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

July 31, 2013
Date of Report (Date of earliest event reported)

CHARLES RIVER LABORATORIES INTERNATIONAL, INC.
(Exact Name of Registrant as specified in its Charter)
______________

______________

781-222-6000
(Registrant’s Telephone Number, including Area Code)

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 240.13e-4(c))

ITEM 2.02.  Results of Operations and Financial Condition

The following information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

On July 31, 2013, Charles River Laboratories International, Inc. issued a press release providing financial results for the quarter ended June 29, 2013.

The press release, attached as an exhibit to this report, includes "safe harbor" language pursuant to the Private Securities Litigation Reform Act of 1995, as amended, indicating that certain statements contained in the press release are "forward-looking" rather than historic. The press release also states that these and other risks relating to Charles River are set forth in the documents filed by Charles River with the Securities and Exchange Commission.

ITEM 9.01.  Financial Statements and Exhibits

SIGNATURES

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.

Exhibit Index

4

Exhibit 99.1

Charles River Laboratories Announces Second-Quarter 2013 Results from Continuing Operations

– Second-Quarter GAAP Sales of $292.9 Million and Non-GAAP Sales of $294.4 Million –

– Second-Quarter GAAP Earnings per Share of $0.58 and Non-GAAP Earnings per Share of $0.73 –

– Reaffirms Sales and Non-GAAP EPS Guidance for 2013; Reduces 2013 GAAP EPS Guidance –

– Increases Stock Repurchase Authorization by an Additional $100 Million –

WILMINGTON, Mass.--(BUSINESS WIRE)--July 31, 2013--Charles River Laboratories International, Inc. (NYSE: CRL) today reported its results for the second quarter of 2013. For the quarter, net sales from continuing operations were $292.9 million, an increase of 2.9% from $284.7 million in the second quarter of 2012. On a non-GAAP basis and excluding the impact of foreign currency translation, which reduced sales by 1.1%, second-quarter 2013 net sales increased 4.6%. On a segment basis, sales increased in both the Research Models and Services (RMS) and Preclinical Services (PCS) segments.

On a GAAP basis, net income from continuing operations for the second quarter of 2013 was $28.6 million, or $0.58 per diluted share, compared to $30.5 million, or $0.63 per diluted share, for the second quarter of 2012.

On a non-GAAP basis, net income from continuing operations was $35.7 million for the second quarter of 2013, a decline of 1.9% from $36.4 million for the same period in 2012. Second-quarter diluted earnings per share on a non-GAAP basis were $0.73, a decrease of 2.7% compared to $0.75 per share in the second quarter of 2012. Lower operating income was the primary driver of the decline.

James C. Foster, Chairman, President and Chief Executive Officer, said, “We were pleased with our second-quarter results. We implemented actions to position the Company as the partner of choice for early-stage drug discovery and development, initiated targeted sales efforts which have enabled us to gain market share, and expanded our portfolio through strategic acquisitions. The benefit of these actions is clear in our second quarter results, and will drive revenue and earnings per share growth in 2013 and beyond.”

Mr. Foster continued, “Based on our second-quarter results, we are reaffirming our sales and non-GAAP earnings per share guidance for 2013. We remain intently focused on our efforts to drive sales growth across all client segments and improve operating efficiency in order to enhance shareholder value.”

Second-Quarter Segment Results

Research Models and Services (RMS)

Net sales for the RMS segment were $179.0 million in the second quarter of 2013, an increase of 3.1% from $173.6 million in the second quarter of 2012. On a non-GAAP basis and excluding foreign exchange, which reduced reported sales by 1.5%, RMS sales increased by 5.5%. Higher sales were driven primarily by the acquisitions of Vital River and Accugenix, as well as growth in the legacy Endotoxin and Microbial Detection (EMD) business.

In the second quarter of 2013, the RMS segment’s GAAP operating margin was 27.7% compared to 32.0% for the second quarter of 2012. On a non-GAAP basis, the operating margin decreased to 30.0% from 32.8% in the second quarter of 2012. The non-GAAP operating margin decline was primarily attributable to lower legacy sales volume for research models and also to receipt of an insurance settlement in the second quarter of 2012 related to the 2011 disaster in Japan.

Preclinical Services (PCS)

Second-quarter 2013 net sales from continuing operations for the PCS segment were $114.0 million, an increase of 2.6% from $111.1 million in the second quarter of 2012. Excluding foreign exchange, which reduced reported sales by 0.5%, PCS sales increased by 3.1%. PCS sales growth was driven by increased sales to both large biopharmaceutical and mid-tier clients, primarily as a result of market share gains.

In the second quarter of 2013, the PCS segment’s GAAP operating margin was 9.6% compared to 9.7% in the second quarter of 2012. On a non-GAAP basis, the operating margin decreased to 12.2% from 13.1% in the second quarter of 2012. The non-GAAP operating margin decrease was primarily attributable to a less favorable study mix and competitive pricing pressure.

Stock Repurchase Update

During the second quarter of 2013, the Company repurchased approximately 389,000 shares of its common stock for $16.6 million. As of June 29, 2013, Charles River had $31.8 million remaining on its $750 million stock repurchase authorization.

