Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 CONNIE B
 2. Date of Event Requiring Statement (Month/Day/Year)
05/08/2008		 3. Issuer Name and Ticker or Trading Symbol
ADCARE HEALTH SYSTEMS INC [ADK]
(Last)
(First)
(Middle)
593 ATLANTA STREET		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
06/25/2008
(Street)

ROSWELL, GA 30075		 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 Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 47,665 (1)
I
By spouse
Common Stock 107,180 (2)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Warrant   (3) 11/10/2011 Common Stock 107,000 (4) $ 5.4 I By spouse as UGMA custodian for daughter

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BROGDON CONNIE B
593 ATLANTA STREET
ROSWELL, GA 30075		     X    

Signatures

/s/ Connie B. Brogdon 11/21/2008
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) Nine hundred (900) shares of common stock indirectly owned by the reporting person were inadvertently omitted from her original Form 3. In addition, three hundred fifty eight (358) shares of common stock were incorrectly reported on her original Form 3 as indirectly owned by the reporting person instead of directly owned.
(2) Three hundred fifty eight (358) shares of common stock were inadvertently omitted from the reporting person's original Form 3.
(3) The Warrants are currently exercisable.
(4) Four thousand (4,000) Warrants were inadvertently omitted from the reporting person's original Form 3.

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