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): August 16, 2007

PAINCARE HOLDINGS, INC.

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

FLORIDA

1-14160

06-1110906)

(STATE OR OTHER JURISDICTION OF

INCORPORATION OR ORGANIZATION)

(COMMISSION FILE NUMBER)

(IRS EMPLOYER

IDENTIFICATION NUMBER)

1030 NORTH ORANGE AVENUE, SUITE 105

ORLANDO, FLORIDA 32801

(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES INCLUDING ZIP CODE)

Registrant’s telephone number, including area code: (407) 367-0944

Registrant’s facsimile number, including area code: (407) 367-0950

Registrant’s Website address: www.paincareholdings.com

Not Applicable

(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):

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

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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

ITEM 2.02

RESULTS OF OPERATIONS AND FINANCIAL CONDITION

ITEM 7.01

REGULATION FD DISCLOSURE

On August 16, 2007, PainCare Holdings, Inc. (the “Company”), issued a press release reporting the Company’s financial results for the quarter ended June 30, 2007, and stating that, due to the Company’s effectuation of numerous dispositions of physician practices during the quarter resulting in the need for additional time to complete the associated accounting and financial reporting, the Company anticipates filing its Form 10-Q for the 3 months ended June 30, 2007, no later than August 21, 2007.

A copy of the press release is furnished, with the exception of the statement regarding the filing of the Company’s 10-Q which is to be considered filed under the Exchange Act, as Exhibit 99.1.

ITEM 9.01

FINANCIAL STATEMENTS AND EXHIBITS


Exhibit No.		Exhibit Description
99.1		Press Release dated August 16, 2007.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


Dated August 16, 2006	PAINCARE HOLDINGS, INC.

	By:	/s/ Randy Lubinsky
		Randy Lubinsky
		Chief Executive Officer and Director

PAINCARE HOLDINGS INC 8-K