

      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

                     DECEMBER 16, 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 December 16, 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
          December 16, 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: December 30, 1998
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