UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC 20549


                                   FORM 10-Q/A


         (X) QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

                 For the quarterly period ended March 31, 1996


                                      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 Number: 1-11666


                         GENESIS HEALTH VENTURES, INC.
            (Exact name of registrant as specified in its charter)


           Pennsylvania                              06-1132947
  (State or other jurisdiction of        (I.R.S. Employer Identification No.)
   incorporation or organization)

                             148 West State Street
                      Kennett Square, Pennsylvania 19348
         (Address, including zip code, of principal executive offices)
                                (610) 444-6350
              (Registrant's telephone number including area code)
                                                                                

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 the number of shares outstanding of each of the issuer's classes of 
Common Stock, as of May 8, 1996:  24,509,545


Item 1 is herby amended as follows:

Item 1 . Legal Proceedings. On May 10, 1996, the Company's agent for service of
process in Maryland received notice that Orem Medical Home Health Care, Inc. and
Orem Medical Corporation (collectively, "Orem") which are engaged in the
business of selling, renting and servicing durable medical equipment and
supplies filed suit in the Circuit Court for Baltimore City on May 2, 1996
against Genesis and its subsidiary Eastern Medical Supplies, Inc. ("Eastern").
The suit alleges that Genesis and/or Eastern have interfered with certain
contractual obligations and business relations between Orem and third parties
and that Genesis and/or Eastern have induced such third parties to breach
certain contractual obligations to Orem. The allegations relate to terminated
discussions of a possible acquisition by Genesis of assets of Orem. Orem
seeks compensatory and punitive damages and injunctive relief for such alleged
actions. While the Company has only recently commenced its investigation of the
matter and has not yet responded to the complaint, it believes it has defenses
to the claims, intends to vigorously defend such claims and believes that any
amount paid or accrued with respect to this matter will not have a material
adverse effect on the financial position or results of operations of the
Company. However, there can be no assurance as to the outcome of the suit and
that it will not have a material adverse effect on the financial position or
results of operations of the Company.



                                  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 thereto duly authorized.

                           GENESIS HEALTH VENTURES, INC.


Date: May 20, 1996             /s/ George V. Hager, Jr.
                               -------------------------------------------------
                               George V. Hager, Jr.
                               Senior Vice President and Chief Financial Officer