UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 8-K

                                 CURRENT REPORT
                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                Date of Report (Date of earliest event reported):
                      September 7, 2006 (September 6, 2006)

                           U.S. PHYSICAL THERAPY, INC.
             (Exact name of registrant as specified in its charter)

            Nevada                    1-11151                76-0364866
 -------------------------------      -------        ---------------------------
 (State or other jurisdiction of    (Commission           (I.R.S. Employer
  incorporation or organization)    File Number)         Identification No.)


1300 West Sam Houston Parkway South, Suite 300, Houston, Texas          77042
---------------------------------------------------------------     ------------
       (Address of Principal Executive Offices)                      (Zip Code)


       Registrant's telephone number, including area code: (713) 297-7000


Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)

[ ] Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17
CFR 240.14a-12(b))

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))





Item 2.05  Costs Associated with Exit or Disposal Activities

On September 6, 2006, U.S. Physical Therapy, Inc. (the "Company") announced the
closure of 26 clinics and corporate staff reductions. The press release is
attached hereto as Exhibit 99.1.


Item 9.01  Financial Statements and Exhibits

(a) None.

(b) None.

(c) Exhibits

Exhibits         Description of Exhibits
--------         -----------------------

99.1             Press release dated September 6, 2006






                                    SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                           U.S. PHYSICAL THERAPY, INC.


Dated: September 7, 2006              By:  /s/ LAWRANCE W. MCAFEE
                                           ----------------------
                                             Lawrance W. McAfee
                                           Chief Financial Officer
                               (duly authorized officer and principal financial
                                           and accounting officer)





                                INDEX TO EXHIBITS

EXHIBIT          DESCRIPTION OF EXHIBIT
-------          ----------------------

99.1             Press release dated September 6, 2006.*

* Furnished herewith