On July 30, 2013, the Board of Directors increased the stock repurchase authorization, which was originally approved in July 2010 at $500 million and increased to $750 million on October 20, 2010, by an incremental $100 million, for an aggregate amount of $850 million.

Six-Month Results

For the first six months of 2013, net sales increased by 2.4% to $584.2 million from $570.7 million in the same period in 2012. Foreign currency translation reduced reported sales by 1.0%.

On a GAAP basis, net income from continuing operations for the first half of 2013 was $54.6 million, or $1.11 per diluted share, compared to $57.0 million, or $1.17 per diluted share, for the same period in 2012.

On a non-GAAP basis, net income from continuing operations for the first half of 2013 was $68.9 million, or $1.42 per diluted share, compared to $70.3 million, or $1.45 per diluted share, for the same period in 2012.

Research Models and Services (RMS)

For the first six months of 2013, RMS net sales were $361.5 million, an increase of 1.3% from $356.8 million in the same period in 2012. Foreign currency translation reduced reported sales by 1.5%. On a GAAP basis, the RMS segment operating margin was 29.0% in the first half of 2013, compared to 32.2% for the prior-year period. On a non-GAAP basis, the operating margin was 30.7% in the first half of 2013, compared to 33.1% for the same period in 2012.

Preclinical Services (PCS)

For the first six months of 2013, PCS net sales were $222.7 million, an increase of 4.1% from $213.9 million in the same period in 2012. Foreign currency translation reduced reported sales by 0.4%. On a GAAP basis, the PCS segment operating margin was 8.5% in the first half of 2013, compared to 7.0% for the prior-year period. On a non-GAAP basis, the operating margin was 11.4% in the first half of 2013, compared to 11.1% for the same period in 2012.

2013 Guidance

The Company reaffirms its forward-looking guidance based on continuing operations for 2013 sales and non-GAAP earnings per share. The Company has reduced its 2013 GAAP earnings per share guidance to reflect changes to other items that have been excluded from non-GAAP results.

(1) These costs relate primarily to the Company’s PCS-Massachusetts facility.
(2) Other items include severance related to cost-savings actions, costs associated with the evaluation of acquisitions, a government contract billing adjustment and related expenses, and the write-off of deferred financing costs and fees related to debt refinancing.

Webcast

Charles River Laboratories has scheduled a live webcast on Thursday, August 1, at 9:00 a.m. ET to discuss matters relating to this press release. To participate, please go to ir.criver.com and select the webcast link. You can also find the associated slide presentation and reconciliations of non-GAAP financial measures to comparable GAAP financial measures on the website.

Non-GAAP Reconciliations/Discontinued Operations

The Company reports non-GAAP results in this press release, which exclude certain items that are outside of normal operations. A reconciliation of GAAP to non-GAAP results is provided in the schedules at the end of this press release. In addition, the Company reports results from continuing operations, which exclude results of the Phase I clinical business that was divested in 2011. The Phase I business is reported as a discontinued operation.

Use of Non-GAAP Financial Measures

This press release contains non-GAAP financial measures, such as non-GAAP earnings per diluted share, which exclude the amortization of intangible assets and other charges related to our acquisitions, expenses associated with evaluating acquisitions, charges and operating losses attributable to businesses we plan to close, consolidate or divest, severance costs associated with our cost-savings actions, costs and adjustments related to our ongoing investigation of inaccurate billing with respect to certain government contracts, and the additional interest recorded as a result of the adoption in 2009 of an accounting standard related to our convertible debt accounting which increased interest and depreciation expense. We exclude these items from the non-GAAP financial measures because they are outside our normal operations. This press release also refers to our sales in both a GAAP and non-GAAP (constant currency) basis. There are limitations in using non-GAAP financial measures, as they are not prepared in accordance with generally accepted accounting principles, and may be different than non-GAAP financial measures used by other companies. In particular, we believe that the inclusion of supplementary non-GAAP financial measures in this press release helps investors to gain a meaningful understanding of our core operating results and future prospects without the effect of these often-one-time charges, and is consistent with how management measures and forecasts the Company's performance, especially when comparing such results to prior periods or forecasts. We believe that the financial impact of our acquisitions (and in certain cases, the evaluation of such acquisitions, whether or not ultimately consummated) is often large relative to our overall financial performance, which can adversely affect the comparability of our results on a period-to-period basis. In addition, certain activities, such as business acquisitions, happen infrequently and the underlying costs associated with such activities do not recur on a regular basis. Presenting sales on a constant currency basis allows investors to measure our sales growth net of foreign currency exchange fluctuations more clearly. Non-GAAP results also allow investors to compare the Company’s operations against the financial results of other companies in the industry who similarly provide non-GAAP results. The non-GAAP financial measures included in this press release are not meant to be considered superior to or a substitute for results of operations prepared in accordance with GAAP. The Company intends to continue to assess the potential value of reporting non-GAAP results consistent with applicable rules and regulations. Reconciliations of the non-GAAP financial measures used in this press release to the most directly comparable GAAP financial measures are set forth in this press release, and can also be found on the Company’s website at ir.criver.com.

