Edgar Filing: Baron Mark David

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 ^*

Â Baron Mark David

2. Date of Event Requiring Statement (Month/Day/Year)
04/01/2008

3. Issuer Name and Ticker or Trading Symbol
Hill-Rom Holdings, Inc. [HRC]

(Last)

(First)

(Middle)

1069 STATE ROUTE 46E

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

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Sr. VP, Ops & Prod. Dev.

5. If Amendment, Date Original Filed(Month/Day/Year)
04/01/2008

(Street)

BATESVILLE,Â INÂ 47006

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	2,476	D	Â

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Restricted Stock Units (Deferred Stock Award) 12/3/03	12/04/2005⁽¹⁾	12/03/2008⁽¹⁾	Common Stock	606	$ ⁽²⁾	D	Â
Restricted Stock Units (Deferred Stock Award) 12/15/04	12/16/2006⁽³⁾	12/15/2009⁽³⁾	Common Stock	1,096	$ ⁽²⁾	D	Â
Restricted Stock Units (Deferred Stock Awards) 11/30/05	12/01/2007⁽⁴⁾	11/30/2010⁽⁴⁾	Common Stock	4,676	$ ⁽²⁾	D	Â
Restricted Stock Units (Deferred Stock Awards) 11/30/06	12/01/2008⁽⁶⁾	11/30/2011⁽⁶⁾	Common Stock	5,722	$ ⁽²⁾	D	Â
Restricted Stock Units (Deferred Stock Awards) 12/5/07	12/06/2009⁽⁵⁾	12/06/2012⁽⁵⁾	Common Stock	6,549	$ ⁽²⁾	D	Â
Stock Option Nov. 9, 2001	11/10/2002⁽⁷⁾	11/10/2011⁽⁷⁾	Common Stock	7,400	$ 27.09	D	Â
Stock Option April 9, 2002	04/10/2003⁽⁷⁾	04/10/2012⁽⁷⁾	Common Stock	4,625	$ 33.24	D	Â
Stock Option Dec. 4, 2002	12/05/2003⁽⁷⁾	12/05/2012⁽⁷⁾	Common Stock	7,400	$ 25.67	D	Â
Stock Option Dec. 3, 2003	12/04/2004⁽⁷⁾	12/04/2013⁽⁷⁾	Common Stock	7,400	$ 31.48	D	Â
Stock Option Dec. 15, 2004	12/16/2005⁽⁷⁾	12/16/2014⁽⁷⁾	Common Stock	7,400	$ 30.04	D	Â
Stock Option Nov. 30, 2005	12/01/2006⁽⁷⁾	12/01/2015⁽⁷⁾	Common Stock	21,090	$ 26.46	D	Â
Stock Option Nov. 30, 2006	12/01/2007⁽⁷⁾	12/01/2016⁽⁷⁾	Common Stock	21,090	$ 31.3	D	Â
Stock Option Dec. 5, 2007	12/06/2008⁽⁷⁾	12/06/2017⁽⁷⁾	Common Stock	23,125	$ 29.22	D	Â
Founders RSU Grant April 1, 2008	04/02/2010⁽⁸⁾	04/02/2010⁽⁸⁾	Common Stock	30	$ 25.37	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Baron Mark David 1069 STATE ROUTE 46E BATESVILLE,Â INÂ 47006	Â	Â	Â Sr. VP, Ops & Prod. Dev.	Â

Signatures

Mark Baron		05/05/2008
^**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)	Restricted Stock Units vest 20% on 12/4/05, 25% on 12/4/06, 25% on 12/4/07 and 30% on 12/4/08. Stock units wilkl automatically be converted into shares of common stock in accordance witht he respective vesting schedule unless a previous deferral election has been made. Stock units are entitled to dividend equivalent rights, which accrue on dividend record dates.
(2)	Conversion or Exercise Price of Derivative Security is 1-for-1.
(3)	Restricted Stock Units vest 20% on 12/16/06, 25% on 12/16/07; 25% on 12/16/08 and 30% on 12/16/09. Stock units will automatically be converted into shares of common stock in accordance with the respective vesting schedule unless a previous deferral election has been made. Stock units are entitled to dividend equivalent rights, which accrue on dividend record date.
(4)	Restricted Stock Units vest 20% on 12/1/07, 25% on 12/1/08, 25% on 12/1/09 and 30% on 12/1/10. Stock units will automatically be converted into shares of common stock in accordance with respective vesting schedule unless a previous deferral election has been made. Stock units are entitled to dividend equivalent rights which accrue on dividend record date.
(5)	Restricted Stock Units vest 20% on 12/6/09, 25% on 12/6/10, 25% on 12/6/11 and 30% on 12/6/12. Stock units will automatically be converted into shares of common stock in accordance with the respective vesting schedule unless a previous deferral election has been made. Stock units are entitled to dividend equivalent rights, which accrue on dividend record dates.
(6)	Restricted Stock Units vest 20% on 12/01/08, 25% on 12/01/09, 25% on 12/01/10 and 30% on 12/01/11. Stock units will automatically be converted into shares of common stock in accordance with the respective vesting schedule unless a previous deferral election has been made. Stock units are entitled to dividend equivlent rights which accrue on dividend record date.
(7)	The option vests in three equal annual installments beginning on the date indicated.
(8)	These awards were part of a Founders' Grant of 30 Restricted Stock Units (with approximate value that date of $761 per employee) to each employee of the Company in connection with the spin-off of the Company's funeral services business.

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