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                                  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): March 1, 2006

                             ORION HEALTHCORP, INC.
             (Exact Name of Registrant as Specified in its Charter)

          Delaware                    001-16587                 58-1597246
(State or Other Jurisdiction      (Commission File           (I.R.S. Employer
      of Incorporation)                Number)            Identification Number)

                        1805 Old Alabama Road, Suite 350
                                Roswell, GA 30076
               (Address of Principal Executive Offices) (Zip Code)

                                 (678) 832-1800
              (Registrant's Telephone Number, Including Area Code)

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))

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Section 1 Registrant's Business and Operations

Item 1.01 Entry into a Material Definitive Agreement

          On February 8, 2006, SurgiCare Memorial Village, L.P. ("Memorial
          Village") executed an Asset Purchase Agreement (the "Memorial Village
          Agreement") for the sale of substantially all of its assets to First
          Surgical Memorial Village, L.P. Memorial Village was approximately 49%
          owned by Town & Country SurgiCare, Inc., a wholly-owned subsidiary of
          Orion HealthCorp, Inc. ("Orion"). The Memorial Village Agreement was
          deemed to be effective as of January 31, 2006. This transaction is
          incorporated by reference to Orion's Current Report on Form 8-K filed
          on February 14, 2006.

          On March 1, 2006, San Jacinto Surgery Center, Ltd. ("San Jacinto")
          executed an Asset Purchase Agreement (the "Agreement") for the sale of
          substantially all of its assets to San Jacinto Methodist Hospital
          ("Purchaser"). San Jacinto is 10% owned by Baytown SurgiCare, Inc., a
          wholly-owned subsidiary of Orion. The Agreement was deemed to be
          effective as of March 1, 2006.

          The property sold by San Jacinto to the Purchaser (hereinafter
          collectively referred to as the "Acquired Assets"), included the
          leasehold title to real property, together with all improvements,
          buildings and fixtures, all major, minor or other equipment, all
          computer equipment and hardware, vehicles, furniture and furnishings,
          inventory and supplies, current financial, patient, credentialing and
          personnel records, interest in all commitments, contracts, leases and
          agreements outstanding in respect to San Jacinto, to the extent
          assignable, all licenses and permits held by San Jacinto, all patents
          and patent applications and all logos, names, trade names, trademarks
          an service marks, all computer software, programs and similar systems
          owned by or licensed to San Jacinto, goodwill and all interests in
          property, real, personal and mixed, tangible and intangible acquired
          by San Jacinto prior to March 1, 2006. The Acquired Assets did not
          include any of the following: restricted and unrestricted cash and
          cash equivalents, marketable securities, certificates of deposit, bank
          accounts, temporary investments, accounts receivable, notes receivable
          intercompany accounts of San Jacinto, and all commitments, contracts,
          leases and agreements other than those expressly assumed by the
          Purchaser in the Agreement.

          As consideration for the Acquired Assets, San Jacinto received a total
          purchase price of $5,500,000, of which Orion received a net amount of
          approximately $598,000. The proceeds received by Orion consisted of
          the following amounts:

               i.   Approximately $450,000 representing Orion's pro-rata share
                    of the net proceeds; and
               ii.  Approximately $148,000 representing the principal and
                    interest amounts of a note payable owed to Orion from San
                    Jacinto.

          As part of the closing of the Agreement, Orion was obligated to make
          payments, totaling $607,000, from its portion of the proceeds as
          follows:

               i.   Approximately $357,000 representing distributions due to the
                    limited partners of San Jacinto for cash collections
                    previously received by Orion, and payment of accounts
                    payable and other expenses; and
               ii.  Approximately $250,000 to CIT Healthcare, LLC (f/k/a
                    Healthcare Business Credit Corporation) ("CIT") which
                    represents repayment of the obligations related to San
                    Jacinto under Orion's Loan and Security Agreement dated
                    December 15, 2004.

          A copy of the Agreement is attached as Exhibit 2.1 to this current
          report.




Section 2 Financial Information

Item 2.01 Completion of Acquisition or Disposition of Assets

          The information required by this item is included in Item 1.01 and is
          incorporated herein by reference.

          In April 2005, the Company formally announced the initiation of a
          strategic plan designed to accelerate the Company's growth and enhance
          its future earnings potential. The plan was to focus on the Company's
          strengths, which include providing billing, collections and
          complementary business management services to physician practices in
          addition to the provision of development and management services to
          ambulatory surgery centers. As part of this strategic plan, the
          Company announced that it would begin to divest certain non-strategic
          assets. In addition, the Company announced it would cease investment
          in business lines that do not complement the Company's strategic plan
          and will redirect financial resources and company personnel to areas
          that management believes enhances long-term growth potential. In the
          third quarter of 2005, the Company successfully completed the
          aforementioned consolidation of corporate functions into its Roswell,
          Georgia facility. Consistent with its strategic plan, the Company also
          completed a series of transactions involving the divestiture of
          non-strategic assets in 2005. As a result of the sales of Orion's
          interests in Memorial Village and San Jacinto, Orion no longer has an
          ownership interest in any ambulatory surgery centers.

Section 7 Regulation FD

Item 7.01 Regulation FD Disclosure

          On March 2, 2006, the Company issued a press release announcing that
          it had completed the sale of its equity interests in two ambulatory
          surgery centers in Houston, Texas. The press release is attached as
          Exhibit 99.1 to this current report.

Section 9 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

(c) Exhibits - The following exhibits are furnished as part of this current
report:

Exhibit   Description
-------   -----------
2.1       Asset Purchase Agreement, dated as of March 1, 2006, by and between
          San Jacinto Methodist Hospital and San Jacinto Surgery Center, Ltd.*

99.1      Copy of press release issued by the Company on March 2, 2006
_______________
* Pursuant to Item 601(b)(2) of Regulation S-B, certain exhibits and schedules
have been omitted from this filing. The Company agrees to furnish to the
Securities and Exchange Commission on a supplemental basis a copy of any omitted
exhibit or schedule.




                                   SIGNATURES
                                   ----------

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


                                                     ORION HEALTHCORP, INC.


                                                     By: /s/ Stephen H. Murdock
                                                         ----------------------
                                                         Stephen H. Murdock
                                                         Chief Financial Officer


Date: March 6, 2006




                                  EXHIBIT INDEX

Exhibit
Number    Description of Exhibits
------    -----------------------

2.1       Asset Purchase Agreement, dated as of March 1, 2006, by and between
          San Jacinto Methodist Hospital and San Jacinto Surgery Center, Ltd.*

99.1      Copy of press release issued by the Company on March 2, 2006
_______________
* Pursuant to Item 601(b)(2) of Regulation S-B, certain exhibits and schedules
have been omitted from this filing. The Company agrees to furnish to the
Securities and Exchange Commission on a supplemental basis a copy of any omitted
exhibit or schedule.