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) February 10, 2009

HEALTHCARE SERVICES GROUP, INC.

( Exact name of registrant as specified in its charter)

Pennsylvania	0-120152	23-2018365
(State or other jurisdiction of Incorporation or organization)	(Commission File Number)	(IRS Employer Identification Number)

3220 Tillman Drive-Suite 300, Bensalem, Pennsylvania 19020

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: 215-639-4274

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 of the registrant under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

Item 2.02 Results of Operations and Financial Condition.

On February 10, 2009 Healthcare Services Group, Inc. issued a press release (the “Press Release”) announcing its earnings for the three month and year end periods ended December 31, 2008. A copy of the Press Release is being furnished hereto as Exhibit 99.1 and is hereby incorporated by reference to this Current Report.

The information contained herein shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended or the Exchange Act.

Item 9.01 Financial Statements and Exhibits.

( a )	Not applicable
( b )	Not applicable
( c )	Not applicable
( d )	Exhibits. The following exhibit is being furnished herewith:
	99.1     Press Release and financial tables, dated February 10, 2009.

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.

	HEALTHCARE SERVICES GROUP, INC.
February 11, 2009	/S/ Richard W. Hudson
Date	Chief Financial Officer and Secretary

EXHIBIT INDEX

Exhibit:
99.1	Press Release and financial tables dated February 10, 2009 issued by Healthcare Services Group, Inc.

EX-99.1

Exhibit 99.1

HEALTHCARE SERVICES GROUP, INC. REPORTS
RESULTS FOR THE THREE MONTHS AND YEAR ENDED
DECEMBER 31, 2008

Bensalem, PA — February 10, 2009 Healthcare Services Group, Inc. (NASDAQ-HCSG) reported that revenues for the three months ended December 31, 2008 increased over 5% to $154,563,000 compared to $146,979,000 for the same 2008 period. Net income for the three months ended December 31, 2008 was $7,283,000 or $.17 per basic and per diluted common share, compared to the 2007 fourth quarter net income of $7,305,000 or $.17 per basic and per diluted common share.

     The Company also reported that revenues for the year ended December 31, 2008 increased over 4% to $602,718,000 compared to $577,721,000 for the same 2007 period. In addition, net income for the year ended December 31, 2008 was $26,614,000 or $.62 per basic and $.60 per diluted common share compared to the year ended December 31, 2007 net income of $29,578,000 or $.70 per basic and $.67 per diluted common share.

     Additionally, on January 20, 2009, our Board of Directors has declared a regular quarterly cash dividend of $.17 per common share, payable on February 20, 2009 to shareholders of record at the close of business February 6, 2009. This represents a 6% increase over the dividend declared for the 2008 third quarter and a 31% increase over the 2007 same period payment. It is the 23rd consecutive regular quarterly cash dividend payment, as well as the 22nd consecutive increase since our initiation of regular quarterly cash dividend payments in 2003.

     The Company also announces that it will make a presentation on February 11, 2009 regarding the Company at the “UBS Warburg Global Healthcare Services Conference” at the Waldorf Astoria hotel in New York City. This presentation will as well be audio webcast at www.ibb.ubs.com.

     The Company will host a conference call today at 4:30 PM Eastern Time to discuss its results for the three month period and year ended December 31, 2008. The call in number will be 877-857-6161.

4th Quarter 2008 Earnings Release
Page 2 February 10, 2009

Cautionary Statement Regarding Forward-Looking Statements

This report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934 (the “Exchange Act”), as amended, are not historical facts but rather based on current expectations, estimates and projections about our business and industry, our beliefs and assumptions. Words such as “believes,” “anticipates,” “plans,” “expects,” “will,” “goal,” and similar expressions are intended to identify forward-looking statements. The inclusion of forward-looking statements should not be regarded as a representation by us that any of our plans will be achieved. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Such forward-looking information is also subject to various risks and uncertainties. Such risks and uncertainties include, but are not limited to, risks arising from our providing services exclusively to the health care industry, primarily providers of long-term care; credit and collection risks associated with this industry; one client accounting for approximately 15% of revenues in the year ended December 31, 2008; risks associated with our acquisition of Summit Services Group, Inc.; our claims experience related to workers’ compensation and general liability insurance; the effects of changes in, or interpretations of laws and regulations governing the industry, including state and local regulations pertaining to the taxability of our services; and the risk factors described in our Form 10-K filed with the Securities and Exchange Commission for the year ended December 31, 2007, including Part I thereof under “Government Regulation of Clients”, “Competition” and “Service

