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: ~~April~~July 2921, 2005

(Date of earliest event reported)

Specialty Laboratories, Inc. ~~(Exact name of registrant as specified in its charter)~~

California	001-16217	95-2961036
(State or Other Jurisdiction	(Commission File Number)	(IRS Employer
of Incorporation)		Identification No.)

(Exact name of registrant as specified in its charter)

27027 Tourney Road, Valencia, California	91355
California	001-16217	95-2961036
(Address of Principal Executive Offices)	(Zip Code)
(State or Other Jurisdiction	(Commission File Number)	(IRS Employer
of Incorporation)		Identification No.)
27027 Tourney Road, Valencia, California		91355
(Address of Principal Executive Offices)		(Zip Code)

(661) 799-6543
(Registrant’s telephone number, including area code)

Check the appropriate box 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):

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

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

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

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

Item 1.01 Entry into a Material Definitive Agreement

On ~~May~~July 321, 2005 Specialty Laboratories, Inc. (the “Company”) entered into an employment agreement (“Employment Agreement”) with ~~Victoria~~David ~~DiFrancesco~~C. Weavil to serve as the Company’s ~~Senior~~Chief ~~Vice-President~~Executive Officer, ~~Sales~~ ~~and Marketing~~ effective ~~on or before June~~ July 122, 2005. Under the terms of the Employment Agreement, MsMr. ~~DiFrancesco~~ Weavil will receive a base salary of $~~235~~400,000, payable bi-weekly. In addition, MsMr. ~~DiFrancesco~~ Weavil is eligible for an annual incentive bonus, at the discretion of the Company’s Board of Directors, of up to 7560% of ~~her~~his base salary, based on the Company’s financial performance and MsMr. ~~DiFrancesco~~Weavil’s achievement of management targets and goals to be set by the Board. ~~Under the Employment~~In ~~Agreement~~addition, MsMr. ~~DiFrancesco~~Weavil ishas ~~also~~been ~~guaranteed~~granted aan ~~bonus~~option ofto ~~$58,750~~purchase ~~for fiscal year 2005. In addition~~425,000 ~~upon~~shares ~~formal~~of ~~approval by~~ the Company’s ~~Board~~common stock, with a grant date of ~~Directors~~July 22, ~~Ms. DiFrancesco~~2005 ~~will~~and beexercise ~~granted~~price anof ~~option~~$8.67. In tothe ~~purchase~~event that ~~160,000~~Mr. Weavil’s ~~shares~~employment ofwith the Company’s ~~common~~is ~~stock,~~terminated without valid ~~with~~cause, ahe ~~grant~~will ~~date~~be ~~and~~paid ~~exercise~~severance ~~price~~equal to beone ~~determined~~(1) year byof ~~the~~his ~~Board~~base salary.

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

On ~~April~~July 2922, 2005, ~~Kevin~~David RC. ~~Sayer~~Weavil ~~informed~~was appointed as the Company’s Chief Executive Officer. ~~that~~Mr. Weavil, heage ~~would~~54, ~~resign~~has approximately thirty (30) years of experience in the laboratory industry. From 1982 to 1995, Mr. Weavil served in a variety of capacities at Roche Biomedical Laboratories (“RBL”), including as chief financial officer, ~~effective~~and ~~May 16~~later as senior vice president and chief operating officer, ~~2005~~overseeing the merger of RBL and National Health Laboratories to form Laboratory Corporation of America Holdings (“LabCorp”) in 1995. From 1995 to 1997, Mr. ~~Sayer~~Weavil served ~~stated~~as ~~that~~executive ~~his~~vice ~~resignation was~~president ~~based~~and onchief ~~his~~operating ~~desire~~officer of LabCorp. In 1997 he left LabCorp to ~~pursue~~serve ~~other~~as ~~business~~Chairman and ~~endeavors. To~~Chief ~~the~~Executive ~~knowledge~~Officer of ~~the~~Unilab ~~Company’s~~Corporation, ~~Board~~successfully ofleading the ~~Directors~~turnaround and ~~executive~~going-private ~~officers~~transaction of that organization. Since 1999, Mr. ~~Sayer’s~~Weavil ~~departure~~has ~~was~~served ~~not~~as ~~due~~a consultant to ~~any~~the healthcare industry, advising companies on strategy and ~~disagreement~~growth ~~with~~opportunities. Mr. Weavil earned his Bachelor of Science in Business Administration from the ~~Company’s~~University of ~~operations~~North Carolina in Chapel Hill, ~~policies~~and orhe ~~practices~~is a Certified Public Accountant.

