8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 24, 2008

PHARMERICA CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

Delaware	001-33380	87-0792558
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1901 Campus Place

Louisville, Kentucky 40299

(Address of principal executive offices) (Zip Code)

(502) 627-7000

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 24, 2008, the Board of Directors of PharMerica Corporation (the “Company”), upon the recommendation of the Nominating and Governance Committee, appointed Robert A. Oakley as a new director effective as of March 24, 2008. Mr. Oakley also will serve as the Chairman of the Audit Committee. There was no arrangement or understanding between Mr. Oakley and any other persons pursuant to which Mr. Oakley was selected as a director and there are no related person transactions between Mr. Oakley and the Company. The Board has determined that Mr. Oakley is independent for purposes of the Board of Directors and the Audit Committee under the applicable rules of the Securities and Exchange Commission and the New York Stock Exchange.

The Board of Directors has approved an initial grant of stock options to Mr. Oakley under the Company’s 2007 Omnibus Incentive Plan (the “Omnibus Plan”) with a fair market value of $120,000 as of March 24, 2008, which is the grant date as defined in the Omnibus Plan. The options will vest in equal amounts on March 24, 2009, March 24, 2010 and March 24, 2011 and will expire on March 24, 2015.

In addition to the foregoing, Mr. Oakley will receive the standard compensation provided to the Company’s non-employee directors. Each non-employee director receives an annual retainer of $35,000. The chairman of the Audit Committees receives an additional annual retainer of $10,000. Non-employee directors receive $2,000 for each meeting of the board that they attend and committee members receive $1,500 for each committee meeting attended. Each non-employee director also receives an annual award of restricted stock valued at $80,000. Mr. Oakley’s initial annual retainers and initial annual restricted stock award will be pro-rated for his period of service from the date of his appointment through the 2008 annual meeting of stockholders.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Press Release of the Company, dated March 24, 2008.

SIGNATURES

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

	PHARMERICA CORPORATION
Date: March 24, 2008	By:	/s/ Berard Tomassetti
		Berard Tomassetti
		Senior Vice President and Chief Accounting Officer

Exhibit Index

Exhibit No.	Description
99.1	Press Release of the Company, dated March 24, 2008.

EX-99.1

Exhibit 99.1

Contact:

Michael J. Culotta

Executive Vice President and Chief Financial Officer

(502) 627-7475

PHARMERICA NAMES ROBERT A. OAKLEY, PH.D. TO BOARD

LOUISVILLE, Kentucky (March 24, 2008) – PharMerica Corporation (NYSE: PMC), the second largest institutional pharmacy services company in the United States, today announced the addition of Robert A. Oakley, Ph.D. to the Company’s Board of Directors. Dr. Oakley will also serve as Chairman of the Company’s Audit Committee.

Since 2003, Dr. Oakley has served as the Shepard Executive-in-Residence in the Fisher College of Business at The Ohio State University. In 2003, Dr. Oakley retired after more than 25 years service with the Columbus Ohio-based Nationwide companies, one of the largest diversified insurance and financial services organizations in the world. During his tenure as Chief Financial Officer and Executive Vice President of Nationwide, he oversaw all controllership, treasury, tax reporting and merger and acquisition activities for the Fortune 100 company. Dr. Oakley currently serves on the Board of First Mercury Financial Corporation (NYSE: FMR) and the Physicians Assurance Corporation. In addition, he has previously served on the Board of Directors and was chair of the Audit and Finance Committee of Ohio Casualty Corporation as well as on the Board of Directors and the Audit Committee for OHIC Insurance Company. He received his BS from Purdue University and both an MBA and PhD in Finance from The Ohio State University.

In commenting on the addition of Dr. Oakley to the Board, Thomas P. Mac Mahon, PharMerica’s Chairman of the Board, said, “We are indeed fortunate to have someone with Dr. Oakley’s experience join our Board. Because of his strong financial background and expertise in a wide range of areas, including insurance, risk management, corporate governance, corporate finance and mergers and acquisitions, he will be an excellent addition to our Board and Chairperson of our Audit Committee. We look forward to his participation on our Board.”

About PharMerica

PharMerica Corporation is an institutional pharmacy services company servicing healthcare facilities. PharMerica is the second largest institutional pharmacy services company in the United States based upon pro forma revenues for PharMerica’s combined businesses for the year ended December 31, 2006. As of December 31, 2007, PharMerica operated 115 institutional pharmacies in 40 states. PharMerica’s customers are typically institutional healthcare providers, such as nursing centers, assisted living facilities, hospitals and other long-term alternative care settings. PharMerica Corporation generally is the primary source of supply of pharmaceuticals for its customers.

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