PRESS RELEASE - FOR IMMEDIATE RELEASE

              OMEGA ANNOUNCES THIRD QUARTER 2003 FINANCIAL RESULTS


     TIMONIUM,  MARYLAND - OCTOBER 24, 2003 - Omega Healthcare  Investors,  Inc.
(NYSE:OHI)  today  announced  its results of  operations  for the quarter  ended
September  30,  2003.  The  Company  reported  net  income  available  to common
stockholders for the three-month  period ended September 30, 2003 of $4 thousand
or $0.00 per fully  diluted  common  share on  revenues of $20.9  million.  This
compares to a net loss of ($12.9)  million or ($0.35) per fully  diluted  common
share for the same period in the prior year.  The Company  also  reported  Funds
From  Operations  ("FFO") on a fully  diluted  basis for the three  months ended
September 30, 2003 of $10.8 million or $0.20 per common share. The $10.8 million
of FFO  excludes  the impact of a $4.3  million  non-cash  impairment  charge in
accordance  with the guidelines for the  calculation and reporting of FFO issued
by the National Association of Real Estate Investment Trusts ("NAREIT").

     Revenues for the three-month  period ended September 30, 2003 totaled $20.9
million,  a  decrease  of  $10.0  million  from the same  period  in 2002.  When
excluding nursing home revenues of owned and operated assets, revenues decreased
$3.2 million  versus the  three-month  period  ended  September  30,  2002.  The
decrease was primarily the result of operator restructurings.

     Expenses for the three-month  period ended September 30, 2003 totaled $17.3
million,  a  decrease  of  $23.6  million  from the same  period  in 2002.  When
excluding  nursing home  expenses of owned and operated  assets,  expenses  were
$17.3 million for the  three-month  period ended September 30, 2003 versus $21.2
million  for the same  period  in  2002.  The $3.9  million  decrease  primarily
resulted from a $4.3 million provision for impairment  recorded during the third
quarter of 2003,  compared to a provision  for  impairment of $2.4 million and a
provision for  uncollectible  mortgages,  notes and accounts  receivable of $5.2
million, both taken in the third quarter of 2002. In addition,  interest expense
decreased  approximately $0.9 million from $6.4 million for the third quarter of
2002 to $5.5 million for the three-month period ended September 30, 2003.

     Nursing home expenses, net of nursing home revenues, for owned and operated
assets for the three-month period ended September 30, 2003 were $19 thousand,  a
decrease  of $12.9  million  from the same  period  in 2002.  The  decrease  was
primarily  a  result  of the  decrease  in the  number  of  owned  and  operated
facilities from eight at September 30, 2002 to one at September 30, 2003.

     A provision for impairment of $4.3 million was recorded for the three-month
period ended  September 30, 2003. The provision  reduced the carrying value of a
facility in the process of being closed to its  estimated  fair value less costs
to dispose. The building is being actively marketed for sale; however, there can
be no  assurance  if, or when,  such sale will be completed or whether such sale
will be completed on terms that allow the Company to realize the carrying  value
of the asset.

     During the  three-month  period ended  September 30, 2003, the Company sold
seven closed  facilities in seven separate  transactions.  The Company  realized
proceeds of approximately $4.0 million, net of closing costs and other expenses,
resulting in a gain of approximately $1.4 million.

     Funds from operations for the three-month  period ended September 30, 2003,
on a fully  diluted  basis,  were $10.8  million or $0.20 per common  share,  an
increase of $16.0 million, as compared to a deficit of ($5.1) million or ($0.21)
per common share for the same period in 2002 due to the factors mentioned above.
The  $10.8  million  of FFO  excludes  the  impact  of a $4.3  million  non-cash
impairment  charge in accordance  with the  guidelines for the  calculation  and
reporting  of FFO issued by NAREIT.  For further  information,  see the attached
"Funds From Operations" schedule and notes.

