_______________________________________________________________________________


                                  FORM 10-Q/A

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549
                                  ___________


(Mark One)

     [X]   AMENDMENT NO. 1 to QUARTERLY REPORT UNDER SECTION 13 OR
           15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

     For the quarterly period ended December 31, 1994

                                      OR

     [ ]   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                      SECURITIES EXCHANGE ACT OF 1934


For the transition period from                        to
Commission File No. 1-6639


                          CHARTER MEDICAL CORPORATION
            (Exact name of Registrant as specified in its charter)


            Delaware                                         58-1076937
  (State or other jurisdiction of                         (I.R.S. Employer
  incorporation or organization)                          Identification No.)


                      3414 Peachtree Rd., NE, Suite 1400
                            Atlanta, Georgia  30326
                   (Address of principal executive offices)
                                  (Zip Code)


                                (404) 841-9200
             (Registrant's telephone number, including area code)


                  See Table of Additional Registrants below.

                                  ___________

                                Not Applicable

             (Former name, former address and former fiscal year,
                         if changed since last report)

                                  ___________


Indicate by check mark  whether  the  registrant  (1)  has  filed  all  reports
required  to  be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months  (or  for  such  shorter  period  that  the
registrant  was  required  to  file  such reports), and (2) has been subject to
such filing requirements for the past 90 days.  Yes  X    No

Indicate  by  check  mark  whether  the  registrant has filed all documents and
reports required to be filed by Sections 12, 13  or  15(d)  of  the  Securities
Exchange  Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.  Yes  X    No

The  number  of  shares  of  the  Registrant's  Common  Stock outstanding as of
January 31, 1995, was 28,341,246.
_______________________________________________________________________________








                                  FORM 10-Q/A

                 CHARTER MEDICAL CORPORATION AND SUBSIDIARIES



PART II - OTHER INFORMATION

     The Registrant hereby amends the Quarterly Report on  Form  10-Q  for  the
     quarter  ended  December  31, 1994 by adding to Item 6(a) a Financial Data
     Schedule as Exhibit 27.

Item 6. - Exhibits and Reports on Form 8-K

     (a) Exhibits

         4(a)   Amendment  No.  3,  dated  as  of  December 12, 1994, to Second
                Amended and Restated Credit  Agreement,  dated  as  of  May  2,
                1994,  among  the  Company,  the  financial institutions listed
                therein, Bankers Trust  Company,  as  Agent,  and  First  Union
                National Bank of North Carolina, as Co-Agent.

         4(b)   Amendment No. 4, dated  as  of  January  11,  1995,  to  Second
                Amended  and  Restated  Credit  Agreement,  dated  as of May 2,
                1994, among the  Company,  the  financial  institutions  listed
                therein,  Bankers  Trust  Company,  as  Agent,  and First Union
                National Bank of North Carolina, as Co-Agent.

         4(c)   Indenture  Supplement  No.  1,  dated  June  3, 1994, among the
                Company, the  Guarantors  listed  therein  and  Marine  Midland
                Bank,  as  Trustee,  relating to the 11.25% Senior Subordinated
                Notes due April 15, 2004, together with a schedule  identifying
                substantially  similar  documents, pursuant to Instruction 2 to
                Item 601 of Regulation S-K.

         27     Financial Data Schedule.

     (b) Report on Form 8-K

         On  December 15, 1994, the Company filed a Form 8-K dated November 30,
         1994 disclosing the acquisition of substantially all the assets of  10
         behavioral  healthcare  facilities  from National Medical Enterprises,
         Inc.







                                  FORM 10-Q/A

                 CHARTER MEDICAL CORPORATION AND SUBSIDIARIES

                                  SIGNATURES


Pursuant to the requirements of  the  Securities  Exchange  Act  of  1934,  the
Registrant  has  duly  caused  this  Amendment No. 1 to the Quarterly Report on
Form 10-Q for the quarter ended December 31, 1994 to be signed  on  its  behalf
by the undersigned thereunto duly authorized.


                                           CHARTER MEDICAL CORPORATION
                                                  (Registrant)





Date:  March 14, 1995                        /s/ Lawrence W. Drinkard
                                             Lawrence W. Drinkard
                                             Executive Vice President - Finance
                                             (Chief Financial Officer)



Date:  March 14, 1995                        /s/ John R. Day
                                             John R. Day
                                             Vice President and Controller
                                             (Principal Accounting Officer)