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PainCare Receives Notices From American Stock Exchange

Wednesday, April 23, 2008 General News J E 4
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ORLANDO, Fla., April 22 PainCare Holdings, Inc.(Amex: PRZ), a provider of pain-focused medical and surgical solutions andservices, today announced that it received a letter from the American StockExchange ("the AMEX") on April 18, 2008 notifying the Company that its delayin filing its Form 10-K for the fiscal year ended December 31, 2007constitutes a failure to comply with the continued listing standards set forthin Sections 134 and 1101 of the AMEX Company Guide.

On Wednesday, April 16, 2008, PainCare released a news announcementreflecting its comparative results for the 2006 and 2007 fiscal years, endedDecember 31. The associated Form 10-K is expected to be filed with the U.S.Securities and Exchange Commission within the next several weeks, uponcompletion of its review by the Company's independent audit firm. As noted inthe aforementioned news announcement, PainCare could not complete the Form10-K within the prescribed time because the Company effected numerousdispositions of physician practices during the 2007 fiscal year resulting inthe need for additional time to complete the associated accounting andfinancial reporting.

Based on its review of the preliminary financial information reported inaforementioned news announcement, the AMEX also notified PainCare by way of aseparate letter, dated April 18, 2008, that the Company is not in compliancewith Section 1003(a)(i) of the Company Guide with stockholders' equity of lessthan $2,000,000 and losses from continuing operations and net losses in twoout of its three most recent fiscal years; Section 1003(a)(ii) of the CompanyGuide with stockholders' equity of less than $4,000,000 and losses fromcontinuing operations and net losses in three out of its four most recentfiscal years; Section 1003(a)(iii) of the Company Guide with stockholders'equity of less than $6,000,000 and losses from continuing operations and netlosses in its five most recent fiscal years; and Section 1003(a)(iv) of theCompany Guide in that it has sustained losses which are so substantial inrelation to its overall operations or its existing financial resources, or itsfinancial condition has become so impaired that it appears questionable, inthe opinion of the Exchange, as to whether the Company will be able tocontinue operations and/or meet its obligations as they mature.

PainCare anticipates submitting a plan by May 2, 2008 advising the AMEX ofaction it has taken, or will take, that will bring the Company back intocompliance with Sections 134, 1101 and 1003(a)(iv) of the Company Guide nolater than July 17, 2008; and an additional plan by May 19, 2008 addressinghow it intends to regain compliance with Sections 1003(a)(i), 1003(a)(ii) and1003(a)(iii) of the Company Guide no later than October 19, 2009. In theevent that the Company fails to submit these plans, or submits plans that arenot accepted, it will be subject to delisting proceedings. Furthermore, ifthe Plan is accepted, but the Company is not in compliance with the notedSections of the AMEX Company Guide by July 17, 2008 and/or October 19, 2008,as required, the AMEX will initiate delisting proceeds, as appropriate.

About PainCare Holdings, Inc.

Headquartered in Orlando, Florida, PainCare Holdings, Inc. is a providerof pain-focused medical and surgical solutions and services. Through itsproprietary network of acquired or managed physician practices, and inpartnership with independent physician practices and medical institutionsthroughout the United States and Canada, PainCare is committed to utilizingthe most advanced science and technologies to diagnose and treat pain stemmingfrom neurological and musculoskeletal conditions and disorders. Through itssubsidiary Integrated Pain Solutions (IPS), the Company is engaged inpioneering the nation's first managed services organization that offers amulti-disciplinary healthcare network focused on the treatment
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