##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
 Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
 For the Quarterly Period Ended June 30, 2007
 Commission File Number 000-22217
 AMSURG CORP.
 (Exact Name of Registrant as Specified in its Charter)
 Tennessee(State or other jurisdiction of 
incorporation or organization)
    
    62-1493316(I.R.S. Employer
Identification No.)20 Burton Hills Boulevard 
Nashville, TN(Address of principal executive offices)
    
    37215(Zip code)
 (615) 665-1283  (Registrants Telephone Number, Including Area Code)
  þ o
  þ o o
  o þ




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##### 



Table of Contents to Form 10-Q for the Six Months Ended June 30, 2007
  Part IItem 1.
    
    Financial Statements
    
    
    1Item 2.
    
    Managements Discussion and Analysis of Financial
Condition and Results of Operations
    
    
    10Item 3.
    
    Quantitative and Qualitative Disclosures About Market Risk
    
    
    16Item 4.
    
    Controls and Procedures
    
    
    17Item 4T.
    
    Controls and Procedures
    
    
    17Part IIItem 1.
    
    Legal Proceedings
    
    
    17Item 1A.
    
    Risk Factors
    
    
    17Item 2.
    
    Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    17Item 3.
    
    Defaults Upon Senior Securities
    
    
    17Item 4.
    
    Submission of Matters to a Vote of Security Holders
    
    
    17Item 5.
    
    Other Information
    
    
    18Item 6.
    
    Exhibits
    
    
    18Signature
    
    
    19Exhibit 11Exhibit 31.1Exhibit 31.2Exhibit 32.1
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##### Table of Contents



Part I
 
 Item 1. Financial Statements
 AmSurg Corp.
Consolidated Balance Sheets
June 30, 2007 (unaudited) and December 31, 2006
(Dollars in thousands)
 June 30,
    
    December 31,2007
    
    2006AssetsCurrent assets:Cash and cash equivalents
    
    $
    18,430
    
    
    $
    20,083Accounts receivable, net of allowance of $6,997 and $6,628, respectively
    
    
    57,812
    
    
    
    51,546Supplies inventory
    
    
    6,130
    
    
    
    6,183Deferred income taxes
    
    
    1,560
    
    
    
    915Prepaid and other current assets
    
    
    16,401
    
    
    
    15,276Total current assets
    
    
    100,333
    
    
    
    94,003Long-term receivables and other assets
    
    
    3,622
    
    
    
    4,091Property and equipment, net
    
    
    91,517
    
    
    
    89,175Intangible assets, net
    
    
    454,049
    
    
    
    402,763Total assets
    
    $
    649,521
    
    
    $
    590,032Liabilities and Shareholders EquityCurrent liabilities:Current portion of long-term debt
    
    $
    4,099
    
    
    $
    3,367Accounts payable
    
    
    8,422
    
    
    
    11,098Accrued salaries and benefits
    
    
    11,443
    
    
    
    11,534Other accrued liabilities
    
    
    2,037
    
    
    
    1,413Total current liabilities
    
    
    26,001
    
    
    
    27,412Long-term debt
    
    
    135,233
    
    
    
    123,948Deferred income taxes
    
    
    39,081
    
    
    
    39,350Other long-term liabilities
    
    
    15,930
    
    
    
    3,873Minority interest
    
    
    56,131
    
    
    
    52,341Preferred stock, no par value, 5,000,000 shares authorized, no shares issued
or outstanding
    
    
    
    
    
    
    Shareholders equity:Common stock, no par value, 70,000,000 shares authorized, 30,575,111
and 29,933,932 shares outstanding, respectively
    
    
    157,487
    
    
    
    143,077Accumulated other comprehensive income, net of income taxes
    
    
    (72
    )
    
    
    (470
    )Retained earnings, net of ($634) cumulative adjustment to beginning
retained earnings on January 1, 2007 for change in accounting for
uncertainty in income taxes
    
    
    219,730
    
    
    
    200,501Total shareholders equity
    
    
    377,145
    
    
    
    343,108Total liabilities and shareholders equity
    
    $
    649,521
    
    
    $
    590,032
  1




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##### Table of Contents



Item 1. Financial Statements  (continued)
 AmSurg Corp.
Consolidated Statements of Earnings (unaudited)
Three Months and Six Months Ended June 30, 2007 and 2006
(In thousands, except earnings per share
 Three Months Ended
    