     The Company  believes  that  presentation  of the  Company's  revenues  and
expenses,  excluding  nursing home owned and operated assets,  provides a useful
measure of the operating  performance  of the Company's core portfolio as a Real
Estate  Investment  Trust ("REIT") in view of the  disposition of all but one of
the  Company's  owned and operated  assets.  For 2003,  nursing  home  revenues,
nursing  home  expenses,  operating  assets and  operating  liabilities  for the
Company's owned and operated  properties are shown on a net basis on the face of
the  Company's  consolidated  financial  statements.   For  2002,  nursing  home
revenues, nursing home expenses,  operating assets and operating liabilities for
the  Company's  owned and operated  properties  are shown  separately on a gross
basis on the face of the Company's consolidated financial statements.

PORTFOLIO DEVELOPMENTS

     Alterra Healthcare  Corporation  ("Alterra").  Alterra announced during the
first quarter of 2003,  that,  in order to facilitate  and complete its on-going
restructuring  initiatives,  they had filed a voluntary  petition  with the U.S.
Bankruptcy  Court for the District of Delaware to reorganize under Chapter 11 of
the U.S. Bankruptcy Code. At that time, the Company leased eight assisted living
facilities (325 units) located in seven states to subsidiaries of Alterra.

     Effective  July 7,  2003,  the  Company  amended  its  Master  Lease with a
subsidiary of Alterra  whereby the number of leased  facilities was reduced from
eight to five. The amended  Master Lease has a remaining  term of  approximately
ten years with an annual rent  requirement of approximately  $1.5 million.  This
compares to the 2002 annualized  revenue of $2.6 million.  The Company is in the
process of  negotiating  terms and  conditions to re-lease the  remaining  three
properties.  In  the  interim,  Alterra  will  continue  to  operate  the  three
facilities.  The Amended  Master Lease has been approved by the U.S.  Bankruptcy
Court in the District of Delaware.

     Claremont Healthcare Holdings, Inc. ("Claremont").  Claremont failed to pay
base rent due on October 1, 2003 in the amount of $0.5  million.  On October 10,
2003,  the Company  applied a security  deposit in the amount of $0.5 million to
pay  Claremont's  October rent payment and demanded that  Claremont  restore the
$0.5 million security  deposit.  As of the date of this filing,  the Company has
additional  security  deposits in the form of cash in the amount of $0.5 million
associated  with  Claremont.  The Company  continues to  recognize  revenue from
Claremont on a cash-basis as it is received.

     Sun Healthcare  Group,  Inc.  ("Sun").  Effective July 1, 2003, the Company
re-leased five former Sun skilled nursing  facilities  ("SNFs") in the following
three  separate lease  transactions:  (i) a Master Lease of two SNFs in Florida,
representing 350 beds, which Master Lease has a ten-year term and has an initial
annual  lease rate of $1.3  million;  (ii) a Master  Lease of two SNFs in Texas,
representing 256 beds, which Master Lease has a ten-year term and has an initial
annual  lease  rate of  $800,000;  and  (iii) a lease  of one SNF in  Louisiana,
representing  131 beds,  which lease has a ten-year term and requires an initial
annual lease rate of $400,000.  Aggregate  monthly  contractual  lease payments,
under all three transactions, total approximately $208,000 and commenced July 1,
2003.

     On October 1, 2003,  the Company  re-leased  three SNFs formerly  leased by
Sun.  Specifically,  the Company re-leased the three former Sun SNFs, located in
California  and  representing  271 beds, to a new operator  under a Master Lease
which has a 15-year term and has an initial annual lease rate of $1.24 million.

     As a result of the October  transitions  mentioned above, Sun's contractual
monthly rent, starting in October,  was reduced  approximately $0.1 million from
approximately  $2.0  million to  approximately  $1.9  million.  For the month of
October,  Sun remitted  approximately  $1.51 million in lease payments (or $18.1
million  annually)  similar to what was paid on a monthly basis during the third
quarter of 2003.  Revenue from Sun continues to be recognized on a cash-basis as
it is received.  Rent  received in October from the eight former Sun  facilities
mentioned above totaled approximately $0.31 million or $3.74 million annually.

