SEC Form 3

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 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Kohlberg Management V, LLC (Last) (First) (Middle) C/O KOHLBERG & COMPANY, L.L.C. 111 RADIO CIRCLE (Street) MOUNT KISCO NY 10549 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 03/25/2010	3. Issuer Name and Ticker or Trading Symbol BioScrip, Inc. [ BIOS ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) X Other (specify below) * See remarks below	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

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 (par value $0.0001 per share)	12,653,165	I	See Footnotes(1)(3)(4)(5)

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: 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
Common Stock Warrants (right to buy)	03/25/2010	03/25/2015	Common Stock	3,004,887	10	I	See Footnotes(2)(3)(4)(5)

1. Name and Address of Reporting Person* Kohlberg Management V, LLC (Last) (First) (Middle) C/O KOHLBERG & COMPANY, L.L.C. 111 RADIO CIRCLE (Street) MOUNT KISCO NY 10549 (City) (State) (Zip)

1. Name and Address of Reporting Person* KOHLBERG OFFSHORE INVESTORS V L P (Last) (First) (Middle) C/O KOHLBERG & COMPANY, L.L.C. 111 RADIO CIRCLE (Street) MOUNT KISCO NY 10549 (City) (State) (Zip)

1. Name and Address of Reporting Person* Kohlberg TE Investors V L P (Last) (First) (Middle) C/O KOHLBERG & COMPANY, L.L.C. 111 RADIO CIRCLE (Street) MOUNT KISCO NY 10549 (City) (State) (Zip)

1. Name and Address of Reporting Person* Kohlberg Investors V L P (Last) (First) (Middle) C/O KOHLBERG & COMPANY, L.L.C. 111 RADIO CIRCLE (Street) MOUNT KISCO NY 10549 (City) (State) (Zip)

1. Name and Address of Reporting Person* Kohlberg Partners V, L.P. (Last) (First) (Middle) C/O KOHLBERG & COMPANY, L.L.C. 111 RADIO CIRCLE (Street) MOUNT KISCO NY 10549 (City) (State) (Zip)

1. Name and Address of Reporting Person* KOCO Investors V, L.P. (Last) (First) (Middle) C/O KOHLBERG & COMPANY, L.L.C. 111 RADIO CIRCLE (Street) MOUNT KISCO NY 10549 (City) (State) (Zip)

Explanation of Responses:

1. The 12,653,165 shares of Common Stock of the Issuer, par value $0.0001 per share (the "Shares"), reported herein are directly beneficially owned as follows: (i) 6,678,026 Shares are owned by Kohlberg Investors V, L.P. ("Investors"), (ii) 376,037 Shares are owned by Kohlberg Partners V, L.P. ("Partners"), (iii) 447,328 Shares are owned by Kohlberg Offshore Investors V, L.P. ("Offshore"), (iv) 4,856,839 Shares are owned by Kohlberg TE Investors V, L.P. ("TE") and (v) 294,935 Shares are owned by KOCO Investors V, L.P. ("KOCO", and collectively with Investors, Partners, Offshore and TE, the "Funds").

2. Pursuant to a Warrant Agreement with the Issuer, each of Investors, Partners, Offshore, TE and KOCO directly own warrants (collectively, the "Warrants") representing the right to purchase 1,585,904 Shares, 89,302 Shares, 106,232 Shares, 1,153,407 Shares and 70,042 Shares, respectively. The Warrants may be exercised at any time prior to March 25, 2015. The initial exercise price of the Warrants is equal to $10.00 per Share, subject to certain adjustments in accordance with the terms of the Warrant Agreement.

3. The securities reported as directly beneficially owned by the Funds in footnotes 1 and 2 hereof may be deemed to be indirectly beneficially owned by Kohlberg Management V, L.L.C., which is the general partner of each of the Funds.

4. The Funds acquired the Shares, the Warrants and other consideration from the Issuer in consideration for their interest in Critical Homecare Solutions Holdings, Inc. ("CHS"), pursuant to a merger of CHS into a wholly owned subsidiary of the Issuer on March 25, 2010. The merger agreement, which was entered into on January 24, 2010, valued the Share and the Shares to be acquired upon the exercise of the Warrants at $8.3441 per Share, which was calculated based on the volume weighted trading average price of the Shares over the 10-day period ended January 22, 2010. Of the 12,653,165 Shares issued to the Funds pursuant to the merger agreement, 2,601,415 Shares are currently being held in escrow and are subject to forfeiture to satisfy any indemnity or purchase price adjustment payments to be made to the Issuer.

5. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Remarks:

The Reporting Person may be deemed to be a member of a "group" for purposes of the Securities Exchange Act of 1934, as amended. The Reporting Person disclaims beneficial ownership of any securities deemed to be owned by the group that are not directly owned by the Reporting Person. This report shall not be deemed an admission that such Reporting Person is a member of a group or the beneficial owner of any securities not directly owned by such Reporting Person.

	Kohlberg Investors V, L.P., By: Kohlberg Management V, L.L.C., General Partner, By: /s/ Gordon Woodward, Vice President	04/05/2010
	Kohlberg Partners V, L.P., By: Kohlberg Management V, L.L.C., General Partner, By: /s/ Gordon Woodward, Vice President	04/05/2010
	Kohlberg Offshore Investors V, L.P., By: Kohlberg Management V, L.L.C., General Partner, By: /s/ Gordon Woodward, Vice President	04/05/2010
	Kohlberg TE Investors V, L.P., By: Kohlberg Management V, L.L.C., General Partner, By: /s/ Gordon Woodward, Vice President	04/05/2010
	KOCO Investors V, L.P., By: Kohlberg Management V, L.L.C., General Partner, By: /s/ Gordon Woodward, Vice President	04/05/2010
	Kohlberg Management V, L.L.C., By: /s/ Gordon Woodward, Vice President	04/05/2010
	** Signature of Reporting Person	Date
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