    Six Months EndedJune 30,
    
    June 30,2007
    
    2006
    
    2007
    
    2006Revenues
    
    $
    131,726
    
    
    $
    118,518
    
    
    $
    258,921
    
    
    $
    230,742Operating expenses:Salaries and benefits
    
    
    38,098
    
    
    
    34,311
    
    
    
    76,431
    
    
    
    68,741Supply cost
    
    
    15,105
    
    
    
    14,148
    
    
    
    29,633
    
    
    
    26,831Other operating expenses
    
    
    27,968
    
    
    
    22,734
    
    
    
    52,816
    
    
    
    44,138Depreciation and amortization
    
    
    4,743
    
    
    
    4,287
    
    
    
    9,437
    
    
    
    8,419Total operating expenses
    
    
    85,914
    
    
    
    75,480
    
    
    
    168,317
    
    
    
    148,129Operating income
    
    
    45,812
    
    
    
    43,038
    
    
    
    90,604
    
    
    
    82,613Minority interest
    
    
    25,998
    
    
    
    24,505
    
    
    
    51,331
    
    
    
    48,134Interest expense, net of interest income
    
    
    2,197
    
    
    
    2,046
    
    
    
    4,684
    
    
    
    3,745Earnings from continuing operations
before income taxes
    
    
    17,617
    
    
    
    16,487
    
    
    
    34,589
    
    
    
    30,734Income tax expense
    
    
    6,604
    
    
    
    6,463
    
    
    
    13,347
    
    
    
    12,048Net earnings from continuing operations
    
    
    11,013
    
    
    
    10,024
    
    
    
    21,242
    
    
    
    18,686Discontinued operations:Earnings from operations of discontinued
interests in surgery centers, net of income tax
expense
    
    
    32
    
    
    
    80
    
    
    
    80
    
    
    
    143Gain on disposal of discontinued interest in
surgery center, net of income tax expense
    
    
    147
    
    
    
    
    
    
    
    147
    
    
    
    Net earnings from discontinued operations
    
    
    179
    
    
    
    80
    
    
    
    227
    
    
    
    143Net earnings
    
    $
    11,192
    
    
    $
    10,104
    
    
    $
    21,469
    
    
    $
    18,829Basic earnings per common share:Net earnings from continuing operations
    
    $
    0.36
    
    
    $
    0.34
    
    
    $
    0.70
    
    
    $
    0.63Net earnings
    
    $
    0.37
    
    
    $
    0.34
    
    
    $
    0.71
    
    
    $
    0.63Diluted earnings per common share:Net earnings from continuing operations
    
    $
    0.35
    
    
    $
    0.33
    
    
    $
    0.69
    
    
    $
    0.62Net earnings
    
    $
    0.36
    
    
    $
    0.33
    
    
    $
    0.70
    
    
    $
    0.62Weighted average number of shares and share
equivalents outstanding:Basic
    
    
    30,541
    
    
    
    29,794
    
    
    
    30,294
    
    
    
    29,744Diluted
    
    
    31,085
    
    
    
    30,472
    
    
    
    30,795
    
    
    
    30,345
  2




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##### Table of Contents



Item 1. Financial Statements  (continued)
 AmSurg Corp.
Consolidated Statements of Cash Flows (unaudited)
Six Months Ended June 30, 2007 and 2006
(In thousands
 Six Months EndedJune 30,2007
    
    2006Cash flows from operating activities:Net earnings
    
    $
    21,469
    
    
    $
    18,829Adjustments to reconcile net earnings to net cash flows provided by
operating activities:Minority interest
    
    
    51,331
    
    
    
    48,134Distributions to minority partners
    
    
    (49,352
    )
    
    
    (45,673
    )Share-based compensation
    
    
    2,272
    
    
    
    4,041Depreciation and amortization
    
    
    9,327
    
    
    
    8,419Deferred income taxes
    
    
    3,410
    
    
    
    2,301Excess tax benefit from share-based compensation
    
    
    (1,924
    )
    
    
    (934
    )Net loss on sale and impairment of long-lived assets
    
    
    1,066
    
    
    
    Increase (decrease) in cash and cash equivalents, net of effects of
acquisitions and dispositions, due to changes in:Accounts receivable, net
    