     Separately,  the Company  continues its ongoing  restructuring  discussions
with Sun. At the time of this filing, the Company cannot determine the timing or
outcome of these  discussions.  There can be no assurance that Sun will continue
to pay rent at any  level,  although,  the  Company  believes  that  alternative
operators  would be available to lease or buy the remaining Sun facilities if an
appropriate agreement is not completed with Sun.


DIVIDENDS

     As announced  on  September  23,  2003,  the  Company's  Board of Directors
declared its regular  quarterly  dividends for all classes of preferred stock to
be paid  November  17, 2003 to preferred  stockholders  of record on October 31,
2003. In addition,  the Board declared the  reinstatement of its common dividend
to be paid  November  17, 2003 to common  shareholders  of record on October 31,
2003.

     Series A and Series B preferred  stockholders of record on October 31, 2003
will be paid dividends in the amount of approximately  $0.5781 and $0.5390,  per
preferred  share,  respectively,  on November 17, 2003.  The Company's  Series C
preferred  stockholder  will be paid  dividends  of $2.50 per Series C preferred
share on November 17, 2003. The liquidation  preference for the Company's Series
A,  B  and  C  preferred  stock  is  $25.00,   $25.00  and  $100.00  per  share,
respectively.  Regular quarterly  dividends  represent  dividends for the period
August 1, 2003 through October 31, 2003. Total dividend payments for all classes
of preferred stock are approximately $5.0 million.

     Common stockholders of record on October 31, 2003 will be paid dividends in
the amount of $0.15 per share on November 17, 2003. At the date of this release,
the Company had approximately 37.2 million outstanding common shares.


CONFERENCE CALL

     The Company will be  conducting a  conference  call on Friday,  October 24,
2003,  at 10 a.m. EDT to review the  Company's  2003 third  quarter  results and
current  developments.  To listen to the conference call via webcast,  log on to
www.omegahealthcare.com and click the "earnings call" icon on the Company's home
page.  Listening  via webcast  will require you to have  Microsoft  Media Player
installed  on your  computer,  which can be  downloaded  at no  charge  from the
Company's  website.  Please allow up to 30 minutes prior to the call to download
this  software.  Webcast  replays of the call will be available on the Company's
website for two weeks  following  the call.  Additionally,  a copy of this press
release is available to investors on the "new releases" section of the Company's
website.


                                   * * * * * *

     Omega  is a  Real  Estate  Investment  Trust  investing  in  and  providing
financing to the long-term  care  industry.  At September 30, 2003,  the Company
owned or held mortgages on 216 skilled  nursing and assisted  living  facilities
with  approximately  21,800  beds  located  in  28  states  and  operated  by 34
third-party healthcare operating companies.


                        FOR FURTHER INFORMATION, CONTACT
                      Bob Stephenson, CFO at (410) 427-1700
                            ------------------------

This  announcement  includes  forward-looking  statements.  All  forward-looking
statements included herein are based on information  available to the Company on
the date  hereof.  Such  statements  only  speak as of the date  hereof  and the
Company assumes no obligation to update such forward-looking statements.  Actual
results  may differ  materially  from those  reflected  in such  forward-looking
statements as a result of a variety of factors,  including,  among other things:
(i) uncertainties  relating to the operation of the Company's owned and operated
assets,  including  those  relating  to  reimbursement  by  third-party  payors,
regulatory  matters and occupancy  levels;  (ii)  uncertainties  relating to the
restructuring of Sun's remaining  obligations and payment of contractual  rents,
regulatory  and  other  changes  in the  healthcare  sector,  including  without
limitation,  changes in Medicare  reimbursement;  (iii) changes in the financial
position of the Company's operators; (iv) the ability of operators in bankruptcy
to  reject  unexpired  lease  obligations,  modify  the  terms of the  Company's
mortgages,  and impede  the  ability of the  Company to collect  unpaid  rent or
interest  during the pendency of a  bankruptcy  proceeding  and retain  security
deposits for the debtor's obligations; (v) the availability and cost of capital;
(vi)  competition  in the  financing of healthcare  facilities;  and (vii) other
factors  identified in the Company's  filings with the  Securities  and Exchange
Commission.


