FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

CARLSON JAMES G 		2. Issuer Name and Ticker or Trading Symbol

OMNICARE INC [ OCR ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

900 OMNICARE CENTER, 201 EAST FOURTH STREET 		3. Date of Earliest Transaction (MM/DD/YYYY)

3/5/2015
(Street)

CINCINNATI, OH 45202
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
3.25% Convertible Senior Debentures due 2035   $77.00   (1) 3/5/2015     S         25000   (2)     (1) 12/15/2035   Common Stock     (2) $27093.75   0   D    

Explanation of Responses:
( 1)  Convertible (a) during a fiscal quarter if the closing price of the company's common stock exceeds 130% of the then current conversion price for at least 20 trading days in the 30 trading day period ending on the last trading day of the preceding quarter, (b) during a five trading day period following any five consecutive trading day period in which the average trading price of the debentures was less than 98% of the average closing sale price of the company's common stock multiplied by the then current conversion rate, (c) on or after December 15, 2033 and (d) upon certain other events as set forth in the related indenture.
( 2)  The reporting person sold $25,000 principal amount of debentures, which are convertible, if and when applicable, into cash and shares of the company's common stock based on a conversion rate of 12.9869 shares of common stock per $1,000 principal amount of debentures (or $77.00 per share of common stock), subject to adjustment upon certain events as set forth in the related indenture.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
CARLSON JAMES G
900 OMNICARE CENTER
201 EAST FOURTH STREET
CINCINNATI, OH 45202 		X



Signatures
/s/ Nathan Scott, attorney-in-fact for James G. Carlson 3/6/2015
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
Omnicare (NYSE:OCR)
Historical Stock Chart
Von Dez 2024 bis Jan 2025 Click Here for more Omnicare Charts.
Omnicare (NYSE:OCR)
Historical Stock Chart
Von Jan 2024 bis Jan 2025 Click Here for more Omnicare Charts.