8-K

                     U.S. 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): April 29, 2002



                                 AMEDISYS, INC.
               --------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)


                                    Delaware
                                    --------
                         (State or Other Jurisdiction of
                         Incorporation or Organization)

            0-24260                                   11-3131700
    ------------------------              ------------------------------------
    (Commission File Number)              (I.R.S. Employer Identification No.)


                11100 Mead Road, Suite 300, Baton Rouge, LA 70816
          -----------------------------------------------------------
          (Address of principal executive offices including zip code)


                                 (225) 292-2031
              ----------------------------------------------------
              (Registrant's telephone number, including area code)



ITEM 5. OTHER EVENTS

                  On April 29, 2002, Amedisys, Inc., "the Company", issued a
         press release attached hereto as Exhibit 99.1 to announce that it has
         completed a private placement of common stock and to announce the first
         quarter 2002 earnings release date and conference call date.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

                  (a)      Financial Statements of Business Acquired.

                           Not applicable.

                  (b)      Pro Forma Financial Information.

                           Not applicable.

                  (c)      Exhibit
                              No.                                         Page
                           -------                                        ----

                           99.1(i)   Press Release dated April 29, 2002
                                     announcing a private placement of
                                     common stock and announcing the
                                     first quarter 2002 earnings
                                     release date and conference call
                                     date................................  A-1

                                (i)  Filed herewith.




                                   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.

AMEDISYS, INC.

By:  /s/ Larry R. Graham
     -------------------------------------
Larry R. Graham
Principal Accounting and Financial Officer

DATE: April 29, 2002

EX-99.1

                                                                   EXHIBIT 99.1






              AMEDISYS COMPLETES $9.5 MILLION PRIVATE PLACEMENT OF
                                  COMMON STOCK

                        AMEDISYS TO HOST CONFERENCE CALL
                            TO DISCUSS FIRST QUARTER
                   FINANCIAL PERFORMANCE AND OPERATING RESULTS

BATON ROUGE, Louisiana (April 29, 2002) - Amedisys, Inc. (NasdaqSC: "AMED"), one
of America's leading home health nursing companies, today announced that it has
placed 1,460,000 shares of Common Stock with private investors at a price of
$6.94 per share. The placement, which was arranged by Belle Haven Investments,
L.P., provided net proceeds to the Company of approximately $9,500,000.

"The successful completion of this offering marks another significant milestone
accomplishment for our Company," stated William F. Borne, Chief Executive
Officer of Amedisys, Inc. "We intend on using the proceeds for both debt
reduction and general corporate purposes, including possible acquisitions. The
transaction greatly improves Amedisys' balance sheet by reducing the
debt-to-equity ratio from in excess of 10-to-1 at December 31, 2001 to
approximately 2-to-1 following the placement. The increase in working capital
will materially assist Amedisys as management evaluates further changes to the
Company's debt structure over the coming year."

The D3 Family Fund, L.P. ("D3"), of Camas, Washington, its affiliates and
limited partners purchased 1,000,000 shares, or approximately 68% of the shares
issued in the private placement.

"We are delighted to welcome D3 as our lead investor in this financing," noted
Borne. "D3 thoroughly understands the dynamics of the home health care industry
and has been very successful in prior investments involving two of the leading
companies in our industry -- Gentiva (Nasdaq: "GTIV") and Pediatric Services of
America (Nasdaq: "PSAI") -- during the past two years. The healthcare experience
of D3's founder, David Nierenberg, includes the management of Bain & Company's
west coast hospital consulting practice in the 1980s, venture capital
investments in numerous health care companies during the 1990s, and service on
the board of his community hospital in Vancouver, Washington."

"We are confident that this new capital will support Amedisys' growth strategy,"
commented Mr. Nierenberg. "It gives the Company the flexibility to continue its
external growth strategy with a focus on acquiring hospital-based home nursing
agencies in the Southern U.S. We also believe the strengthened balance sheet
will attract greater interest from Wall Street analysts and institutional
investors. We are very excited about the potential of our investment and look
forward to working with Bill Borne and his colleagues at Amedisys to build the
value and visibility of the Company."



The Company also announced that it plans to release its operating results for
the quarter ended March 31, 2002 on May 6, 2002. The Company will host a
conference call with the investment community at 11:00 a.m. EDT the same day.

TO PARTICIPATE IN THE CONFERENCE CALL, PLEASE DIAL 800-388-8975 A FEW MINUTES
BEFORE 11:00 A.M. EDT ON MAY 6, 2002. A REPLAY OF THE CONFERENCE CALL WILL BE
AVAILABLE UNTIL MAY 13, 2002, BY DIALING 973- 709-2089. THE ACCESS CODE IS
#240477 FOR THE REPLAY.

Amedisys, Inc., a leading multi-regional provider of home health nursing
services, is headquartered in Baton Rouge, Louisiana. Its common stock trades on
The Nasdaq SmallCap Market under the symbol "AMED".

This press release includes statements that may constitute "forward-looking"
statements, usually containing the words "believe", "estimate", "project",
"expect" or similar expressions. Forward-looking statements inherently involve
risks and uncertainties that could cause actual results to differ materially
from the forward-looking statements. Factors that would cause or contribute to
such differences include, but are not limited to, continued acceptance of the
Company's products and services in the marketplace, competitive factors, changes
in government reimbursement procedures, dependence upon third-party vendors, and
other risks discussed in the Company's periodic filings with the Securities and
Exchange Commission. By making these forward-looking statements, the Company
undertakes no obligation to update these statements for revisions or changes
after the date of this release.


    Additional information on this Company can be found on the World Wide Web

                             http://www.amedisys.com

                    For further information, please contact:

             Larry Graham, Chief Operating Officer at (225) 292-2031
                                       or
   RJ Falkner & Company, Inc., Investor Relations Counsel at (800) 377-9893 or
                        via e-mail at info@rjfalkner.com