APP.E4 REGULATION OF INVESTMENT ADVISORS CUSIP NO. 681936100___ 13G PAGE______OF______PAGES -------------------------------------------------------------------------------- 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON ING CLARION REAL ESTATE SECURITIES, L.P. 232802869 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)____ (b)____ 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION 259 N. RADNOR CHESTER ROAD, SUITE 205, RADNOR, PA 19087 NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER 4,318,820 SHARES, SOLE VOTING POWER 6. SHARED VOTING POWER 14,000 SHARED VOTING POWER 7. SOLE DISPOSITIVE POWER 7,456,185 SHARES, SOLE DISPOSITIVE POWER 8. SHARED DISPOSITIVE POWER NO SHARES UNDER SHARED DISPOSITIVE POWER 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7,456,185 SHARES 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 13.0% 12. TYPE OF REPORTING PERSON* IA SCHEDULE 13G APP. E4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO _______)* OMEGA HEALTHCARE INVESTORS, INC. -------------------------------------------------------------------------------- (NAME OF ISSUER) COMMON STOCK -------------------------------------------------------------------------------- (TITLE OF CLASS OF SECURITIES) 681936100 -------------------------------------------------------------------------------- (CUSIP NUMBER) CHECK THE FOLLOWING BOX IF A FEE IS BEING PAID WITH THIS STATEMENT ____. (A FEE IS NOT REQUIRED ONLY IF THE FILING PERSON: (1) HAS A PREVIOUS STATEMENT ON FILE REPORTING BENEFICIAL OWNERSHIP OF MORE THAN FIVE PERCENT OF THE CLASS OF SECURITIES DESCRIBED IN ITEM 1; AND (2) HAS FILED NO AMENDMENT SUBSEQUENT THERETO REPORTING BENEFICIAL OWNERSHIP OF FIVE PERCENT OR LESS OF SUCH CLASS.) (SEE RULE 13D-7). *THE REMAINDER OF THIS COVER PAGE SHALL BE FILLED OUT FOR A REPORTING PERSON'S INITIAL FILING ON THIS FORM WITH RESPECT TO THE SUBJECT CLASS OF SECURITIES, AND FOR ANY SUBSEQUENT AMENDMENT CONTAINING INFORMATION WHICH WOULD ALTER THE DISCLOSURES PROVIDED IN A PRIOR COVER PAGE. THE INFORMATION REQUIRED IN THE REMAINDER OF THIS COVER PAGE SHALL NOT BE DEEMED TO BE "FILED" FOR THE PURPOSE OF SECTION 18 OF THE SECURITIES EXCHANGE ACT OF 1934 ("ACT") OR OTHERWISE SUBJECT TO THE LIABILITIES OF THAT SECTION OF THE ACT BUT SHALL BE SUBJECT TO ALL OTHER PROVISIONS OF THE ACT (HOWEVER, SEE THE NOTES). SEC 1745 (6-88) E4-1 ITEMS Item 1 (a) Omega Healthcare Investors, Inc. (b) 9690 Deereco Road, Suite 100 Timonium, MD 21093 Item 2 (a) ING Clarion Real Estate Securities, L.P. (b) 259 N. Radnor-Chester Road, Suite 205 Radnor, PA 19087 (c) N/A (d) Common Stock (e) 681936100 Item 3 (a) Investment Adviser registered under section 203 of the Investment Advisers Act of 1940 Item 4 (a) 7,456,185 shares (b) 13.0% (c) (i.) 4,318,820 shares, sole voting power (ii.) 14,000 under shared voting power (iii.) 7,456,185 shares, sole dispositive power (iv.) No shares, shared dispositive power Item 5 N/A Item 6 N/A Item 7 N/A Item 8 N/A Item 9 N/A Item 10 T. Ritson Ferguson, President