

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On March 26, 2008, the Board of Directors of Kindred Healthcare, Inc. (the “Company”) approved an amendment (the “Amendment”) to Section 2.1 of the Company’s amended and restated bylaws.

The Amendment reduces the size of the Board of Directors of the Company from nine members to eight members effective upon the previously announced resignation of Michael J. Embler from the Company’s Board of Directors scheduled to occur on April 24, 2008.

A copy of the Company’s Amended and Restated Bylaws reflecting the Amendment is attached hereto as Exhibit 3.1.

Item 9.01.

Financial Statements and Exhibits

(d)

Exhibits


Exhibit 3.1		Amended and Restated Bylaws of Kindred Healthcare, Inc.

SIGNATURES

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