Edgar Filing: Brogdon Christopher F

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Brogdon Christopher F

2. Issuer Name and Ticker or Trading Symbol
ADCARE HEALTH SYSTEMS INC [ADK]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

593 ATLANTA STREET

3. Date of Earliest Transaction (Month/Day/Year)
12/21/2009

(Street)

ROSWELL, GA 30075

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Warrant

$ 5.4

12/21/2009

D⁽¹⁾

85,392

⁽¹⁾

11/10/2011

Common Stock

85,392

⁽¹⁾

Warrant

$ 5.4

12/21/2009

D⁽¹⁾

403,842

⁽¹⁾

11/10/2011

Common Stock

403,842

⁽¹⁾

By spouse

Warrant

$ 5.4

12/21/2009

D⁽¹⁾

113,900

⁽¹⁾

11/10/2011

Common Stock

113,900

⁽¹⁾

By spouse as UGMA custodian for daughter

Warrant

$ 2.5

12/21/2009

A⁽¹⁾

85,392

⁽¹⁾

12/07/2014

Common Stock

85,392

⁽¹⁾

85,392

Warrant

$ 2.5

12/21/2009

A⁽¹⁾

403,842

⁽¹⁾

12/07/2014

Common Stock

403,842

⁽¹⁾

403,842

By spouse

Warrant

$ 2.5

12/21/2009

A⁽¹⁾

113,900

⁽¹⁾

12/07/2014

Common Stock

113,900

⁽¹⁾

113,900

By spouse as UGMA custodian for daughter

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Brogdon Christopher F 593 ATLANTA STREET ROSWELL, GA 30075	X	X

Signatures

/s/ Christopher F. Brogdon		12/31/2009
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	These reported transactions involved the amendment of outstanding warrants, resulting in the deemed cancellation of the "old" warrants and the grant of replacement warrants. The amendment reduced the exercise price of the warrants from $5.40 per share to $2.50 per share and extended the expiration date of the warrants from November 10, 2011 to December 7, 2014. The Issuer announced the amendment in a press release issued on December 22, 2009 and furnished on December 23, 2009 to the Securities and Exchange Commission as Exhibit 99.1 to the Issuer's Current Report on Form 8-K. The "old" warrants were, and the replacement warrants are, currently exercisable.

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