                       OMEGA HEALTHCARE INVESTORS, INC.
                           CONSOLIDATED BALANCE SHEETS
                                 (In thousands)


                                                                                        September 30,       December 31,
                                                                                            2003                2002
                                                                                        --------------------------------
                                                                                         (Unaudited)         (See note)
                                                                                                           
                                     ASSETS
Real estate properties
   Land and buildings at cost...................................................         $ 709,825            $ 669,188
   Less accumulated depreciation................................................          (133,344)            (117,986)
                                                                                        --------------------------------
     Real estate properties - net...............................................           576,481              551,202
   Mortgage notes receivable - net..............................................           120,314              173,914
                                                                                        --------------------------------
                                                                                           696,795              725,116
Other investments - net.........................................................            26,491               36,887
                                                                                        --------------------------------
                                                                                           723,286              762,003
Assets held for sale - net......................................................             2,091                2,324
                                                                                        --------------------------------
   Total investments............................................................           725,377              764,327
Cash and cash equivalents.......................................................             6,079               15,178
Accounts receivable - net.......................................................             2,599                2,766
Interest rate cap...............................................................             5,280                7,258
Other assets....................................................................             7,600                5,597
Operating assets for owned properties...........................................                 -                8,883
                                                                                        --------------------------------
   Total assets.................................................................         $ 746,935            $ 804,009
                                                                                        ================================

            LIABILITIES AND STOCKHOLDERS EQUITY
Revolving lines of credit.......................................................         $ 190,545            $ 177,000
Unsecured borrowings............................................................           100,000              100,000
Other long-term borrowings......................................................             6,945               29,462
Accrued expenses and other liabilities..........................................            18,075               13,234
Operating liabilities for owned properties......................................                 -                4,612
Operating assets and liabilities for owned properties- net......................               957                    -
                                                                                        --------------------------------
   Total liabilities............................................................           316,522              324,308
                                                                                        --------------------------------

Preferred stock.................................................................           212,342              212,342
Common stock and additional paid-in capital.....................................           484,918              484,766
Cumulative net earnings.........................................................           169,092              151,245
Cumulative dividends paid.......................................................          (431,123)            (365,654)
Unamortized restricted stock awards.............................................                 -                 (116)
Accumulated other comprehensive loss............................................            (4,816)              (2,882)
                                                                                        --------------------------------
   Total stockholders equity....................................................           430,413              479,701
                                                                                        --------------------------------
   Total liabilities and stockholders equity....................................         $ 746,935            $ 804,009
                                                                                        ================================


NOTE - The balance  sheet at December 31, 2002 has been derived from the audited
consolidated  financial statements at that date, but does not include all of the
information and footnotes required by generally accepted  accounting  principles
for complete financial statements.


                       OMEGA HEALTHCARE INVESTORS, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                    Unaudited
                    (In thousands, except per share amounts)


                                                                                 Three Months Ended             Nine Months Ended
                                                                                    September 30,                 September 30,
                                                                                 2003           2002           2003           2002
                                                                                ---------------------         ---------------------
                                                                                                                  
