- Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * BYRNES JOHN P	2. Issuer Name and Ticker or Trading Symbol LINCARE HOLDINGS INC [ LNCR ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __ X __ Director                      _____ 10% Owner __ X __ Officer (give title below)      _____ Other (specify below) Chairman & CEO
(Last)          (First)          (Middle) 19387 U.S. 19 NORTH	3. Date of Earliest Transaction (MM/DD/YYYY) 8/13/2012
(Street) CLEARWATER, FL 33764 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	8/13/2012		D		1060000	D	$41.50   (1)	0	D

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options (right to buy)	$28.22	8/13/2012		D			600000	1/1/2009   (2)	8/30/2013	Common Stock	600000	(6)	0	D
Stock Options (right to buy)	$25.67	8/13/2012		D			250000	12/1/2009   (3)	5/31/2014	Common Stock	250000	(6)	0	D
Stock Options (right to buy)	$26.02	8/13/2012		D			200000	12/1/2008   (4)	5/31/2015	Common Stock	200000	(6)	0	D
Stock Options (right to buy)	$20.38	8/13/2012		D			525000	11/1/2012   (5)	12/1/2017	Common Stock	525000	(6)	0	D

Explanation of Responses:
( 1)	Pursuant to a merger agreement between the issuer and Linde US Inc., all restricted shares of common stock that had not previously vested were converted into the right to receive the merger consideration of $41.50 per share in cash.
( 2)	Stock options vest in three equal installments on 01/01/2007, 01/01/2008 and 01/01/2009.
( 3)	Stock options vest in two equal installments on 12/01/2008 and 12/01/2009.
( 4)	Stock options vest 100% on 12/01/2008.
( 5)	Stock options vest in three equal installments on 11/01/2010, 11/01/2011 and 11/01/2012.
( 6)	Pursuant to a merger agreement between the issuer and Linde US Inc., all stock options, whether vested or unvested, were cancelled and converted into the right to receive a cash payment of $41.50 less the exercise price per share.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
BYRNES JOHN P 19387 U.S. 19 NORTH CLEARWATER, FL 33764	X		Chairman & CEO

Signatures
J.P. Byrnes by P.G. Gabos as attorney in fact		8/13/2012
** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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