    
    (4,193
    )
    
    
    (3,244
    )Supplies inventory
    
    
    208
    
    
    
    (231
    )Prepaid and other current assets
    
    
    627
    
    
    
    422Accounts payable
    
    
    (2,381
    )
    
    
    (1,567
    )Accrued expenses and other liabilities
    
    
    1,596
    
    
    
    3,430Other, net
    
    
    12
    
    
    
    (15
    )Net cash flows provided by operating activities
    
    
    33,468
    
    
    
    33,912Cash flows from investing activities:Acquisition of interests in surgery centers
    
    
    (48,867
    )
    
    
    (25,670
    )Acquisition of property and equipment
    
    
    (10,202
    )
    
    
    (10,156
    )Proceeds from sale of surgery center
    
    
    1,659
    
    
    
    Decrease in long-term receivables
    
    
    1,071
    
    
    
    1,094Net cash flows used in investing activities
    
    
    (56,339
    )
    
    
    (34,732
    )Cash flows from financing activities:Proceeds from long-term borrowings
    
    
    55,269
    
    
    
    58,011Repayment on long-term borrowings
    
    
    (44,609
    )
    
    
    (62,757
    )Proceeds from issuance of common stock upon exercise of stock options
    
    
    8,608
    
    
    
    1,701Proceeds from capital contributions by minority partners
    
    
    32
    
    
    
    114Excess tax benefit from share-based compensation
    
    
    1,924
    
    
    
    934Financing cost incurred
    
    
    (6
    )
    
    
    (1
    )Net cash flows provided by (used in) financing activities
    
    
    21,218
    
    
    
    (1,998
    )Net decrease in cash and cash equivalents
    
    
    (1,653
    )
    
    
    (2,818
    )Cash and cash equivalents, beginning of period
    
    
    20,083
    
    
    
    20,496Cash and cash equivalents, end of period
    
    $
    18,430
    
    
    $
    17,678
  3




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##### Table of Contents



Item 1. Financial Statements  (continued)
 AmSurg Corp.
Notes to the Unaudited Consolidated Financial Statements
 (1) Basis of Presentation
       (2) Use of Estimates
  4




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##### Table of Contents



Item 1. Financial Statements  (continued)
 AmSurg Corp.
Notes to the Unaudited Consolidated Financial Statements 
(continued)
  (3) Revenue Recognition
  .
 (4) Share-Based Compensation
  WeightedAverageWeighted
    
    RemainingNumber
    
    Average
    
    Contractualof
    
    Exercise
    
    TermShares
    
    Price
    
    (in years)Outstanding at December 31, 2006
    
    
    4,589,532
    
    
    $
    20.46
    
    
    
    7.1Options granted
    
    
    360,293
    
    
    
    22.81Options exercised with aggregate intrinsic value of $2,744,000
    
    
    (562,841
    )
    
    
    15.29Options terminated
    
    
    (46,775
    )
    
    
    23.79Outstanding at June 30, 2007 with aggregate intrinsic value
of $14,011,000
    
    
    4,340,209
    
    
    $
    21.29
    
    
    
    7.0Exercisable at June 30, 2007 with aggregate intrinsic value
of $11,629,000
    
    
    2,654,136
    
    
    $
    20.09
    
    
    
    6.1
  5




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##### Table of Contents



Item 1. Financial Statements  (continued)
 AmSurg Corp.
Notes to the Unaudited Consolidated Financial Statements 
(continued)
  Share-Based Payment (Revised 2004).
  Three Months Ended
    
    Six Months EndedJune 30,
    
    June 30,2007
    
    2006
    
    2007
    
    2006Applied assumptions:Weighted average fair value of
options at the date of grant
    
    
    
    
    
    $
    8.11
    
    
    $
    8.61
    
    
    $
    7.65Dividends
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Expected term/life of options in years
    
    
    
    
    
    
    4.1
    
    
    
    4.8
    
    
    
    4.1Forfeiture rate
    
    
    
    
    
    
    13.5
    %
    
    
    0.1
    %
    
    
    11.1
    %Average risk-free interest rate
    
    
    
    
    
    
    5.0
    %
    
    
    4.8
    %
    
    
    4.6
    %Volatility rate
    
    
    
    
    