Revenues
  Rental income.................................................................$ 16,523    $ 16,472          $ 49,350    $ 47,569
  Mortgage interest income......................................................   3,465       5,301            11,346      15,899
  Other investment income - net.................................................     660       2,068             2,406       4,227
  Nursing home revenues of owned and operated assets............................       -       6,798                 -      40,756
  Litigation settlement.........................................................       -           -             2,187           -
  Miscellaneous.................................................................     278         243               990         759
                                                                                ---------------------         ----------------------
                                                                                  20,926      30,882            66,279     109,210
                                                                                ---------------------         ----------------------
Expenses
  Nursing home expenses of owned and operated assets............................       -      19,677                 -      56,862
  Nursing home revenues and expenses of owned and operated assets - net.........      19           -             1,457           -
  Depreciation and amortization.................................................   5,386       5,298            16,119      15,976
  Interest......................................................................   5,468       6,444            17,963      21,769
  General and administrative....................................................   1,493       1,576             4,425       5,065
  Legal.........................................................................     538         610             1,880       2,262
  State taxes...................................................................     153          54               472         270
  Provision for impairment......................................................   4,276       2,371             8,894       1,699
  Provision for uncollectible mortgages, notes and accounts receivable..........       -       5,219                 -       8,898
  Adjustment of derivatives to fair value.......................................       -        (348)                -        (946)
                                                                                ---------------------         ----------------------
                                                                                  17,333      40,901            51,210     111,855
                                                                                ---------------------         ----------------------

Income (loss) before gain on assets sold........................................   3,593     (10,019)           15,069      (2,645)
Gain on assets sold - net.......................................................       -       2,157             1,282       1,855
                                                                                ---------------------         ----------------------
Income (loss) from continuing operations........................................   3,593      (7,862)           16,351        (790)
Income (loss) from discontinued operations......................................   1,440           -             1,496      (3,155)
                                                                                ---------------------         ----------------------
Net income (loss)...............................................................   5,033      (7,862)           17,847      (3,945)
Preferred stock dividends.......................................................  (5,029)     (5,029)          (15,087)    (15,087)
                                                                                ---------------------         ----------------------
Net income (loss) available to common...........................................$      4    $(12,891)         $  2,760    $(19,032)
                                                                                =====================         ======================

Income (loss) per common share:
  Basic:
    Income (loss) from continuing operations....................................$  (0.04)   $  (0.35)         $   0.04    $  (0.47)
                                                                                =====================         ======================
    Net income (loss)...........................................................$      -    $  (0.35)         $      -    $  (0.56)
                                                                                =====================         ======================
  Diluted:
    Income (loss) from continuing operations....................................$  (0.04)   $  (0.35)         $   0.03    $  (0.47)
                                                                                =====================         ======================
    Net income (loss)...........................................................$      -    $  (0.35)         $   0.07    $  (0.56)
                                                                                =====================         ======================

Dividends declared and paid per common share....................................$   0.15    $      -          $   0.15    $      -
                                                                                =====================         ======================

Weighted-average shares outstanding, basic......................................  37,193      37,133            37,164      33,930
                                                                                =====================         ======================
Weighted-average shares outstanding, diluted....................................  38,617      37,133            38,587      33,930
                                                                                =====================         ======================

Components of other comprehensive income:
  Unrealized gain on Omega Worldwide, Inc.......................................$      -    $    411          $      -    $    969
                                                                                =====================         ======================
  Unrealized gain (loss) on hedging contracts...................................$  1,218    $ (1,318)         $ (1,934)   $   (952)
                                                                                =====================         ======================

Total comprehensive income......................................................$  6,251    $ (8,769)         $ 15,913    $ (3,928)
                                                                                =====================         ======================



                        OMEGA HEALTHCARE INVESTORS, INC.
                              FUNDS FROM OPERATIONS
                                    Unaudited
                    (In thousands, except per share amounts)


                                                                                 Three Months Ended             Nine Months Ended
                                                                                    September 30,                 September 30,
                                                                                 2003           2002           2003           2002
                                                                                ---------------------         ---------------------
                                                                                                                  