On May 3, 2005, Kevin Johnson, currently the Company’s controller, was appointed as Vice-President of Finance, and upon Mr. Sayer’s departure, Mr. Johnson will oversee the Company’s financial and accounting functions.

Mr. Johnson, age 34, is a certified public accountant and has served as the Company’s controller since May 2004. Prior to his current position with the Company, Mr. Johnson served as the director of finance at Medtronic MiniMed from 2001 through 2003, and as assistant controller and controller from 1996 through 2001. He also served as a Senior Audit Accountant at Deloitte & Touche from 1993-1995. Mr. Johnson obtained his B.A. degree in business economics from the University of California, Santa Barbara in 1992.

The Company has an agreement in place with Mr. Johnson, dated July 23, 2004, pursuant to which the Company has agreed to pay Mr. Johnson an amount equivalent to six months of his base salary in the event that he is terminated by the Company without cause. In addition, on February 21, 2005 the Company entered into an incentive-retention agreement with Mr. Johnson, under which if he is still employed by the Company on February 20, 2006, the Company will pay him a $65,000 incentive bonus in a lump sum. In the event Mr. Johnson resigns, or is terminated for cause, prior to February 20, 2006, he will not be entitled to receive the incentive bonus. If he is involuntarily terminated other than for cause prior to February 20, 2006, he will not receive the incentive bonus, but instead he will receive the severance protection payments under his July 23, 2004 agreement with the Company.

On May 3, 2005, the Company notified Mark R. Willig, the Company’s Senior Vice-President, Sales & Marketing that his employment with the Company was being terminated effective May 3, 2005. Mr. Willig’s termination was without cause, and pursuant to Section 7 of his employment agreement with the Company, Mr. Willig will receive approximately $211,639, representing the equivalent of nine months of his base salary and an amount equivalent to nine months of payments for health care insurance continuation under COBRA.

Also on May 3, 2005, the Company appointed Victoria DiFrancesco, age 49, as the Company’s new Senior Vice-President, Sales and Marketing, effective on or before June 1, 2005. Ms. DiFrancesco previously served as Vice President, Hospital Sales and Marketing of Quest Diagnostics from 2002 through 2003, and various sales

positions, including Executive Vice-President of Sales, at American Medical Laboratories, Inc. from 1997-2002.

Item 7.01 Regulation FD Disclosure

On ~~May~~July 325, 2005, the Company issued a press release announcing the ~~resignation~~appointment of ~~Mr. Sayer as~~David ~~chief financial officer of the Company, the termination of Mr~~C. ~~Willig~~ asWeavil ~~Senior Vice-President, Sales & Marketing, and the appointment of Victoria DiFrancesco~~ as the Company’s new ~~Senior~~Chief ~~Vice-President,~~Executive ~~Sales & Marketing~~Officer. The press release is attached as Exhibit 99.1 to this report.

Limitation on Incorporation by Reference: In accordance with General Instruction B.2 of Form 8-K, the information in this report is furnished under Item 7.01 and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liability of that section.

Item 9.01 Financial Statements and Exhibits

(c)	Exhibit.		The following document is filed as an exhibit to this report.

	99.1	Press Release dated July 25, 2005.

~~99.1 Press Release dated May 3, 2005.~~2

SIGNATURE

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.

Dated: ~~May~~July 325, 2005

		SPECIALTY LABORATORIES, INC.


		By:	/s/ Nicholas R. Simmons
			Nicholas R. Simmons
			Senior Vice-President & General Counsel

EXHIBIT INDEX

The following document is filed as an exhibit to this report:

Exhibits 99.1 Press Release dated July 25, 2005

~~99.1 Press Release dated May 3, 2005~~4

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