4th Quarter 2008 Earnings Release
Page 3 February 10, 2009

Agreements/Collections”, and under Part IA “Risk Factors”. Many of our clients’ revenues are highly contingent on Medicare and Medicaid reimbursement funding rates, which Congress has affected through the enactment of a number of major laws during the past decade. These laws have significantly altered, or threatened to alter, overall government reimbursement funding rates and mechanisms. The overall effect of these laws and trends in the long-term care industry have affected and could adversely affect the liquidity of our clients, resulting in their inability to make payments to us on agreed upon payment terms. These factors, in addition to delays in payments from clients, have resulted in, and could continue to result in, significant additional bad debts in the near future. Additionally, our operating results would be adversely affected if unexpected increases in the costs of labor and labor related costs, materials, supplies and equipment used in performing services could not be passed on to our clients.

     In addition, we believe that to improve our financial performance we must continue to obtain service agreements with new clients, provide new services to existing clients, achieve modest price increases on current service agreements with existing clients and maintain internal cost reduction strategies at our various operational levels. Furthermore, we believe that our ability to sustain the internal development of managerial personnel is an important factor impacting future operating results and successfully executing projected growth strategies.

     Healthcare Services Group, Inc. is the largest national provider of professional housekeeping, laundry and food services to long-term care and related facilities.

Company Contacts:
Daniel P. McCartney Chairman and Chief Executive Officer 215-639-4274	Thomas Cook President 215-639-4274

HEALTHCARE SERVICES GROUP, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)

	December 31, 2008		December 31, 2007
Cash and cash equivalents	$	37,501,000	$	92,461,000
Marketable securities, net		49,413,000		—
Accounts receivable, net		96,558,000		82,951,000
Other current assets		23,143,000		19,686,000
Total current assets		206,615,000		195,098,000
Property and equipment, net		3,929,000		4,303,000
Notes receivable- long term, net		3,201,000		6,058,000
Goodwill , net		15,020,000		15,020,000
Other Intangible Assets, net		5,033,000		6,090,000
Deferred compensation funding		8,287,000		10,361,000
Other assets		6,476,000		6,438,000
Total Assets	$	248,561,000	$	243,368,000
Accrued insurance claims- current	$	3,943,000	$	4,302,000
Other current liabilities		25,099,000		23,579,000
Total current liabilities		29,042,000		27,881,000
Accrued insurance claims- long term		9,201,000		10,037,000
Deferred compensation liability		8,636,000		10,732,000
Stockholders’ equity		201,682,000		194,718,000
Total Liabilities and Stockholders’ Equity	$	248,561,000	$	243,368,000

HEALTHCARE SERVICES GROUP, INC.

CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)

	For the Three Months Ended
	December 31,
	2008		2007
Revenues	$	154,563,000	$	146,979,000
Operating costs and expenses:
Cost of services provided		134,113,000		125,884,000
Selling, general and administrative		9,204,000		9,803,000
Income from operations		11,246,000		11,292,000
Other income:
Investment and interest income		596,000		586,000
Income before income taxes		11,842,000		11,878,000
Income taxes		4,559,000		4,573,000
Net income	$	7,283,000	$	7,305,000
Basic earnings per common share	$	.17	$	.17
Diluted earnings per common share	$	.17	$	.17
Cash dividends per common share	$	.16	$	.12
Basic weighted average number of common shares outstanding		43,290,000		42,737,000
Diluted weighted average number of common shares outstanding		43,948,000		44,033,000

HEALTHCARE SERVICES GROUP, INC.
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)

	For the Year Ended
	December 31,
	2008		2007
Revenues	$	602,718,000	$	577,721,000
Operating costs and expenses:
Cost of services provided		521,269,000		493,364,000
Selling, general and administrative		39,523,000		40,284,000
		41,926,000		44,073,000
Other income:
Investment and interest income		1,349,000		4,022,000
Income before income taxes		43,275,000		48,095,000
Income taxes		16,661,000		18,517,000
Net income	$	26,614,000	$	29,578,000
Basic earnings per Common Share	$	.62	$	.70
Diluted earnings per Common Share	$	.60	$	.67
Cash dividends per common share	$	.58	$	.42
Basic weighted average number of common shares outstanding		43,131,000		42,286,000
Diluted weighted average number of common shares outstanding		44,025,000		43,847,000