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 27, 2001



                         SENIOR HOUSING PROPERTIES TRUST
               (Exact name of registrant as specified in charter)




          Maryland                   001-15319                  04-3445278
(State or other jurisdiction        (Commission              (I.R.S. employer
     of incorporation)              file number)          identification number)




        400 Centre Street, Newton, Massachusetts                 02458
        (Address of principal executive offices)               (Zip code)




         Registrant's telephone number, including area code:617-796-8350






Item 5.  Other Events

         Sale of Common  Shares of  Beneficial  Interest.  On June 27, 2001,  we
priced  an  underwritten  public  offering  of  3.2  million  common  shares  of
beneficial  interest  (the  "Shares").  We expect to issue and  deliver  the 3.2
million  Shares on or about July 3, 2001.  The public  offering price was $13.00
per share.  We expect to use the $39 million of net  proceeds  (after  estimated
expenses  and  underwriter's  discount)  of the  offering  to  repay  borrowings
outstanding  under our  revolving  bank  credit  facility.  We also  granted the
underwriters  an  option  to  purchase  an  additional  480,000  Shares to cover
over-allotments.

         THIS REPORT CONTAINS FORWARD LOOKING  STATEMENTS  WITHIN THE MEANING OF
THE  PRIVATE  SECURITIES  REFORM ACT OF 1995  INCLUDING  THOSE  RELATING  TO THE
SETTLEMENT OF THE SECURITIES.  THESE FORWARD  LOOKING  STATEMENTS ARE BASED UPON
OUR PRESENT  EXPECTATIONS,  BUT THESE  STATEMENTS AND THE  IMPLICATIONS OF THESE
STATEMENTS ARE NOT  GUARANTEED.  INVESTORS  SHOULD NOT PLACE UNDUE RELIANCE UPON
FORWARD LOOKING STATEMENTS.

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits

         (c)  Exhibits

         1.0      Underwriting  Agreement,  dated as of June 27,  2001,  between
                  Senior Housing  Properties  Trust and the  underwriters  named
                  therein  relating to the 3,200,000 common shares of beneficial
                  interest.

         8.1      Opinion of Sullivan & Worcester LLP re: tax matters.

         23.1     Consent of Sullivan & Worcester LLP (contained in Exhibit 8.1)









                                   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.

                              SENIOR HOUSING PROPERTIES TRUST


                              By: /s/  David J. Hegarty
                                    Name:  David J. Hegarty
                                    Title: President, Chief Operating Officer
                                           and Chief Financial Officer



Date:  June 28, 2001