Net income (loss) available to common...........................................$      4    $(12,891)         $ 2,760     $(19,032)
  Deduct gain from real estate dispositions.....................................  (1,440)     (2,157)          (2,778)      (1,855)
  Add back impairment charge....................................................   4,276       2,371            8,894        4,854
                                                                                ---------------------         ----------------------
    Sub-total...................................................................   2,840     (12,677)           8,876      (16,033)
Elimination of non-cash items included in net income (loss):
  Depreciation..................................................................   5,347       5,254           15,995       15,843
  Amortization..................................................................      39          44              124          133
  Adjustment of derivatives to fair value.......................................       -        (348)               -         (946)
                                                                                ---------------------         ----------------------
Funds from operations, basic....................................................   8,226      (7,727)          24,995       (1,003)
Series C Preferred Dividends....................................................   2,621       2,621            7,863        7,863
                                                                                ---------------------         ----------------------
Funds from operations, diluted..................................................$ 10,847    $ (5,106)         $32,858     $  6,860
                                                                                =====================         ======================

Weighted-average common shares outstanding, basic...............................  37,193      37,133           37,164       33,930
  Assumed conversion of Series C Preferred Stock................................  16,775      16,775           16,775       16,775
  Assumed exercise of stock options.............................................   1,423       1,154            1,423        1,154
                                                                                ---------------------         ----------------------
Weighted-average common shares outstanding, diluted.............................  55,391      55,062           55,362       51,859
                                                                                =====================         ======================

FFO per share, basic............................................................$   0.22    $  (0.21)         $  0.67     $  (0.03)
                                                                                =====================         ======================
FFO per share, diluted *........................................................$   0.20    $  (0.21)         $  0.59     $  (0.03)
                                                                                =====================         ======================
Adjusted funds from operations:
  Funds from operations, diluted................................................$ 10,847    $ (5,106)         $32,858     $  6,860
  Deduct legal settlement.......................................................       -           -           (2,187)           -
  Deduct nursing home revenues..................................................  (1,077)     (6,798)          (3,661)     (40,756)
  Deduct one-time revenue and other adjustments.................................       -      (1,806)               -       (1,806)
  Add back one-time refinancing expense.........................................       -           -                -            -
  Add back nursing home expenses................................................   1,096      19,677            5,118       56,862
  Add back provision for uncollectible mortgages, notes and
    accounts receivable.........................................................       -       5,219                -        8,898
  Add back write-off of deferred financing......................................       -           -            2,586            -
                                                                                ---------------------         ----------------------
Adjusted funds from operations..................................................$ 10,866    $ 11,186          $34,714     $ 30,058
                                                                                =====================         ======================

     *    Lower of basic or diluted FFO per share.

     The Company  believes  that Funds From  Operations  ("FFO") is an important
supplemental  measure  of  the  Company's  operating  performance.  Because  the
historical  cost  accounting  convention  used for real estate  assets  requires
depreciation  (except on land),  such accounting  presentation  implies that the
value of real estate assets diminishes  predictably over time, while real estate
values instead have  historically  risen or fallen with market  conditions.  The
term FFO was  designed by the real estate  industry to address  this issue.  The
Company  calculates  and  reports  FFO in  accordance  with the  definition  and
interpretive  guidelines  issued  by the  National  Association  of Real  Estate
Investment Trust ("NAREIT").  The Company defines FFO as net income available to
common  stockholders,  adjusted  for  the  effects  of  asset  dispositions  and
impairments and certain non-cash items, primarily depreciation and amortization.
NAREIT's implementation guidance provides that impairment write-downs associated
with previously depreciable operators' property should be added back to GAAP net
income to calculate  FFO.  FFO herein is not  necessarily  comparable  to FFO of
other REITs that do not use the same definition or implementation  guidelines or
interpret the standards  differently  from the Company.  Diluted FFO is adjusted
for the  assumed  conversion  of Series C  preferred  stock and the  exercise of
in-the-money stock options.

     Adjusted  FFO is  calculated  as diluted  FFO less  revenues  and  expenses
related to nursing home  operations  and  one-time  revenue  items.  The Company
believes  that  adjusted  FFO  provides  an  enhanced  measure of the  operating
performance of the Company's core portfolio as a REIT in view of the disposition
of all but one of the Company's owned and operated assets.

