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): May 8, 2008


PEDIATRIX MEDICAL GROUP, INC.
(Exact Name of Registrant as Specified in Its Charter)

Florida

 

001-12111

 

65-0271219

(State or Other Jurisdiction of

Incorporation)

(Commission File

Number)

(IRS Employer Identification No.)

 

1301 Concord Terrace

Sunrise, Florida 33323

 

(Address of principal executive offices) (zip code)

 


Registrant’s telephone number, including area code (954) 384-0175

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 2.02           Results of Operations and Financial Condition.

On May 8, 2008, Pediatrix Medical Group, Inc. (the “Company”) issued a press release announcing its results of operations for the three months ended March 31, 2008 (the “Release”). A copy of the Release is attached hereto as Exhibit 99.1 and is hereby incorporated in this Current Report by reference. The information contained in this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” with the Securities and Exchange Commission nor incorporated by reference in any registration statement or other document filed by the Company under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01.          Financial Statements and Exhibits

             (d)           Exhibits.

                             99.1—Press Release of Pediatrix Medical Group, Inc. dated May 8, 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.

PEDIATRIX MEDICAL GROUP, INC.

 

 
Date: May 8, 2008 By:

/s/ Karl B. Wagner

 

Name:    Karl B. Wagner

 

Title:    Chief Financial Officer

EXHIBIT INDEX

Exhibit No.

 

Description

99.1 Press Release of Pediatrix Medical Group, Inc. dated May 8, 2008.