8-K

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                       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

                               December 19, 1995
                             ---------------------
                                 Date of Report
                       (Date of earliest event reported)

                           BEVERLY ENTERPRISES, INC.
                         -----------------------------
             (Exact name of Registrant as specified in its charter)

                                    DELAWARE
                                  ------------
                 (State or other jurisdiction of incorporation)

              1-9550                                     95-4100309
            ----------                                 --------------
      (Commission file number)                (IRS employer identification no.)

    5111 Rogers Avenue, Suite 40-A
        Fort Smith, Arkansas                             72919-0155
    -----------------------------                      --------------
(Address of principal executive offices)                 (Zip code)

                                 (501) 452-6712
                  ------------------------------------------
              (Registrant's telephone number, including area code)
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ITEM 5. Other Events.

     On December 19, 1995, Beverly Enterprises, Inc., a Delaware corporation, 
announced that it will defer indefinitely plans to spin off any portion of 
Pharmacy Corporation of America.

ITEM 7. Financial Statements and Exhibits.

     a)     FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED. Not Applicable.

     b)     PRO FORMA FINANCIAL INFORMATION. Not Applicable.

     c)     EXHIBITS.
  
                 7.1     Press Release dated December 19, 1995.
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                                   SIGNATURE                                    

     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 hereto duly authorized.

                                                BEVERLY ENTERPRISES, INC.

                                                 /s/ Scott M. Tabakin
                                             ---------------------------------
                                                     Scott M. Tabakin       
                                             Senior Vice President, Controller,
                                               Chief Accounting Officer and
                                              Acting Chief Financial Officer

Date: December 22, 1995

EX-7.1

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                                                                  Exhibit 7.1

     BEVERLY ENTERPRISES FOURTH QUARTER EARNINGS TO BE LOWER THAN EXPECTATIONS

(FORT SMITH, ARKANSAS, December 19, 1995) -- Beverly Enterprises, Inc. 
(NYSE:BEV) today announced that fourth quarter earnings are expected to be 
below management's expectations and projections made by financial analysts. 
Based on preliminary data, fourth quarter earnings could total about 10 cents 
per share, compared to analysts' forecasts that average about 22 cents per 
share. (These estimates exclude the impact of the previously announced non-cash 
charge related primarily to the adoption of Statement of Financial Accounting 
Standards No. 121.)

The earnings shortfall primarily reflects continuing difficulties consolidating 
recent acquisitions made by its Pharmacy Corporation of America (PCA) unit, as 
well as higher than expected start-up costs for new facilities within its 
American Transitional Hospitals (ATH) unit.

"We are disappointed by the continuing problems associated with consolidating 
pharmacy operations, but believe the ultimate strategic advantages of PCA will 
more than offset the current earnings shortfall," said David R. Banks, Beverly 
Chairman and Chief Executive Officer. "We identified the problems earlier this 
year and have taken aggressive actions to resolve them. Unfortunately, PCA's 
financial results do not yet reflect the progress we are making. We remain 
convinced that these acquisitions offer us important operating and marketing 
synergies, but now recognize that it will take longer than anticipated to fully 
capture those synergies. We will focus on improving PCA's financial performance 
and will defer indefinitely plans to spin-off any portion of PCA.

"The shortfall at ATH is due to an acceleration of our plans to grow this 
business," Banks notes. "We opened five new hospitals in 1995. It's typical 
for new facilities of this type to operate at a loss initially, but we believe 
the accelerated growth this year makes sense in the long-term."

Beverly Enterprises, Inc. is the leading provider of long-term health care in 
the United States. It operates nursing/rehabilitation facilities, institutional 
and mail order pharmacies, acute long-term transitional hospitals, assisted 
living centers, hospice and home health centers. Beverly provides medical cost 
containment and managed care services through its nationwide network.