8-K

                                  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): May 12, 2003


                             HEALTH CARE REIT, INC.
             (Exact name of registrant as specified in its charter)

              DELAWARE                     1-8923               34-1096634
   (State or other jurisdiction of    (Commission File       (I.R.S. Employer
    incorporation or organization)         Number)        Identification Number)

 One SeaGate, Suite 1500, Toledo, Ohio                             43604
(Address of principal executive office)                          (Zip Code)

                                 (419) 247-2800
              (Registrant's telephone number, including area code)


ITEM 5. OTHER EVENTS.

On May 12, 2003, Health Care REIT, Inc. issued a press release that announced
the results of its proxy proposals. The press release is posted on the company's
website (www.hcreit.com) under the heading Press Releases. A copy of the press
release has been furnished as Exhibit 99.1 to this Current Report.




                                    SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant had duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                        HEALTH CARE REIT, INC.

                                        By: /s/ George L. Chapman
                                            ------------------------------------
                                            George L. Chapman

Its: Chairman of the Board and Chief Executive Officer

Dated: May 12, 2003


                                  EXHIBIT INDEX

                          DESIGNATION
                         NUMBER UNDER
EXHIBIT NO.       ITEM 601 OF REGULATION S-K              DESCRIPTION
- -----------       --------------------------              -----------
   99.1                       99               Press release dated May 12, 2003

EX-99.1

                                                                    Exhibit 99.1

                            [HEALTH CARE REIT LOGO]


F O R  I M M E D I A T E  R E L E A S E

                                                  MAY 12, 2003
                                                  FOR MORE INFORMATION CONTACT:
                                                  RAY BRAUN - (419) 247-2800
                                                  MIKE CRABTREE - (419) 247-2800


                             HEALTH CARE REIT, INC.
                      ANNOUNCES RESULTS OF PROXY PROPOSALS

TOLEDO, OHIO, MAY 12, 2003 - Health Care REIT, Inc. (NYSE/HCN) announced the
results of its Annual Meeting of Stockholders held on Thursday, May 1, 2003.

     The following proposals submitted at the meeting were approved:

           - The election of three directors for a term of three years;

           - The amendment to the second restated certificate of incorporation
             to increase the number of authorized shares of common stock, from
             75,000,000 to 125,000,000; and

           - The ratification of the appointment of Ernst & Young LLP as
             independent auditors for the fiscal year 2003.

The annual meeting was adjourned until May 23, 2003 at 10:00 a.m., in order to
continue the consideration of the proposal to amend its certificate of
incorporation to increase the number of authorized shares of preferred stock.
The reconvened meeting will be held on May 23, 2003, at 10:00 a.m. in the
Auditorium of One SeaGate, Toledo, Ohio. The sole purpose of the meeting will be
to consider the proposal to amend the company's certificate of incorporation to
increase the number of authorized shares of preferred stock from 10,000,000 to
25,000,000. No other business will take place at the reconvened meeting.

The board of directors of Health Care REIT, Inc. has unanimously recommended a
vote FOR amending the certificate to increase the number of authorized shares of
preferred stock because the board believes it will provide the company with
greater flexibility in connection with future transactions or other corporate
purposes. The board of directors intends to use the increase in the number of
shares of preferred stock for capital formation purposes rather than
anti-takeover purposes so that any series of the newly authorized shares will
not have voting power that exceeds the shares' economic interest in the company,
consistent with past issuances by the company of shares of preferred stock.




Institutional Shareholder Services (ISS), widely recognized as the leading
independent proxy advisory firm in the nation, has recommended that Health Care
REIT, Inc. stockholders vote FOR this proposal.

Stockholders as of the original record date of March 6, 2003 will be entitled to
vote by proxy, or in person at the reconvened meeting. It is not necessary for
stockholders who have already voted by proxy to take any further action.
Questions regarding the voting of shares may be directed towards the company's
proxy solicitor, Mellon Investor Services, at (800)-261-8056 (toll free) or
(201)-373-5156 (call collect).

Stockholders are advised to read the definitive proxy materials prepared by
management in connection with the solicitation of proxies from stockholders of
Health Care REIT, Inc. Copies of the proxy materials filed by Health Care REIT,
Inc. with the Securities and Exchange Commission may be obtained, free of
charge, from the web site www.sec.gov, or the company's web site,
www.hcreit.com. These proxy materials may also be obtained free of charge by
contacting the company's proxy solicitor at the numbers provided above.

Health Care REIT, Inc., with headquarters in Toledo, Ohio, is a real estate
investment trust that invests in health care facilities, primarily skilled
nursing and assisted living facilities. At March 31, 2003, we had investments in
248 health care facilities in 33 states with 46 operators and had total assets
of approximately $1.6 billion. For more information on Health Care REIT, Inc.,
via facsimile at no cost, dial 1-800-PRO-INFO and enter the company code - HCN.
More information is available on the Internet at www.hcreit.com.

This document may contain "forward-looking" statements as defined in the Private
Securities Litigation Reform Act of 1995. These forward-looking statements
concern the possible expansion of our portfolio; the performance of our
operators and properties; our ability to enter into agreements with new viable
tenants for properties which we take back from financially troubled tenants, if
any; our ability to make distributions; our policies and plans regarding
investments, financings and other matters; our tax status as a real estate
investment trust; our ability to appropriately balance the use of debt and
equity; and our ability to access capital markets or other sources of funds.
When we use words such as "believe," "expect," "anticipate," or similar
expressions, we are making forward-looking statements. Forward-looking
statements are not guarantees of future performance and involve risks and
uncertainties. Our expected results may not be achieved, and actual results may
differ materially from our expectations. This may be a result of various
factors, including, but not limited to: the status of the economy; the status of
capital markets, including prevailing interest rates; compliance with and
changes to regulations and payment policies within the health care industry;
changes in financing terms; competition within the health care and senior
housing industries; and changes in federal, state and local legislation.
Finally, we assume no obligation to update or revise any forward-looking
statements or to update the reasons why actual results could differ from those
projected in any forward-looking statements.