SUPPLEMENT NO. 2 DATED DECEMBER 9, 1996
                     TO PROSPECTUS DATED SEPTEMBER 3, 1996
         RELATING TO $125,000,000 PRINCIPAL AMOUNT 5 5/8% CONVERTIBLE
                        SUBORDINATED NOTES DUE 2006 AND
                              3,654,971 SHARES OF
                         RENAL TREATMENT CENTERS, INC.
                         COMMON STOCK, $.01 PAR VALUE


     All capitalized terms used but not defined herein shall have the meanings
prescribed in the Prospectus dated September 3, 1996, as supplemented by
Supplement No. 1 dated December 2, 1996, forming a part of Form S-3 Registration
Statement No. 333-10839.

     The purpose of this supplement is to provide additional information
regarding the Selling Securityholders.  The Selling Securityholders in the table
below are identified by this supplement. The Notes beneficially owned by each of
such Selling Securityholders were previously listed in the Prospectus under the
name of the nominee or Depository Trust Company participant holding the Notes
for the benefit of the Selling Securityholder.  The table has been prepared
based upon information furnished to the Company by or on behalf of the Selling
Securityholders identified therein.


 
                                     Principal                                
                                   Amount of Notes                           Number of        
                                    Beneficially                            Conversion          Percentage 
                                       Owned             Percentage           Shares            of Common      
                                      That May           of Notes            That May           Stock Out- 
Name                                  Be Sold           Outstanding         Be Sold (1)        standing (2) 
- ----                                  -------           -----------         -----------        ------------ 
                                                                                    
Bear Stearns Securities Corp.        $1,850,000             1.5%               54,093                *
 
Delta Air Lines Master Trust         $1,860,000             1.5%               54,385                *
 
FORUM Capital Markets L.P.           $   40,000             *                   1,169                *

Hughes Aircraft Company Master       $  645,000             *                  18,859                *
 Retirement Trust

McMahon Securities                   $1,000,000             *                  29,239                *

OCM Convertible Limited              $  150,000             *                   4,385                *
 Partnership

OCM Convertible Trust                $2,655,000             2.1%               77,631                *

State Employees' Retirement Fund     $  685,000             *                  20,029                *
 of the State of Delaware

State of Connecticut Combined        $2,150,000             1.7%               62,865                *
 Investment Funds

TQA Arbitrage Fund, L.P.             $  500,000             *                  14,619                *

TQA Vantage Fund, Ltd.               $  500,000             *                  14,619                *
 


 


 
                                     Principal                                
                                   Amount of Notes                           Number of        
                                    Beneficially                            Conversion          Percentage 
                                       Owned             Percentage           Shares            of Common   
                                      That May           of Notes            That May           Stock Out- 
Name                                  Be Sold           Outstanding         Be Sold (1)        standing (2) 
- ----                                  -------           -----------         -----------        ------------ 
                                                                                  
Vanguard Convertible Securities      $1,500,000             1.2%               43,859                *
 Fund, Inc.

- -------------------------------


* Less than 1%.

(1)  Assumes conversion of the full amount of Notes held by such holder at the
     current conversion rate of $34.20 in principal amount of Notes per share of
     Common Stock.  Under the terms of the Indenture, fractional shares will not
     be issued upon conversion of the Notes; cash will be paid in lieu of
     fractional shares, if any.

(2)  Computed in accordance with Rule 13d-3(d)(i) promulgated under the Exchange
     Act based upon the 24,393,056 shares of Common Stock outstanding as of
     November 8, 1996, treating as outstanding the number of Conversion Shares
     shown as being issuable upon the assumed conversion by the named holder of
     the full amount of such holder's Notes but not assuming the conversion of
     the Notes of any other holders.


     Other than their ownership of the Company's securities, none of the
foregoing Selling Securityholders has had any material relationship with the
Company within the past three years.