Caution Concerning Forward-Looking Statements

This press release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “anticipate,” “believe,” “expect,” “will,” “may,” “estimate,” “plan,” “outlook,” and “project” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These statements also include statements regarding our projected future financial performance including sales, earnings per share, and the expected impact of foreign exchange rates; the future demand for drug discovery and development products and services, including our expectations for future revenue trends; the development and performance of our services and products, including the impact this can have on our clients’ drug development models; market and industry conditions including the outsourcing of these services and spending trends by our customers; the potential outcome of and impact to our business and financial operations due to litigation and legal proceedings, including with respect to our ongoing investigation of inaccurate billing with respect to certain government contracts; and Charles River’s future performance as delineated in our forward-looking guidance, and particularly our expectations with respect to sales and foreign exchange impact. Forward-looking statements are based on Charles River’s current expectations and beliefs, and involve a number of risks and uncertainties that are difficult to predict and that could cause actual results to differ materially from those stated or implied by the forward-looking statements. Those risks and uncertainties include, but are not limited to: the ability to successfully integrate businesses we acquire; the ability to execute our cost-savings actions on an effective and timely basis (including divestitures and site closures); the timing and magnitude of our share repurchases; negative trends in research and development spending, negative trends in the level of outsourced services, or other cost reduction actions by our customers; the ability to convert backlog to sales; special interest groups; contaminations; industry trends; new displacement technologies; USDA and FDA regulations; changes in law; continued availability of products and supplies; loss of key personnel; interest rate and foreign currency exchange rate fluctuations; changes in tax regulation and laws; changes in generally accepted accounting principles; and any changes in business, political, or economic conditions due to the threat of future terrorist activity in the U.S. and other parts of the world, and related U.S. military action overseas. A further description of these risks, uncertainties, and other matters can be found in the Risk Factors detailed in Charles River's Annual Report on Form 10-K as filed on February 27, 2013, as well as other filings we make with the Securities and Exchange Commission. Because forward-looking statements involve risks and uncertainties, actual results and events may differ materially from results and events currently expected by Charles River, and Charles River assumes no obligation and expressly disclaims any duty to update information contained in this news release except as required by law.

About Charles River

Accelerating Drug Development. Exactly. Charles River provides essential products and services to help pharmaceutical and biotechnology companies, government agencies and leading academic institutions around the globe accelerate their research and drug development efforts. Our dedicated employees are focused on providing clients with exactly what they need to improve and expedite the discovery, early-stage development and safe manufacture of new therapies for the patients who need them. To learn more about our unique portfolio and breadth of services, visit www.criver.com.

(1) Charles River management believes that supplementary non-GAAP financial measures provide useful information to allow investors to gain a meaningful understanding of our core operating results and future prospects, without the effect of one-time charges and other items which are outside our normal operations, consistent with the manner in which management measures and forecasts the Company’s performance. The supplementary non-GAAP financial measures included are not meant to be considered superior to, or a substitute for results of operations prepared in accordance with GAAP. The Company intends to continue to assess the potential value of reporting non-GAAP results consistent with applicable rules, regulations and guidance.

(2) This item includes operating losses related primarily to the Company's PCS-Massachusetts facility.

(1) Charles River management believes that supplementary non-GAAP financial measures provide useful information to allow investors to gain a meaningful understanding of our core operating results and future prospects, without the effect of one-time charges and other items which are outside our normal operations, consistent with the manner in which management measures and forecasts the Company’s performance. The supplementary non-GAAP financial measures included are not meant to be considered superior to, or a substitute for results of operations prepared in accordance with GAAP. The Company intends to continue to assess the potential value of reporting non-GAAP results consistent with applicable rules, regulations and guidance.

(2) This item includes operating losses related primarily to the Company's PCS-Massachusetts facility.

(3) The three and six months ended June 29, 2013 include the impact of convertible debt accounting adopted at the beginning of 2009, which increased interest expense by $2,843 and $6,603 and depreciation expense by $54 and $107, respectively. The three and six months ended June 30, 2012 include the impact of convertible debt accounting adopted at the beginning of 2009, which increased interest expense by $3,518 and $6,961 and depreciation expense by $53 and $107, respectively.

Charles River management believes that supplementary non-GAAP financial measures provide useful information to allow investors to gain a meaningful understanding of our core operating results and future prospects, without the effect of one-time charges, consistent with the manner in which management measures and forecasts the Company’s performance. The supplementary non-GAAP financial measures included are not meant to be considered superior to, or a substitute for results of operations prepared in accordance with GAAP. The Company intends to continue to assess the potential value of reporting non-GAAP results consistent with applicable rules and regulations.

CONTACT:
Charles River Laboratories International, Inc.
Investor Contact:
Susan E. Hardy, 781-222-6190
Corporate Vice President, Investor Relations
susan.hardy@crl.com
or
Media Contact:
Amy Cianciaruso, 781-222-6168
Executive Director, Public Relations
amy.cianciaruso@crl.com