Item 2.01. Completion of Acquisition or Disposition of Assets

On September 7, 2012, USMD Holdings, Inc. ("Holdings") filed a Current Report on Form 8-K dated August 31, 2012 (the "Original 8-K") with regard to a business combination (described in further detail in Holdings' Registration Statement on Form S-4, File No. 333-17138) by and among Holdings, UANT Ventures, L.L.P. ("Ventures"), Urology Associates of North Texas, L.L.P. ("UANT"), USMD Inc., The Medical Clinic of North Texas, P.A. ("MCNT") and Impel Management Services, L.L.C. ("Impel"). As permitted under Item 9.01 of Form 8-K, the Original Form 8-K omitted certain required financial statements and pro forma financial information. Holdings hereby amends the Original Form 8-K to provide the required financial information. This Amendment No. 1 should be read in connection with the Original Form 8-K, which provides a more complete description of the transaction.

Item 9.01. Financial Statements and Exhibits

(a) Financial Statements for Businesses Acquired

The financial statements of Ventures, UANT, MCNT and Impel required by Item 9.01(a) of Form 8-K are included in Item 9.01(d) Exhibits.

(b) Pro Forma Financial Information

The unaudited pro forma combined condensed statement of operations of Holdings for the fiscal year ended December 31, 2011 and the unaudited pro forma combined condensed balance sheet and statement of operations of Holdings as of and for the six month period ended June 30, 2012 required by Item 9.01(b) of Form 8-K are included in Item 9.01(d) Exhibits.

(d) Exhibits.

99.1 Audited combined financial statements of Urology Associates of North Texas, L.L.P. and subsidiaries for the fiscal years ended December 31, 2011 and 2010 (incorporated by reference to Registrant's Post-Effective Amendment No. 3 to Form S-4 filed on April 20, 2012)

99.2 Unaudited condensed combined financial statements of Urology Associates of North Texas, L.L.P. and subsidiaries for the six month period ended June 30, 2012

99.3 Audited combined financial statements of Impel Management Services, L.L.C. and The Medical Clinic of North Texas, P.A. for the fiscal years ended December 31, 2011 and 2010

99.4 Unaudited combined financial statements of Impel Management Services, L.L.C. and The Medical Clinic of North Texas, P.A. for the six month period ended June 30, 2012

99.5 Unaudited pro forma combined condensed statement of operations of USMD Holdings, Inc. for fiscal year 2011 and the unaudited pro forma combined condensed balance sheet and statement of operations of USMD Holdings, Inc. as of and for the six month period ended June 30, 2012

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