



      UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                   WASHINGTON, D.C. 20549

                          FORM 8-K
                              
                       CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934

                        JUNE 12, 1998
                        -------------
              (Date of earliest event reported)

                              
         LABORATORY CORPORATION OF AMERICA HOLDINGS
         ------------------------------------------
   (Exact name of registrant as specified in its charter)
                              
                              
      DELAWARE              1-11353             13-3757370
      --------              -------             ----------   
  (State or other         (Commission         (IRS Employer
  jurisdiction of         File Number)        Identification
  incorporation)                              Number)


   358 SOUTH MAIN STREET, BURLINGTON, NORTH CAROLINA 27215
   -------------------------------------------------------
          (Address of principal executive offices)
                              
                        336-229-1127
                        ------------
    (Registrant's telephone number, including area code)

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ITEM 5. OTHER EVENTS

On June 12, 1998, the Company issued a press release
announcing that its Board of Directors has declared
dividends on the Company's 8 1/2% Series A Convertible
Exchangeable Preferred Stock and the Company's 8 1/2% Series
B Convertible Pay-in-Kind Preferred Stock.

ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL
        INFORMATION AND EXHIBITS

 (c)  Exhibit
      20  Press release of the Company dated June 12, 1998.

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                         SIGNATURES

Pursuant to the requirements of the Securities and
Exchange Act of 1934, the registrant has duly caused this
report to be signed on its behalf by the undersigned
hereunto duly authorized.

               LABORATORY CORPORATION OF AMERICA HOLDINGS
               ------------------------------------------    
                              (Registrant)

                    By:/s/ BRADFORD T. SMITH
                       ------------------------------
                           Bradford T. Smith
                           Executive Vice President,
                           General Counsel, Secretary
                           and Compliance Officer



Date: July 7, 1998
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