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

           December 9, 2005           
(Date of earliest event reported)

LABORATORY CORPORATION OF
AMERICA HOLDINGS

(Exact Name of Registrant as Specified in its Charter)

DELAWARE	1-11353	13-3757370
(State or other jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

358 SOUTH MAIN STREET, BURLINGTON, NORTH CAROLINA	27215	336-229-1127
(Address of principal executive offices)	(Zip Code)	(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:

¨ 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 7.01. Regulation FD Disclosure

On December 9, 2005 — Laboratory Corporation of America^® Holdings (LabCorp^®) announced that it has priced its $250 million aggregate principal amount of Senior Notes due 2015, pursuant to LabCorp’s new shelf registration statement. The Notes will bear interest at the rate of 5.625% per annum from December 14, 2005, payable semi-annually on June 15 and December 15, commencing on June 15, 2006. The closing of the offering is expected to occur on December 14, 2005, subject to the satisfaction of customary closing conditions.

Exhibits

99.1 Press Release dated December 9, 2005

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.

	Laboratory Corporation of America Holdings (Registrant)
Date: December 12, 2005	By:	/s/Bradford T. Smith
		Bradford T. Smith, Executive Vice President and Secretary

  EX-99.1 2 ex99-1_bondpricing.htm

Exhibit 99.1

Laboratory Corporation of America® Holdings
358 South Main Street
Burlington, NC 27215
Telephone:(336) 584-5171

FOR IMMEDIATE RELEASE
Investor Contact: Scott Fleming - 336-436-4879
Media Contact: Pam Sherry - 336-436-4855
Shareholder Direct: (800)LAB-0401

LABCORP^® PRICES $250 MILLION IN SENIOR NOTES DUE 2015

Burlington, NC, December 9, 2005 — Laboratory Corporation of America^® Holdings (LabCorp^®) (NYSE: LH) today announced that it has priced its $250 million aggregate principal amount of Senior Notes due 2015, pursuant to LabCorp’s new shelf registration statement. The Notes will bear interest at the rate of 5.625% per annum from December 14, 2005, payable semi-annually on June 15 and December 15, commencing on June 15, 2006. The closing of the offering is expected to occur on December 14, 2005, subject to the satisfaction of customary closing conditions.

LabCorp intends to use the net proceeds of the senior notes, together with cash on hand, to repay borrowings under its senior credit facility which will be used to repurchase shares of LabCorp’s common stock.

A copy of the prospectus and prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933 may be obtained from Banc of America Securities LLC, Prospectus Department, 100 West 33rd Street, 3rd Floor, New York, New York 10001 or by calling 1-800-294-1322 or e-mailing dg-prospectus-distribution@bofasecurities.com.

About LabCorp
Laboratory Corporation of America Holdings and its subsidiaries, headquartered in Burlington, North Carolina, is the second largest independent clinical laboratory company in the United States based on 2004 net revenues. Through its national network of laboratories, the Company offers a broad range of clinical laboratory tests which are used by the medical profession in routine testing, patient diagnosis, and in the monitoring and treatment of disease. In addition, the Company has developed specialty and niche businesses based on certain types of specialized testing capabilities and client requirements, such as oncology testing, HIV genotyping and phenotyping, diagnostic genetics and clinical research trials.