SEC FORM 5

SEC Form 5

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

YARMUTH WILLIAM B

(Last)

(First)

(Middle)

9510 ORMSBY STATION ROAD

SUITE 300

(Street)

LOUISVILLE

40223

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ALMOST FAMILY INC [ AFAM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CEO

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2004

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	12/16/2004		G	5,000	D	⁽¹⁾	0⁽¹⁾	D
Common Stock	12/21/2004		G	5,000	D	⁽¹⁾	200,659	D
Common Stock							126,427	I	Spouse
Common Stock⁽⁴⁾							2,962	I	By self as CO-TTEE for Irrevocable Trust⁽⁴⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)	5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Options⁽²⁾	$2.625						12/14/2000	10/22/2005	Common Stock	15,000		15,000	I	Spouse
Options⁽²⁾	$2.1875						03/05/2001	03/04/2009	Common Stock	15,000		15,000	I	Spouse
Options⁽²⁾	$2.1875						03/05/2002	03/04/2009	Common Stock	5,000		5,000	I	Spouse
Options⁽³⁾	$4.25						02/05/2001	02/04/2011	Common Stock	5,000		5,000	I	Spouse
Options⁽³⁾	$4.25						02/05/2002	02/04/2011	Common Stock	5,000		5,000	I	Spouse
Options⁽³⁾	$4.25						02/05/2003	02/04/2011	Common Stock	5,000		5,000	I	Spouse
Options⁽³⁾	$4.25						02/05/2004	02/04/2011	Common Stock	5,000		5,000	I	Spouse
Options⁽⁵⁾	$2.625						12/14/2000	10/24/2005	Common Stock	8,000		8,000	D
Options⁽²⁾	$2.625						12/14/2000	10/24/2005	Common Stock	17,000		17,000	D
Options⁽⁵⁾	$2.625						12/14/2000	01/02/2006	Common Stock	25,000		25,000	D
Options⁽²⁾	$2.187						03/05/2001	03/04/2009	Common Stock	75,000		75,000	D
Options⁽²⁾	$2.1875						03/05/2002	03/04/2009	Common Stock	25,000		25,000	D
Options⁽⁶⁾⁽²⁾	$4.25						02/05/2001	02/04/2011	Common Stock	100,000		100,000	D

Explanation of Responses:

1. These shares were disposed of by a bona fide gift. 200,659 shares were beneficially owned directly at 12/31/04.

2. Granted pursuant to the 1991 Long Term Incentive Stock Option Plan.

3. Granted pursuant to the 2000 Stock Option Plan.

4. 2,962 shares consist of 2 individual trust FBO J.J. Yarmuth and Jacob J. Yarmuth

5. Granted pursuant to the 1987 Non-Qualified Stock Option Plan.

6. These options were vested in four equal annual installments beginning on 2/5/01.

	William B. Yarmuth	02/14/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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