On May 28, 2009, Omega Healthcare Investors, Inc. (the "Company") amended its Articles of Incorporation to increase the number of authorized shares of its common stock from 100,000,000 to 200,000,000 shares. The Board of Directors of the Company previously approved the amendment, subject to stockholder approval, and the amendment was approved by the Company's stockholders at the Annual Meeting of Stockholders held on May 21, 2009. The amendment, which is effective immediately, amends and restates Article IV, Section 1 of the Company's Articles of Incorporation in its entirety and now reads as follows:

"Section 1. The total number of shares of capital stock which the corporation shall have authority to issue is Two Hundred Twenty Million (220,000,000), of which Two Hundred Million (200,000,000) shall be shares of Common Stock having a par value of $.10 per share and Twenty Million (20,000,000) shall be shares of Preferred Stock having a par value of $1.00 per share. The aggregate par value of all said shares shall be Forty Million Dollars ($40,000,000). Prior to the increase, the aggregate par value of all said shares was Thirty Million Dollars ($30,000,000)."

(d) Exhibits.

Exhibit
Number                Description

3.1    Articles of Amendment of Omega Healthcare Investors,
       Inc.
10.1   Second Amendment to the Second Amended and Restated
       Master Lease, dated as of February 26, 2009, by and
       among Omega Healthcare Investors, Inc., certain of
       its subsidiaries as lessors, Sun Healthcare Group,
       Inc. and certain of its affiliates as lessees,
       amending and restating prior master leases with Sun
       Healthcare Group, its subsidiaries, and lessees and
       guarantors acquired by Sun Healthcare Group.
10.2   Eight Amendment to Consolidated Amended and Restated
       Master Lease, dated as of March 31, 2009, by and
       between Sterling Acquisition Corp. and Diversicare
       Leasing Corp.
10.3   First Amendment to Loan Agreement, dated as of March
       15, 2009, by and among OHI Asset III (PA) Trust, as
       Lender, certain affiliated entities of CommuniCare
       Health Services as Borrowers, and certain affiliated
       entities of CommuniCare Health Services as
       Guarantors.