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 4, 2004 U.S. PHYSICAL THERAPY, INC. (Exact name of registrant as specified in its charter) Nevada 76-0364866 ------------------------------- -------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1300 West Sam Houston Parkway South, Suite 300 Houston, Texas 77042 -------------------------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (713) 297-7000 Item 7. Financial Statements and Exhibits. (c) Exhibits Exhibits Description of Exhibits 99.1 Registrant's press release dated March 4, 2004 announcing financial results for the fourth quarter and year-ended December 31, 2003.* * Furnished herewith. Item 12. Results of Operations and Financial Condition. On March 4, 2004, U.S. Physical Therapy, Inc. reported its results for the fourth quarter and year-ended December 31, 2003. The earnings release is attached hereto as Exhibit 99.1. In accordance with General Instruction B.6 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. U.S. PHYSICAL THERAPY, INC. Dated: March 4, 2004 By: /s/ Lawrence W. McAfee --------------------------- Name: Lawrence W. McAfee Title: Chief Financial Officer EXHIBIT DESCRIPTION OF EXHIBIT ------- ---------------------- 99.1 Registrant's press release dated March 4, 2004 announcing financial results for the fourth quarter and year-ended December 31, 2003.* * Furnished herewith.