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  (Date  of  earliest  event  reported)     June 17, 1996


                   THE    MULTICARE    COMPANIES,    INC.

           (Exact name of registrant as specified in its charter)

     DELAWARE                     34-22090                       22-3152527
(State or other jurisdiction     (Commission                  (IRS Employer
     of incorporation)          File Number)            Identification No.)


                   411 HACKENSACK AVENUE, HACKENSACK, NJ           07601
                  (Address of principal executive offices)       (Zip Code)


Registrant's telephone number, including area code (201) 488-8818


                                Page 1 of 7 pages
                           Exhibit Index is on page 4





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Item 5.    OTHER EVENTS

           On  June  18, 1996, the Registrant announced in a press release that
it had signed a definitive agreement to acquire the ADS Group.


Item 7.    FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

           (a)  Financial Statements (to be filed by Amendment):

                Not Applicable

           (b)  Pro Forma Financial Information (to be filed by Amendment):

                Not Applicable

           (c)  EXHIBITS

                Exhibit 99.8   Press Release dated June 18, 1996




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                              SIGNATURES



           Pursuant to the requirements of the Securities Exchange of 1934, the

Registrant has duly caused  this  report  to  be  signed  on  its behalf by the

undersigned, thereunto duly authorized.



Date:    June 28, 1996                THE MULTICARE COMPANIES, INC.

                                      By: /s/ Stephen R. Baker
                                           Name: Stephen R. Baker
                                           Title:Executive Vice President and
                                                   Chief Operating Officer







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                             EXHIBIT INDEX
                                                                 PAGE


   Exhibit 99.8    Press Release dated June 18, 19965              5

EX-99

                                                                  EXHIBIT 99.8




FOR IMMEDIATE RELEASE
June 18, 1996; 7:00 am EST

Contact:  Stephen R. Baker
          Executive Vice President, Chief Operating Officer
          (201) 488-8818
          Melody A. Carey
          Director, Investor Relations
          (201) 535-5985


                 MULTICARE TO ACQUIRE A D S


- -Company is the Largest Provider of Long-Term Care in Massachusetts-


          HACKENSACK,  NJ, June 18, 1996 -- The Multicare Companies, Inc.

(NYSE: MUL) announced today  that it has signed a definitive agreement to

acquire The A D S  Group,  a  privately-held long-term care

company  headquartered  in  Newton,  Massachusetts.   Alan  D.  Solomont,

founder and chairman of A D S  (and a member of Multicare's

board of directors) will join Multicare as its vice chairman and Susan S.

Bailis, currently president, chief operating officer  and  a principal of

A D S,  will joint Multicare as a senior vice president  as

well as president of the new A D S/Multicare subsidiary.



          A D S owns, operates or manages 23 long-term care

facilities  and  provides   consulting   services  to  an  additional  14

facilities, totaling approximately 4,700 beds.   A D S also

manages  21  hospital-based subacute units with approximately  530  beds,

almost  all  of   which  are  located  in  Massachusetts.   Additionally,

A D S  manages  five,  and is constructing three additional

assisted living facilities, which are expected to be completed by the end

of 1996, totaling 826 beds, all of which  are  located  in Massachusetts.

Under the terms of the agreement, Multicare will pay approximately  $62.6

million,  assume  or  repay approximately $27.0 million in debt and issue

531,507 shares of its common  stock for A D S.  The closing will  occur upon

the receipt of  all  required  regulatory  consents  and licenses,



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the   approval   of  A D S'  shareholders,  the satisfactory completion of

Multicare's  due  diligence and the receipt of consent  of  Multicare's  lender.

The transaction  is  expected  to  be completed during the fourth quarter of

1996.


          "The A D S acquisition  is  a  good strategic fit

for  Multicare  presenting  us  with many exciting growth opportunities,"

said  Daniel  E. Straus, president  and  co-chief  executive  officer  of

Multicare.  "This  acquisition firmly positions Multicare in the state of

Massachusetts, expanding  our presence in the east coast market as a cost

effective provider of quality  long-term  care  services.  In addition to

being consistent with the Company's clustering and geographic strategies,

this acquisition enhances and complements our capabilities  in  the areas

of assisted living and subacute care."



          "We are also extremely pleased to have Alan and Susan join  our

senior  management team," stated Mr. Straus.  "Alan is a former president

of the Massachusetts Federation of Nursing Homes and Susan is a member of

the  National   Payment  Assessment  Commission.   I  am  confident  that

Multicare  will benefit  from  their  expertise  in  the  long-term  care

industry."



          "We  are  pleased to align ourselves with a premium provider in

the long-term care market,"  said  Alan D. Solomont, A D S'

founder and chairman.  "Together, our  relationships  with  hospitals and

assisted   living   facilities   will  enable  us  to  pursue  additional

opportunities.  Furthermore, this partnership expands our capabilities in

managing  subacute  care  for  hospitals   as  well  as  skilled  nursing

facilities."



          Multicare,  founded  in  1984, is a leading  provider  of  high

quality long-term care and specialty  medical  services.  Upon completion

of  the A D S acquisition, Multicare  will  own,  lease  or

manage  over  150 long-term care facilities with more than 17,000 beds in

11 states.  Multicare also owns and operates a number of ancillary health

care businesses, including a significant institutional pharmacy business.  The 



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Company's long-term  care  services  included  skilled  nursing care,

subacute  care,  assisted  living,  home health care and related  support

activities traditionally provided in long-term care facilities.



          Certain of the matters discussed  in this press release contain

forward-looking statements that involve risk and uncertainties.  Although

Multicare believes that the assumptions accompanying such forward-looking

statements  are reasonable, it cannot give any  assurance  that  expected

results will  occur.   A significant variation between actual results and

any of such assumptions  may  cause  actual  results to differ materially

from expectations.  Reference should be made to Multicare's Form 10-K for

the year ended December 31, 1995 for more specific information concerning

such risks and assumptions.