Form: 424B7

Prospectus filed pursuant to Rule 424(b)(7)

June 18, 2010

424B7: Prospectus filed pursuant to Rule 424(b)(7)

Published on June 18, 2010



Prospectus Supplement No. 1 Filed Pursuant to Rule 424(b)(7)
to Prospectus dated January 15, 2010 Registration No. 333-164367
 
OMEGA HEALTHCARE INVESTORS, INC.
 

 
2,714,959 Shares

Common Stock
 


 
This prospectus supplement No. 1 supplements our prospectus dated January 15, 2010 relating to the resale from time to time by the selling stockholder of the common stock issued in connection with our acquisition of certain subsidiaries of CapitalSource Inc. on December 22, 2009.  This prospectus supplement should be accompanied by and read together with the January 15, 2010 prospectus, and is qualified by reference to that prospectus except to the extent the information in this prospectus supplement supersedes the information in that prospectus.

The table under the heading “Selling Stockholder” on page 6 of the prospectus dated January 15, 2010 is amended to read as follows:
 
Name
Beneficial Ownership Prior to
the Registration
Shares Covered by this Registration
Statement
Beneficial Ownership After
the Shares are Sold
Number of
Shares
Percentage
Ownership1
Number of
Shares
Percentage
Ownership
CapitalSource Healthcare LLC2
2,714,959
3.1%
2,714,959
0
-
Total
2,714,959
3.1%
2,714,959
0
-
 

1 Based on 88,265,565 shares of issued and outstanding common stock as of January 14, 2010.
2 Successor-in-interest to CapitalSource Healthcare REIT.  As of the date of this prospectus supplement, the selling stockholder beneficially owns 1,714,959 shares of common stock.
 
Neither the Securities and Exchange Commission nor any state securities has approved or disapproved of the securities described in this Prospectus or passed upon the adequacy or accuracy of this Prospectus.  Any representation to the contrary is a criminal offense.
 

 
The date of this Prospectus Supplement is June 18, 2010.