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): April 28, 2011

Waste Management, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware (State or Other Jurisdiction of Incorporation)		1-12154 (Commission File Number)		73-1309529 (IRS Employer Identification No.)

1001 Fannin, Suite 4000 Houston, Texas (Address of Principal Executive Offices)		77002 (Zip Code)

Registrant’s Telephone number, including area code: (713) 512-6200

(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:

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

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

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

o		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.

     Waste Management, Inc. (the “Company”) issued a press release this morning announcing its financial results for the quarter ended March 31, 2011, a copy of which is attached hereto as Exhibit 99.1. The Company is holding a conference call to discuss these results beginning at 9:00 a.m. Central Time this morning. The call will be webcast live and may be heard by accessing the Company’s website at www.wm.com. The call may also be heard by dialing (877) 710-6139 and entering access code 51272844.

     On the call, management of the Company is expected to discuss certain non-GAAP financial measures that are included in the Company’s press release. The Company has provided information regarding its use of the non-GAAP measures contained in its press release and reconciliations of such measures to their most comparable GAAP measures.

     Management also is expected to discuss the impact of certain adjustments to GAAP earnings per diluted share. Management believes these discussions provide investors with information to better enable them to evaluate the Company’s financial condition and results of operations by excluding items that management believes do not reflect the Company’s solid waste performance and are not indicative of our results of operations.

     The reconciliation of GAAP earnings per diluted share to earnings per diluted share, excluding certain items, is shown below:

		Quarter Ended
		March 31, 2011
Earnings Per Diluted Share, excluding certain items		Per Share Amount
Diluted EPS, as reported		$	0.39
Adjustments to Diluted EPS:
Lower year-over-year income from operations at our waste-to-energy operations			0.02
Higher year-over-year expense from stock option grants under our long-term compensation program			0.01
Growth and cost reduction initiatives related expense			0.06
Diluted EPS, excluding certain items		$	0.48

Item 9.01.		Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1:		Press Release dated April 28, 2011

SIGNATURES

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

Exhibit Index

Exhibit
Number				Description
	99.1			Press Release dated April 28, 2011