American Stock Exchange
86 Trinity Place
New York, NY 10006
James P. Mollen
Director - Listing Qualifications
T 212 306 2391
F 212 306 5359
James.mollen@amex.com
Via Facsimile and Express Mail
------------------------------
April 20, 2005
Mr. Terrence L. Bauer Chief Executive
Officer Orion Healthcorp, Inc.
1805 Old Alabama Road, Suite 350
Roswell, GA 30076
Dear Mr. Bauer:
The American Stock Exchange (the "Amex" or
"Exchange"), as a self-regulatory
organization, has the responsibility to
provide a fair and orderly marketplace
to issuers and to the investing public.
Included in these responsibilities is
the obligation to take appropriate steps to
ensure that companies listed on the
Amex comply with applicable continued
listing standards. Investors in companies
listed on the Amex have a reasonable
expectation that those companies comply
with such listing standards or, at a
minimum, have a plan in place to return to
compliance within a specified time.
The staff of the Amex Listing
Qualifications Department (the "Staff") has
determined, based upon its review of
publicly available information as well as
discussions with representatives of Orion
Healthcorp, Inc. (the "Company") that
the Company is not in compliance with the
Amex requirements as set forth in
Sections 134 and 1101 of the Amex Company
Guide (the "Company Guide").(1)
Specifically, the Company failed to file
with the Securities and Exchange
Commission (the "SEC") its annual report on
Form 10-KSB for the fiscal year
ended December 31, 2004. By this letter,
the Amex gives the Company until May 2,
2005 to regain compliance with the Amex
requirements.
In setting this deadline for compliance,
the Staff has determined not to apply
at this time the continued listing
evaluatio
