(b) On May 22, 2009, David W. Froesel, Jr., Senior Vice President and Chief Financial Officer of Omnicare, Inc. (the "Company"), notified the Company of his intention to retire by the end of 2009. The Company has retained an executive search firm to conduct a national search for a replacement. Mr. Froesel has indicated that he plans to continue in his current role until a successor is identified and will then assist in the transition. A copy of the Company's press release announcing Mr. Froesel's retirement is filed as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

(e) At the Annual Meeting of Stockholders held on May 22, 2009, the Company's stockholders approved an amendment to the Company's Annual Incentive Plan for Senior Executive Officers (the "Annual Incentive Plan"). The amendment changed the maximum amount of annual compensation that may be paid to any participant under the Annual Incentive Plan to (a) $7.5 million from (b) an amount equal to the lesser of (x) two and one-quarter percent (2 1/4%) of the Company's consolidated income before income taxes, the cumulative effect of accounting changes, acquisition expenses or other non-recurring charges, as determined in accordance with generally accepted accounting principles, and (y) $5 million. This description of the amendment to the Annual Incentive Plan is qualified in its entirety by reference to the full text of the Annual Incentive Plan, which is filed as Exhibit 10.1 to this Form 8-K and is incorporated herein by reference.

(d) Exhibits.

Exhibit No.      Description
10.1             Omnicare, Inc. Annual Incentive Plan for Senior Executive Officers
                 (incorporated herein by reference to Appendix A of the Company's
                 Proxy Statement dated April 21, 2009).

99.1             Press Release of Omnicare, Inc. dated May 26, 2009.