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): June 30, 2005

                                STERICYCLE, INC.
             (Exact name of registrant as specified in its charter)

        Delaware                    0-21229                     36-3640402
 (State or other juris-        (Commission file                (IRS employer
diction of incorporation)           number)               identification number)

                             28161 North Keith Drive
                           Lake Forest, Illinois 60045
                    (Address of principal executive offices)

               Registrant's telephone number, including area code:
                                 (847) 367-5910

      Check the appropriate box below if the Form 8-K is intended to
simultaneously satisfy the filing obligations 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 240.13e-4(c))



ITEM  1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

      On June 30, 2005, Stericycle, Inc. (the "Company") obtained a new $400
million senior unsecured revolving credit facility pursuant to a credit
agreement entered into with a group of lenders led by Bank of America, N.A., as
administrative agent, JPMorgan Chase Bank, N.A., as syndication agent, and
Fortis Capital Corp. and Calyon-New York Branch, as co-documentation agents. The
new credit facility has a five-year term, maturing in June 2010. It replaces the
Company's existing senior secured credit facility, consisting of a $205 million
revolving credit facility (under which borrowings of $136.5 million were
outstanding) and a $62.4 million Term A loan, both maturing in September 2007.
Under the new credit facility, the current effective interest rate on the
Company's borrowings will be reduced from 1.25% to 0.75% over LIBOR on LIBOR
rate borrowings and will remain unchanged at the prime rate on base rate
borrowings.

      A copy of the new credit agreement is filed with this report as Exhibit
10.1. A copy of the press release that the Company issued on July 5, 2005 is
filed with this report as Exhibit 99.1.

ITEM  9.01 FINANCIAL STATES AND EXHIBITS

      (c) EXHIBITS

      The following exhibits are filed with this report:

   10.1 Credit Agreement dated as of June 30, 2005 entered into by the Company
        and certain subsidiaries as borrowers, Bank of America, N.A., as
        administrative agent, swing line lender, a lender and letter of credit
        issuer, other lenders party to the Credit Agreement, JPMorgan Chase
        Bank, N.A., as syndication agent, and Fortis Capital Corp. and
        Calyon-New York Branch, as co-documentation agents

        This exhibit omits certain schedules and exhibits, which are listed
        following the table of contents in the credit agreement. The Company
        will furnish a copy of any omitted schedule or exhibit to the U.S.
        Securities and Exchange Commission supplementally upon request.

   99.1 Press release issued July 5, 2005

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                                    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.

      Date: July 7, 2005.

                                              STERICYCLE, INC.

                                              By /s/ FRANK J.M. TEN BRINK
                                                 ------------------------------
                                                 Frank J.M. ten Brink
                                                 Executive Vice President and
                                                     Chief Financial Officer

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