8-K

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20459
                                   ----------

                                    FORM 8-K

                 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934



                        Date of report: February 27, 2004
                        (Date of earliest event reported)




                              LTC PROPERTIES, INC.
             (Exact name of Registrant as specified in its charter)





            Maryland                       1-11314                71-0720518
(State or other jurisdiction of    (Commission file number)   (I.R.S. Employer
 incorporation or organization)                               Identification No)



                     22917 Pacific Coast Highway, Suite 350
                            Malibu, California 90265
                    (Address of principal executive offices)


                                 (805) 981-8655
              (Registrant's telephone number, including area code)




Item 5. -- Other Events

LTC Properties, Inc. ("LTC") issued a press release on February 27, 2004,
announcing the closing of the sale of 1 million shares of 8% Series F cumulative
redeemable preferred stock (the "Series F Preferred Stock") in a registered
direct placement. The Series F Preferred Stock was issued at $25 per share
resulting in gross proceeds of $25 million, prior to expenses and fees. As
additional public disclosure, the Company is furnishing this press release,
attached hereto as Exhibit 99.1.


Item 7. -- Exhibits

     (c)  Exhibits.
             99.1   Press Release dated  February 27, 2004 announcing the
                    closing of the sale of 1 million shares of 8% Series F
                    cumulative redeemable preferred stock





                                    SIGNATURE


Pursuant to the requirements of Section 13 or 15(d) 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.

                                 LTC PROPERTIES, INC.



Dated:  February 27, 2004        By: /s/  WENDY L. SIMPSON
                                     ---------------------
                                     Wendy L. Simpson
                                     Vice Chairman and Chief Financial Officer







                                  EXHIBIT INDEX

Exhibit 99.1    Press Release dated February 27, 2004 announcing the closing of
                the sale of 1 million shares of 8% Series F cumulative
                redeemable preferred stock

EX-99.1

                                                                    Exhibit 99.1

LTC Announces Closing of the Sale of $25 Million of 8% Series F Preferred Stock

    MALIBU, Calif.--(BUSINESS WIRE)--Feb. 27, 2004--LTC Properties,
Inc. (NYSE:LTC) announced today the closing of the sale of 1 million
shares of 8% Series F cumulative redeemable preferred stock (the
"Series F Preferred Stock") in a registered direct placement. The
Series F Preferred Stock was issued at $25 per share resulting in
gross proceeds of $25 million, prior to expenses and fees.
    The Company stated that this is the second and final closing of a
total of 4 million shares of the Series F Preferred Stock. The first
closing of 3 million shares occurred on Monday, February 23, 2004 as
previously announced by the Company.
    The Series F Preferred Stock has been approved for listing on the
New York Stock Exchange (the "NYSE") under the symbol "LTC PrF." The
NYSE has indicated that the Series F Preferred Stock is scheduled to
commence trading on the NYSE at the opening of the market on Monday,
March 1, 2004.
    The net proceeds from the sale of the 1 million shares along with
approximately $25.5 million of the net proceeds from the sale of the 3
million shares will be used to redeem all of the outstanding shares of
the Company's 9% Series B Preferred Stock. The Company announced the
redemption of all of its 9.5% Series A Preferred Stock with $48.6
million of the net proceeds of the sale of the first 3 million shares.
Net proceeds remaining after the redemption of the 9.5% Series A
Preferred Stock and the 9% Series B Preferred Stock will be used for
general corporate purposes.
    The Company is a self-administered real estate investment trust
that invests primarily in long-term care and other health care related
facilities through mortgage loans, facility lease transactions and
other investments. For more information on LTC Properties, Inc., visit
the Company's website at www.ltcproperties.com.

    This press release includes statements that are not purely
historical and are "forward looking statements" within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E
of the Securities Exchange Act of 1934, as amended, including
statements regarding the Company's expectations, beliefs, intentions
or strategies regarding the future. All statements other than
historical facts contained in this press release are forward looking
statements. These forward looking statements involve a number of risks
and uncertainties. All forward looking statements included in this
press release are based on information available to the Company on the
date hereof, and the Company assumes no obligation to update such
forward looking statements. Although the Company's management believes
that the assumptions and expectations reflected in such forward
looking statements are reasonable, no assurance can be given that such
expectations will prove to have been correct. The actual results
achieved by the Company may differ materially from any forward looking
statements due to the risks and uncertainties of such statements.

    CONTACT: LTC Properties, Inc.
             Andre C. Dimitriadis or Wendy L. Simpson, 805-981-8655