As filed with the Securities and Exchange Commission on February 4, 2004

Registration No. 333-94845

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

POST-EFFECTIVE AMENDMENT NO. 1

TO

FORM S-3

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

NATIONWIDE HEALTH PROPERTIES, INC.

(Exact Name of Registrant as Specified in its Charter)

Maryland	95-3997619
(State or Other Jurisdiction of	(I.R.S. Employer
Incorporation or Organization)	Identification No.)

610 Newport Center Drive, Suite 1150

Newport Beach, California 92660-6429

(949) 718-4400

(Address, Including Zip Code, and Telephone Number, Including

Area Code, of Registrant’s Principal Executive Offices)

R. Bruce Andrews

President and Chief Executive Officer

Nationwide Health Properties, Inc.

610 Newport Center Drive, Suite 1150

Newport Beach, California 92660-6429

(949) 718-4400

(Name, Address, Including Zip Code, and Telephone Number,

Including Area Code, of Agent for Service)

Copy To:

Gary J. Singer, Esq.

Brandi R. Steege, Esq.

O’Melveny & Myers LLP

610 Newport Center Drive, Suite 1700

Newport Beach, CA 92660-6429

(949) 760-9600

Approximate date of commencement of proposed sale to the public:    Not applicable.

If the only securities being registered on this form are being offered pursuant to dividend or interest reinvestment plans, check the following box.    ¨

If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box.    ¨

If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.    ¨

If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.    ¨

If delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box.    ¨

Deregistration of Securities

Nationwide Health Properties, Inc. (the “Company”) registered 201,190 shares of its common stock (the “Shares”) pursuant to its Registration Statement on Form S-3 (File No. 333-94845) filed on January 18, 2000 and declared effective on February 2, 2000 (the “Registration Statement”). The Shares were registered to permit resales of the Shares by certain selling stockholders named in the Registration Statement. The selling stockholders sold an aggregate of 36,000 Shares. The Company is seeking to deregister 165,190 Shares that were not sold because the Company’s obligation to maintain the registration of those Shares has expired. By filing this Post-Effective Amendment No. 1 to the Registration Statement, the Company hereby removes from registration 165,190 Shares that were not sold, as described above. The Registration Statement is hereby amended, as appropriate, to reflect the deregistration of the Shares which remain unsold.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Newport Beach, State of California, on the 28th day of January, 2004.

NATIONWIDE HEALTH PROPERTIES, INC.
By:	/s/    R. Bruce Andrews
	R. Bruce Andrews President and Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on the dates indicated.

Signature	Title	Date
/s/    Charles D. Miller          Charles D. Miller	Chairman and Director	January 28, 2004
/s/    R. Bruce Andrews          R. Bruce Andrews	President, Chief Executive Officer and Director (principal executive officer)	January 28, 2004
/s/    Mark L. Desmond          Mark L. Desmond	Senior Vice President and Chief Financial Officer (principal financial and accounting officer)	January 28, 2004
/s/    David R. Banks          David R. Banks	Director	January 28, 2004
/s/    William K. Doyle          William K. Doyle	Director	January 28, 2004
/s/    Douglas M. Pasquale          Douglas M. Pasquale	Director	January 28, 2004
/s/    Robert D. Paulson          Robert D. Paulson	Director	January 28, 2004
/s/    Keith P. Russell         Keith P. Russell	Director	January 28, 2004
/s/    Jack D. Samuelson          Jack D. Samuelson	Director	January 28, 2004