    
    37.3
    %
    
    
    34.4
    %
    
    
    37.8
    %
  (5) Acquisitions and Dispositions
   6




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##### Table of Contents



Item 1. Financial Statements  (continued)
 AmSurg Corp.
Notes to the Unaudited Consolidated Financial Statements 
(continued)
   Three Months Ended
    
    Six Months EndedJune 30,
    
    June 30,2007
    
    2006
    
    2007
    
    2006Revenues
    
    $
    315
    
    
    $
    1,436
    
    
    $
    734
    
    
    $
    2,846Earnings before income
taxes
    
    
    53
    
    
    
    132
    
    
    
    132
    
    
    
    235Net earnings
    
    
    32
    
    
    
    80
    
    
    
    80
    
    
    
    143
 (6) Intangible Assets
  June 30, 2007
    
    December 31, 2006Gross
    
    
    
    
    
    
    
    
    
    GrossCarrying
    
    Accumulated
    
    
    
    
    
    Carrying
    
    AccumulatedAmount
    
    Amortization
    
    Net
    
    Amount
    
    Amortization
    
    NetDeferred financing cost
    
    $
    2,509
    
    
    $
    1,613
    
    
    $
    896
    
    
    $
    2,503
    
    
    $
    1,503
    
    
    $
    1,000Agreements not to compete
    
    
    1,000
    
    
    
    1,000
    
    
    
    
    
    
    
    1,000
    
    
    
    1,000
    
    
    
    Total amortizable
intangible assets
    
    $
    3,509
    
    
    $
    2,613
    
    
    $
    896
    
    
    $
    3,503
    
    
    $
    2,503
    
    
    $
    1,000
   Three Months Ended
    
    Six Months EndedJune 30,
    
    June 30,2007
    
    2006
    
    2007
    
    2006Balance, beginning of period
    
    $
    438,756
    
    
    $
    371,381
    
    
    $
    397,147
    
    
    $
    347,424Goodwill acquired (adjusted) during
period
    
    
    10,315
    
    
    
    (19
    )
    
    
    51,924
    
    
    
    23,938Goodwill disposed during period
    
    
    (1,051
    )
    
    
    
    
    
    
    (1,051
    )
    
    
    Balance, end of period
    
    $
    448,020
    
    
    $
    371,362
    
    
    $
    448,020
    
    
    $
    371,362
  7




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##### Table of Contents



Item 1. Financial Statements  (continued)
 AmSurg Corp.
Notes to the Unaudited Consolidated Financial Statements  (continued)
 (7) Long-term Debt
  Accounting for Derivative
Investments and Hedging Activities,
 (8) Impairment of Long-lived Assets
  (9) Income Taxes
 Accounting for Uncertainty in Income Taxes  an interpretation of SFAS No. 109, Accounting for Income Taxes.
 8




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##### Table of Contents



Item 1. Financial Statements  (continued)
 AmSurg Corp.
Notes to the Unaudited Consolidated Financial Statements  (continued)
  (10) Commitments and Contingencies
    (11) Recent Accounting Pronouncements
 Fair Value Measurements
 The Fair Value Option for Financial Assets and
Financial Liabilities.
 (12) Subsequent Events
  9




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Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
 Forward-Looking Statements
   
    
    changes in the reimbursement system for outpatient surgical procedures under the
Medicare program;
    
    the risk that payments from third-party payors, including government healthcare
programs, may decrease or not increase as our costs increase;
    
    our ability to maintain favorable relations with our physician partners;
    
    our ability to acquire and develop additional surgery centers on favorable terms;
    
    our ability to grow revenues at our existing centers;
    
    our ability to manage the growth in our business;
    
    our ability to obtain sufficient capital resources to complete acquisitions and develop
new surgery centers;
    
    our ability to compete for physician partners, managed care contracts, patients and
strategic relationships;
    
    risks associated with weather and other factors that may affect our surgery centers located in Florida;
    
    our failure to comply with applicable laws and regulations;
    
    the risk of changes in legislation, regulations or regulatory interpretations that may negatively affect us;
    
    the risk of becoming subject to federal and state investigation;
    
    the risk of regulatory changes that may obligate us to buy out interests of physicians
who are minority owners of our surgery centers;
    
    risks associated with our status as a general partner of limited partnerships;
    
    our legal responsibility to minority owners of our surgery centers, which may conflict
with our interests and prevent us from acting solely in our best interests;
    
    risks associated with the write-off of the impaired portion of intangible assets; and
    
    risks associated with the tax deductibility of goodwill.
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Item 2.
Managements Discussion and Analysis of Financial Condition and Results of Operations  (continued)
 Overview
  Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2007
    
    
    2006
    
    
    2007
    
    
    2006Centers in operation, beginning of the
period
    
    
    163
    
    
    
    153
    
    
    
    156
    
    
    
    149New center acquisitions placed in operation.
    
