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): July 19, 2006 (July 19, 2006)


                         AMERICAN RETIREMENT CORPORATION
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               (Exact Name of Registrant as Specified in Charter)


         Tennessee                     01-13031                   62-1674303
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(State or Other Jurisdiction         (Commission                (IRS Employer
      of Incorporation)              File Number)            Identification No.)


111 Westwood Place, Suite 200, Brentwood, TN                         37027
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   (Address of Principal Executive Offices)                        (Zip Code)


       Registrant's telephone number, including area code: (615) 221-2250


                                 Not Applicable
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          (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 (see General Instruction A.2. below):

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

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

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

       |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))



Item 8.01. Other Events.

       In a press release dated July 19, 2006, American Retirement Corporation
("ARC") announced that at a special meeting of shareholders held on July 19,
2006 in Brentwood, Tennessee, ARC shareholders approved the Agreement and Plan
of Merger, dated as of May 12, 2006, by and among Brookdale Senior Living Inc.,
Beta Merger Sub Corporation, a direct wholly-owned subsidiary of Brookdale
Senior Living Inc., and ARC, pursuant to which Beta Merger Sub Corporation will
merge with and into ARC, with ARC becoming a wholly-owned subsidiary of
Brookdale Senior Living Inc. A copy of the press release is attached hereto as
Exhibit 99.1 and is incorporated herein by reference.


Item 9.01. Financial Statements and Exhibits.

Exhibits

       99.1     Press Release dated July 19, 2006











                                   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.



                                      AMERICAN RETIREMENT CORPORATION


Date: July 19, 2006                   By: /s/ Bryan D. Richardson
                                          --------------------------------------
                                          Bryan D. Richardson
                                          Executive Vice President - Finance and
                                          Chief Financial Officer









                                  EXHIBIT INDEX


       99.1     Press Release dated July 19, 2006

EX-99.1

                                                                    Exhibit 99.1


       American Retirement Corporation Shareholders Approve Acquisition by
                      Brookdale Senior Living Incorporated


       NASHVILLE, Tenn.--(BUSINESS WIRE)--July 19, 2006--American Retirement
Corporation (NYSE: ACR) announced today that its shareholders approved the
Company's acquisition by Brookdale Senior Living Inc. at a special meeting held
this morning. Shareholders will receive $33.00 in cash for each share they own
following the closing of the transaction.
       American Retirement Corporation and Brookdale Senior Living Inc.
previously announced that the waiting period for U.S. antitrust review under the
Hart-Scott-Rodino Antitrust Improvements Act expired on June 26, 2006. The
companies expect to consummate the acquisition within the next several business
days.

       COMPANY PROFILE

       American Retirement Corporation is a national senior living and health
care services provider offering a broad range of care and services to seniors.
Established in 1978, the Company believes that it is a leader in the management
of senior living communities, including independent living communities,
continuing care retirement communities, free-standing assisted living
communities, and specialized care programs for residents with Alzheimer's and
other forms of dementia. The Company's operating philosophy is to enhance the
lives of seniors by striving to provide the highest quality of care and services
in well-operated communities designed to improve and protect the quality of
life, independence, personal freedom, privacy, spirit, and dignity of its
residents. The Company currently operates 83 senior living communities in 19
states, with an aggregate unit capacity of approximately 16,200 units and
resident capacity of approximately 17,800. The Company owns 34 communities
(including 14 communities in joint ventures), leases 44 communities, and manages
5 communities pursuant to management agreements.

       FORWARD LOOKING LANGUAGE

       Certain items in this press release may constitute forward-looking
statements made by American Retirement Corporation within the meaning of the
Private Securities Litigation Reform Act of 1995 including, but not necessarily
limited to, statements relating to its ability to close the acquisition,
satisfaction of closing conditions, obtaining consents, and the timing of the
closing of the acquisition. Words such as "expect(s)" and similar expressions
are intended to identify such forward-looking statements. These statements are
based on management's current expectations and beliefs and are subject to a
number of factors that could lead to actual results materially different from
those described in the forward-looking statements. American Retirement
Corporation can give no assurance that its expectations will be attained.
Factors that could cause actual results to differ materially from management's
expectations include, but are not limited to, whether conditions to the closing
of the transaction will not be satisfied and other risks detailed from time to
time in American Retirement Corporation's SEC reports. Such forward-looking
statements speak only as of the date of this press release. American Retirement
Corporation expressly disclaims any obligation to release publicly any updates
or revisions to any forward-looking statements contained herein to reflect any
change in its expectations with regard thereto or change in events, conditions
or circumstances on which any statement is based.


       CONTACT: American Retirement Corporation
                Ross C. Roadman, 615-376-2412