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

Date of report (Date of earliest event reported) ~~May~~June 3123, 2005

Bone Care International, Inc.

(Exact name of registrant as specified in its charter)

Wisconsin	0-27854	39-1527471
Wisconsin (State or other jurisdiction of incorporation)	0-27854 (Commission File Number)	39-1527471 (IRS Employer Identification No.)
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
1600 Aspen Commons, Suite 900 Middleton, Wisconsin (Address of principal executive offices)		53562 (Zip Code)

1600 Aspen Commons, Suite 900 Middleton, Wisconsin		53562
(Address of principal executive offices)		(Zip Code)

(608) 662-7800
(Registrant’s telephone number, including area code)

N/A
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 18.01 ~~Entry~~Other ~~into a Material Definitive Agreement~~Events

On May 4, 2005, Bone Care International ~~Inc.~~ (“Bone Care”) ~~has~~announced ~~previously~~that it had entered into a ~~change~~merger ~~in control severance~~ agreement ~~with each of its executive officers. The merger contemplated by~~ (the ~~Agreement and Plan of~~ “Merger ~~dated~~Agreement”) asproviding offor ~~May 4,~~the ~~2005~~merger (the “Merger ~~Agreement~~”) ~~among~~of Bone Care, with a subsidiary of Genzyme Corporation (“Genzyme”) ~~and~~in a ~~wholly-owned~~transaction ~~subsidiary~~pursuant to which each share of ~~Genzyme~~Bone Care’s common stock outstanding immediately prior to the Merger will ~~constitute~~be aconverted ~~change~~into inthe ~~control~~right ~~for~~to ~~purposes~~receive of$33.00 ~~these~~in ~~agreements~~cash.

As previously ~~disclosed in the definitive proxy materials Bone Care filed with the Securities and Exchange Commission relating to the shareholder meeting to be held to consider the Merger Agreement~~reported, on May 2526, 2005, ~~Genzyme agreed that~~ Bone Care ~~could~~was ~~amend~~named ~~certain~~as ofa ~~the~~defendant ~~change~~ in ~~control~~ ~~severance~~a ~~agreements~~putative shareholder toclass ~~provide~~action ~~for~~filed ~~an additional payment to certain of Bone Care’s executive officers~~ in the ~~event~~Circuit ofCourt ~~a termination of the executive officer’s employment that qualifies the executive~~ for ~~severance~~Dane ~~payments~~County, ~~under~~Wisconsin: ~~his~~Freeport ~~change in control severance agreement.~~Partners ~~For~~LLC ~~Messrs~~v. ~~Berns,~~ ~~Caruso,~~Bone ~~Hayden,~~Care ~~Morgan~~International, ~~Durham~~Inc., ~~Mundy~~et. ~~and Kokino~~al., ~~the~~Case ~~additional payments would be $598,950, $363,000, $272,250, $254,100, $199,650, $163,350 and $108,900, respectively~~No. These payments are in lieu of compensation which the compensation committee of Bone Care’s board of directors had discussed awarding to these executive officers prior to Genzyme’s expression of its interest in acquiring Bone Care 05-CV-1719.

On ~~May~~June 3123, 2005, ~~the~~plaintiff’s ~~compensation~~motion ~~committee~~for ofa ~~Bone~~temporary ~~Care’s~~restraining ~~board~~order ofto ~~directors~~block ~~approved~~the ~~amendments~~shareholder tovote on the ~~change~~Merger or, in ~~control~~the ~~severance~~alternative, ~~agreements~~the certification of that vote, was denied on the basis that plaintiff failed to ~~provide~~show ~~for~~a likelihood of success on the ~~additional~~merits ~~payments~~and also that ~~described~~plaintiff inhas ~~the~~an ~~immediately~~adequate ~~preceding~~remedy ~~paragraph~~at law.

2 Plaintiff’s lawsuit remains pending following the Court’s decision and the complaint in the case seeks, among other remedies, rescission of the Merger, damages and other monetary relief.

~~SIGNATURES~~ Bone Care does not believe that the claims made by the plaintiff are meritorious and intends to vigorously contest them.

~~Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly~~2 ~~cased this report to be signed on its behalf by the undersigned thereunto duly authorized.~~

	BONE CARE INTERNATIONAL, INC.
Date: June 6, 2005	By:	/s/ Brian J. Hayden
		Name:	Brian J. Hayden
		Title:	VP Finance

SIGNATURES

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


	BONE CARE INTERNATIONAL, INC.
Date: June 28, 2005	By:	/s/ Brian J. Hayden
		Name:	Brian J. Hayden
		Title:	VP Finance

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