    
    2
    
    
    
    
    
    
    
    9
    
    
    
    3New development centers placed in operation.
    
    
    1
    
    
    
    
    
    
    
    1
    
    
    
    1Centers sold
    
    
    (1
    )
    
    
    
    
    
    
    (1
    )
    
    
    Centers in operation, end of the period
    
    
    165
    
    
    
    153
    
    
    
    165
    
    
    
    153Centers under development, end of period
    
    
    4
    
    
    
    4
    
    
    
    4
    
    
    
    4Development centers awaiting regulatory
approval, end of period
    
    
    
    
    
    
    3
    
    
    
    
    
    
    
    3Average number of continuing centers in
operation, during period
    
    
    163
    
    
    
    153
    
    
    
    163
    
    
    
    153Centers under letter of intent, end of
period
    
    
    8
    
    
    
    2
    
    
    
    8
    
    
    
    2
   Sources of Revenues
   11




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Item 2.
Managements Discussion and Analysis of Financial Condition and Results of Operations  (continued)
   
    
    CMSs estimate that the revised ASC rates would be 65% of the corresponding rates of the
hospital outpatient prospective payment system;
    
    a scheduled phase in of the revised rates over four years, beginning January 1, 2008;
    
    an annual increase in the ASC rates beginning in 2010 based on the consumer price index; and
    
    an expansion of the list of procedures that can be performed in an ASC.
  Critical Accounting Policies
  Results of Operations
    12




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Item 2.
Managements Discussion and Analysis of Financial Condition and Results of Operations  (continued)
     Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2007
    
    
    2006
    
    
    2007
    
    
    2006Revenues
    
    
    100.0
    %
    
    
    100.0
    %
    
    
    100.0
    %
    
    
    100.0
    %Operating expenses:Salaries and benefits
    
    
    28.9
    
    
    
    29.0
    
    
    
    29.5
    
    
    
    29.8Supply cost
    
    
    11.5
    
    
    
    11.9
    
    
    
    11.5
    
    
    
    11.6Other operating expenses
    
    
    21.2
    
    
    
    19.2
    
    
    
    20.4
    
    
    
    19.1Depreciation and amortization
    
    
    3.6
    
    
    
    3.6
    
    
    
    3.6
    
    
    
    3.7Total operating expenses
    
    
    65.2
    
    
    
    63.7
    
    
    
    65.0
    
    
    
    64.2Operating income
    
    
    34.8
    
    
    
    36.3
    
    
    
    35.0
    
    
    
    35.8Minority interest
    
    
    19.7
    
    
    
    20.7
    
    
    
    19.8
    
    
    
    20.9Interest expense, net of interest income
    
    
    1.7
    
    
    
    1.7
    
    
    
    1.8
    
    
    
    1.6Earnings from continuing operations
before income taxes
    
    
    13.4
    
    
    
    13.9
    
    
    
    13.4
    
    
    
    13.3Income tax expense
    
    
    5.0
    
    
    
    5.4
    
    
    
    5.2
    
    
    
    5.2Net earnings from continuing operations
    
    
    8.4
    
    
    
    8.5
    
    
    
    8.2
    
    
    
    8.1Net earnings from discontinued operations
    
    
    0.1
    
    
    
    
    
    
    
    0.1
    
    
    
    0.1Net earnings
    
    
    8.5
    %
    
    
    8.5
    %
    
    
    8.3
    %
    
    
    8.2
    %
  
    
    nine centers acquired in the six months ended June 30, 2007, which generated $6.2
million and $11.6 million in revenues during the three and six months ended June 30, 2007,
respectively;
    
    nine centers acquired or opened in the last two quarters of 2006, which contributed $4.5
million and $12.1 million of additional revenues due to having a full period of operations
in the three and six months ended June 30, 2007; and
    
