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 27, 1996
              ---------------------------------
              (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 or          File Number)        Identification
organization)                                Number)


                              
  358 SOUTH MAIN STREET, BURLINGTON, NORTH CAROLINA 27215
  --------------------------------------------------------
          (Address of principal executive offices)
                              
                              
                              
                        910-229-1127
    ----------------------------------------------------
    (Registrant's telephone number, including area code)




Item 5. Other Events

On June 27, 1996, the Registrant issued a press release
dated as of such date announcing that Haywood D. Cochrane,
Jr., Executive Vice President, Chief Financial Officer and
Treasurer, intends to leave the Company during the third
quarter.  After almost twenty years in the laboratory
industry, he has decided to pursue an entrepreneurial,
venture capital-backed opportunity.  Mr. Cochrane will
continue his current responsibilities until certain projects
are completed and a successor is named.  The press release
is attached as an exhibit hereto and the text thereof is
incorporated in its entirety herein by reference.

Item 7.   Financial Statements, Pro Forma Financial
          Information and Exhibits

  (c) Exhibit
                              
      20  Press release of the Registrant dated June 27,
          1996.




                         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
                                        ---------------------
                                       Executive Vice President,
                                       General Counsel and Secretary



Date:  June 28, 1996




                        EXHIBIT INDEX
                              

Exhibit
Number                          Exhibit
- --------                        -------

  20    -   Press release of the Registrant dated June 27,
            1996.
                                                            




                                                  Exhibit 20
                                                  ----------                    
                                        
FOR IMMEDIATE RELEASE                   Contact:  Pamela Sherry
                                                  (910) 584-5171
                                                  Ext. 6768


        LABORATORY CORPORATION OF AMERICA ANNOUNCES
              CHIEF FINANCIAL OFFICER WILL STEP
                    DOWN IN THIRD QUARTER
                              

BURLINGTON,  NC, June 27, 1996 - Laboratory  Corporation  of
America Holdings (NYSE: LH) (LabCorp) reported today  that
Haywood  D.  Cochrane, Jr., Executive Vice President,  Chief
Financial Officer and Treasurer, has announced his intention
to leave the Company during the third quarter.  After almost
twenty  years in the laboratory industry, he has decided  to
pursue    an    entrepreneurial,   venture    capital-backed
opportunity.   Mr.  Cochrane  will  continue   his   current
responsibilities until certain projects are completed and  a
successor is named.

"With  Haywood's  assistance, LabCorp  has  made  impressive
strides  since  the merger in 1995 between  National  Health
Laboratories    Holdings   Inc.   and    Roche    Biomedical
Laboratories,  Inc.," stated Dr. James B. Powell,  President
and  Chief  Executive  Officer.  "We will  accept  Haywood's
resignation with deep regret and wish him well  in  his  new
opportunity. Going forward, we will continue to work towards
our established goals as we effect an orderly transition."

Laboratory Corporation of America Holdings (LabCorp) is  a
national  clinical  laboratory organization  with  estimated
annualized  revenues of $1.7 billion.  The Company  operates
primary  testing facilities nationally, offering  more  than
1,700 different clinical assays, from routine blood analysis
to   more   sophisticated  technologies.   LabCorp  performs
diagnostic tests for physicians, managed care organizations,
hospitals,  clinics,  long-term care facilities,  industrial
companies and other clinical laboratories.