Form: UPLOAD

SEC-generated letter

June 9, 2006

UPLOAD: SEC-generated letter

Published on June 9, 2006






Mail Stop 4561
April 20, 2006

VIA U.S. MAIL AND FAX (410) 427-8822

Mr. Robert O. Stephenson
Chief Financial Officer
Omega Healthcare Investors, Inc.
9690 Deereco Road, Suite 100
Timonium, MD 21093

Re: Omega Healthcare Investors, Inc.
Form 10-K for the year ended December 31, 2005
Filed February 17, 2006
File No. 1-11316

Dear Mr. Stephenson:

We have completed our review of your Form 10-K and do not,
at
this time, have any further comments.

Sincerely,



Daniel L. Gordon
Branch Chief

Mr. Robert O. Stephenson
Omega Healthcare Investors, Inc.
March 16, 2006
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