    $2.3 million and $4.2 million of revenue growth for the three and six months ended June
30, 2007, respectively, recognized by our 2007 same-center group, reflecting a 3% increase
in both periods presented, primarily as a result of procedure growth.
  13




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Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations  (continued)
     
    
    an increase of $3.1 million and $4.0 million in other operating expenses from our 2007
same-center group in the three and six months ended June 30, 2007, respectively, resulting
primarily from additional procedure volume and general inflationary cost increases, as well
as a $1.3 million impairment charge and property loss incurred at a center that will be
relocating its facility during 2008;
    
    nine centers acquired during the three and six months ended June 30, 2007, respectively,
which resulted in an increase of $1.0 million and $1.9 million, respectively, in other
operating expenses; and
    
    nine centers acquired or opened during the last two quarters of 2006, which resulted in
an increase of $600,000 and $1.7 million in other operating expenses due to having a full
period of operations in the three and six months ended June 30, 2007, respectively.
     14




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##### Table of Contents



Item 2.
 Managements Discussion and Analysis of Financial Condition and Results of Operations  (continued)
  Accounting for Uncertainty in Income Taxes  an
interpretation of SFAS No. 109,
  Liquidity and Capital Resources
    
    
    $48.9 million for acquisitions of interests in practice-based ASCs;
    
    $7.8 million for new or replacement property at existing surgery centers, including
$460,000 in new capital leases; and
    
    $1.9 million for surgery centers under development.
  15




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##### Table of Contents



Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations  (continued)
    Recent Accounting Pronouncements
 Accounting for
Income Taxes.
 Fair Value Measurements
 The Fair Value Option for Financial Assets and
Financial Liabilities.
 
 Item 3. Quantitative and Qualitative Disclosures About Market Risk
  16




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##### Table of Contents



Item 4. Controls and Procedures
 Evaluation of Disclosure Controls and Procedures
  Changes in Internal Control Over Financial Reporting
  
 Item 4T Controls and Procedures.
  
 Part II
 
 Item 1 Legal Proceedings.
  
 Item 1A Risk Factors.
  
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
  
 Item 3. Defaults Upon Senior Securities.
  
 Item 4. Submission of Matters to a Vote of Security Holders.
  Term
    
    Votes
    
    VotesExpires
    
    For
    
    WithheldJames A. Deal, Class I Director
    
    
    2010
    
    
    
    26,847,137
    
    
    
    1,563,302Steven I. Geringer, Class I
Director
    
    
    2010
    
    
    
    27,039,666
    
    
    
    1,370,773Claire M. Gulmi, Class I Director
    
    
    2010
    
    
    
    24,144,034
    
    
    
    4,266,405
  TermExpiresHenry D. Herr, Class II Director
    
    
    2008Kevin P. Lavender, Class II Director
    
    
    2008Ken P. McDonald, Class II Director
    
    
    2008Thomas G. Cigarran, Class III Director
    
    
    2009Debora A. Guthrie, Class III Director
    
    
    2009Bergein F. Overholt, M.D., Class III
Director
    
    
    2009
 17




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##### Table of Contents



Item 4. Submission of Matters to a Vote of Security Holders  (continued)
  Votes
    
    Votes
    
    Votes
    
    VotesFor
    
    Against
    
    Withheld
    
    AbstainedApproval of certain
amendments to the
AmSurg Corp. 2006
Stock Incentive
Plan
    
    
    23,436,258
    
    
    
    3,554,762
    
    
    
    1,407,124
    
    
    
    12,295Ratification of the
appointment of
Deloitte & Touche LLP
as our independent
registered public
accounting firm for
fiscal 2007
    
    
    28,047,043
    
    
    
    358,480
    
    
    
    
    
    
    
    4,916
 
 Item 5. Other Information.
  
 Item 6. Exhibits.
  11
    
    Earnings Per Share31.1
    
    Certification of President and Chief Executive Officer pursuant to Rule 13a-14(a)31.2
    
    Certification of Executive Vice President and Chief Financial Officer pursuant to
Rule 13a-14(a)32.1
    
    Section 1350 Certification
 18




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##### Table of Contents



Signature
  AMSURG CORP.Date: August 6, 2007
    By:
    /s/ Claire M. GulmiClaire M. GulmiExecutive Vice President and
Chief Financial Officer
(Principal Financial, Accounting and
Duly Authorized Officer) 19