UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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) May 7, 2007

SERVICE CORPORATION INTERNATIONAL
(Exact name of registrant as specified in its charter)


TEXAS
1-6402-1
74-1488375
(State or other jurisdiction
(Commission
(I.R.S. Employer
of incorporation)
File Number)
Identification No.)

 
1929 Allen Parkway Houston, Texas
77019
(Address of principal executive offices)
(Zip Code)


Registrant's telephone number, including area code (713) 522-5141
 

 
(Former name or former address, if changed since last report.)

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:

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

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

[_]    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 240.13a-4(c))

 
 
 

ITEM 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

The Company announced on May 7, 2007, that Mr. James M. Shelger will retire as Senior Vice President, General Counsel and Secretary of the Company effective June 30, 2007. Mr. Shelger will remain an employee of the Company for a transitional period. The Company has not yet named a successor but has initiated a search to identify successor candidates.

A copy of the press release announcing Mr. Shelger’s retirement is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

          (d) Exhibits.

Exhibit No.
Description
99.1
Press Release, dated May 7, 2007


 
 
 

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.

Dated: May 8, 2007
 
 
  SERVICE CORPORATION INTERNATIONAL
   
   
  By: /s/ Eric D. Tanzberger                                   
    Eric D. Tanzberger
   
Senior Vice President and Chief Financial Officer
 

Exhibit Index

 
Exhibit No.
Description
99.1
Press Release, dated May 7, 2007