SC TO-I/A

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE TO

AMENDMENT NO. 4

TENDER OFFER STATEMENT

UNDER SECTION 14(d)(1) OR SECTION 13(e)(1)

OF THE SECURITIES EXCHANGE ACT OF 1934

DAVITA INC.

(Name of Subject Company (issuer) and Filing Person (offeror))

COMMON SHARES, PAR VALUE $0.001 PER SHARE

(Title of Class of Securities)

23918K_10_8

(CUSIP Number of Class of Securities)

STEVEN J. UDICIOUS

VICE PRESIDENT, SECRETARY AND GENERAL COUNSEL

DAVITA INC.

21250 HAWTHORNE BLVD., SUITE 800

TORRANCE, CALIFORNIA 90503-5517

(310) 792-2600

(Name, Address and Telephone Number of Person Authorized

to Receive Notices and Communications on Behalf of the Filing Person)

April 19, 2002

CALCULATION OF FILING FEE

TRANSACTION VALUATION*	AMOUNT OF FILING FEE*
$520,000,000	$104,000

* For purposes of calculating the amount of filing fee only, this amount is based on the purchase of 20,000,000 common shares at the maximum tender offer price of $26.00 per share. A filing fee in the amount of $120,000 was previously paid with Amendment No. 1 to Tender Offer Statement on Schedule TO on March 21, 2002.

x Check box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

Amount Previously Paid: $120,000	Filing Party: DaVita Inc.
Form or Registration No.: SC TO-I/A	Date Filed: March 21, 2002

¨ Check box if filing relates solely to preliminary communications made before the commencement of a tender offer.

Check the appropriate boxes below to designate any transactions to which the statement relates:

¨    third-party tender offer subject to Rule 14d-1.	x   issuer tender offer subject to Rule 13e-4.
¨    going-private transaction subject to Rule 13e-3.	¨    amendment to Schedule 13D under Rule 13d-2.

Check the following box if the filing is a final amendment reporting the results of the tender offer:    ¨

This Amendment No. 4 to Tender Offer Statement on Schedule TO amends and supplements the statement originally filed on March 15, 2002, as amended on March 21, 2002, April 2, 2002 and April 8, 2002 by DaVita Inc., a Delaware corporation, in connection with its offer to purchase up to 20,000,000 shares of its common stock, par value $0.001 per share, at a price not in excess of $26.00 nor less than $22.00 per share, net to the seller in cash, without interest, as specified by stockholders tendering their shares. DaVita’s offer is being made upon the terms and subject to the conditions set forth in the Offer to Purchase dated March 21, 2002 and in the related Letter of Transmittal, which, as amended or supplemented from time to time, together constitute the offer. This Schedule TO is intended to satisfy the reporting requirements of Rule 13e-4(c)(1) of the Securities Exchange Act of 1934, as amended.

Item 12.    EXHIBIT.

Item 12 is hereby amended and supplemented by adding the following exhibit:

(a)(5)(ix) Press Release, dated April 19, 2002

SIGNATURE

After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

DAVITA INC.
By:	/s/    STEVEN J. UDICIOUS
	Steven J. Udicious
	Vice President, Secretary and General Counsel

Dated: April 19, 2002

EXHIBIT INDEX

The Exhibit Index is hereby amended and supplemented by adding the following exhibit:

EXHIBIT NUMBER	DESCRIPTION
(a)(5)(ix)	Press Release, dated April 19, 2002

EX-99.(A)

EXHIBIT 99.(a)(5)(ix)

Contact: LeAnne Zumwalt

                DaVita Inc.

                310 750-2072

DAVITA REVISES TENDER OFFERS AND

ANNOUNCES SATISFACTION OF FINANCING CONDITION

TORRANCE, CA, April 19, 2002 – DaVita Inc. (NYSE: DVA) today announced that in connection with its previously announced offer to purchase up to 24,000,000 of its common shares, it has increased the price at which it will purchase the shares from a range of $20.00 to $25.00 to a range of $22.00 to $26.00 per share and decreased the number of shares it is offering to purchase from up to 24,000,000 shares to up to 20,000,000 shares.

DaVita also announced that the financing condition to its offers to purchase up to 20,000,000 of its common shares and all of its 9¼% Senior Subordinated Notes due 2011 has been satisfied as a result of DaVita’s receipt of the necessary commitments from lenders for the funds necessary to purchase tendered shares and Notes.

In conformity with the rules and regulations of the Securities Exchange Act of 1934, which require tender offers to remain open for ten business days following an increase in the offer price and five business days following satisfaction of a financing condition, DaVita has extended the tender offer for its common shares for ten business days, until 9:00 a.m., New York City time, on Friday, May 3, 2002, and extended the tender offer for its 9¼% Senior Subordinated Notes due 2011 for five business days, until 9:00 a.m., New York City time, on Friday, April 26, 2002. These tender offers were previously scheduled to expire at 9:00 a.m., New York City time, on Friday, April 19, 2002.

According to The Bank of New York, the Depositary for the tender offers, as of April 18, 2002, approximately 53,000 of DaVita’s common shares and all of the Notes have been validly tendered and not withdrawn. In accordance with the terms of the Notes tender offer, the consideration for the Notes will be determined on April 23, 2002, three business days prior to expiration.

An amended offer to purchase and related materials for the stock tender offer will be mailed out shortly. Stockholders may obtain the amended offer to purchase and related materials for free at the SEC’s website at www.sec.gov.

Credit Suisse First Boston Corporation and Banc of America Securities LLC are acting as Dealer Managers in connection with the tender offer for the Notes and the related consent solicitation. Persons with questions regarding this tender offer and consent solicitation should contact Credit Suisse First Boston Corporation’s Liability Management Group, at either (212) 538-8474 or (800) 820-1653 or Banc of America Securities LLC at (704) 388-9217 or (888) 292-0070. Requests for documentation should be made to Georgeson Shareholder, the Information Agent, at (212) 440-9800 or (866) 800-0507.

Credit Suisse First Boston Corporation is also acting as Dealer Manager in connection with the tender offer for DaVita’s common shares. Persons with questions regarding this tender offer should contact Credit Suisse First Boston Corporation at (800) 881-8320. Requests for documentation should be made to Georgeson Shareholder, the Information Agent, at (212) 440-9800 or (866) 800-0506.

DaVita is a leading provider of dialysis services in the United States for patients suffering from chronic kidney failure. DaVita owns and operates kidney dialysis centers and home peritoneal dialysis programs in 32 states, as well as Washington, D.C. It currently operates 493 outpatient dialysis facilities serving approximately 43,000 patients and also provides acute hemodialysis services to inpatients at approximately 270 hospitals.