UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


Washington, DC 20549





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FORM 10-Q/A


Amendment No. 1


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þ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


For the Quarterly Period Ended June 30, 2013


Or


o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


For the Transition Period From _________ to _________








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CROSS COUNTRY HEALTHCARE, INC.


(Exact name of registrant as specified in its charter)


——————— Delaware0-3316913-4066229(State or other jurisdiction ofIncorporation or organization)Commissionfile number(I.R.S. EmployerIdentification Number)


6551 Park of Commerce Blvd, N.W.


Boca Raton, Florida 33487


(Address of principal executive offices)(Zip Code)


(561) 998-2232


(Registrant’s telephone number, including area code)


Not Applicable


(Former name, former address and former fiscal year, if changed since last report)


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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No o


Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). þ Yes o No


Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act:


Large accelerated filer  ̈ Accelerated filer þ


Non-accelerated filer  ̈ (Do not check if a smaller reporting company) Smaller Reporting Company  ̈


Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  ̈ No þ


The registrant had outstanding 31,084,972 shares of Common Stock, par value $0.0001 per share, as of July 31, 2013 .








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AMENDMENT NO. 1 TO THE QUARTERLY REPORT ON FORM 10-Q


FOR THE QUARTER ENDED JUNE 30, 2013








EXPLANATORY NOTE








The purpose of this Amendment No. 1 to our Quarterly Report on Form 10-Q for the period ended June 30, 2013 as filed with the Securities and Exchange Commission on August 7, 2013 is to correct the Certifications of the President and Chief Executive Officer and Chief Financial Officer (Exhibits 31.1 and 31.2) and to revise the Exhibit Index. No other changes have been made to the Form 10-Q, as originally filed.





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|------- | --------
|ITEM 6. | EXHIBITS




See Exhibit Index immediately following signature page.








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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.








CROSS COUNTRY HEALTHCARE, INC.Date: August 20, 2013By:/s/ Emil HenselEmil HenselChief Financial Officer and Director(Principal Financial Officer and PrincipalAccounting Officer)





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EXHIBIT INDEX








No.Description**10.1Lease Agreement, dated July 18, 2013, between Peachtree II and III, a Georgia limited liability company, and MDA Holdings, Inc.*31.1Certification pursuant to Rule 13a-14(a) and Rule 15d-14 (a) by William J. Grubbs, Chief Executive Officer, as corrected*31.2Certification pursuant to Rule 13a-14(a) and Rule 15d-14 (a) by Emil Hensel, Chief Financial Officer, as corrected**32.1Certification pursuant to 18 U.S.C. Section 1350 by William J. Grubbs, Chief Executive Officer**32.2Certification pursuant to 18 U.S.C. Section 1350 by Emil Hensel, Chief Financial Officer**101.INSXBRL Instance Document**101.SCHXBRL Taxonomy Extension Schema Document**101.DEFXBRL Taxonomy Extension Definition Linkbase Document**101.LABXBRL Taxonomy Extension Label Linkbase Document**101.CALXBRL Taxonomy Extension Calculation Linkbase Document**101.PREXBRL Taxonomy Extension Presentation Linkbase Document*Filed herewith**Previously Filed with original filing