     Neither FFO nor adjusted  FFO  represents  cash  generated  from  operating
activities  in accordance  with GAAP,  and  therefore,  should not be considered
alternatives  to net income as  indications  of operating  performance or to net
cash flow from  operating  activities,  as  determined  by GAAP, as a measure of
liquidity, and such measures are not necessarily indicative of cash available to
fund cash needs or dividends. The Company believes that in order to facilitate a
clear  understanding of the  consolidated  historical  operating  results of the
Company,  FFO and adjusted FFO should be examined in conjunction with net income
as presented elsewhere in this press release.


     Nursing  home   revenues  and  nursing  home   expenses  in  the  Company's
consolidated  financial  statements  which  relate  to the  Company's  owned and
operated assets are as follows:

                                       Three Months Ended     Nine Months Ended
                                          September 30,          September 30,
                                       ------------------     ------------------
                                        2003       2002        2003       2002
                                       ------------------     ------------------
                                           (Unaudited)            (Unaudited)
                                         (In thousands)         (In thousands)
Nursing home revenues (1)
  Medicaid............................. $  604    $ 3,908      $ 2,073  $24,899
  Medicare.............................    193      1,591          645    8,662
  Private & other......................    280      1,299          943    7,195
                                       ------------------     ------------------
    Total nursing home revenues (2)....  1,077      6,798        3,661   40,756
                                       ------------------     ------------------

Nursing home expenses
  Patient care expenses................    597      7,854        2,020   30,964
  Administration.......................    351      3,170        1,952   12,213
  Property & related...................     67      1,070          327    3,545
  Leasehold buyout expense.............      -      1,670          582    1,670
  Management fees......................     81        414          209    2,292
  Rent.................................      -        480           28    1,957
  Provision for uncollectible accounts.      -      5,019            -    4,221
                                       ------------------     ------------------
    Total nursing home expenses (2)....  1,096     19,677        5,118   56,862
                                       ------------------     ------------------
Nursing home revenues and expenses of
  owned and operated assets - net (2).. $  (19)   $     -      $(1,457) $    -
                                       ==================     ==================

     (1)  Nursing  home  revenues  from  these  owned and  operated  assets  are
          recognized as services are provided.

     (2)  Nursing home  revenues  and expenses of owned and operated  assets for
          the three- and nine-months ended September 30, 2003 are shown on a net
          basis  on  the  face  of  the  Company's  Consolidated  Statements  of
          Operations  and  are  shown  on a  gross  basis  for  the  three-  and
          nine-months ended September 30, 2002.



     The table below reconciles  reported  revenues and expenses to revenues and
expenses  excluding  nursing  home  revenues  and expenses of owned and operated
assets.  Nursing home revenues and expenses of owned and operated assets for the
three- and nine-month  periods ended September 30, 2003 are shown on a net basis
on the face of the Company's Consolidated Statements of Operations and are shown
on a gross basis for the three- and nine-month periods ended September 30, 2002.
Since nursing home revenues are not included in reported revenues for the three-
and nine-month  periods ended  September 30, 2003, no adjustment is necessary to
exclude nursing home revenues.


                                       Three Months Ended     Nine Months Ended
                                          September 30,          September 30,
                                       ------------------     ------------------
                                        2003       2002        2003       2002
                                       ------------------     ------------------
                                           (Unaudited)            (Unaudited)
                                         (In thousands)         (In thousands)

Total revenues......................... $20,926   $30,882     $66,279  $109,210
Nursing home revenues of owned and
  operated assets......................       -     6,798           -    40,756
                                       ------------------     ------------------
  Revenues excluding nursing home
    revenues of owned and operated
    assets............................. $20,926   $24,084     $66,279  $ 68,454
                                       ==================     ==================

Total expenses......................... $17,333   $40,901     $51,210  $111,855
Nursing home expenses of owned and
  operated assets......................       -    19,677           -    56,862
Nursing home revenues and expenses of
  owned and operated assets - net......      19         -       1,457         -
                                       ------------------     ------------------
  Expenses excluding nursing home
    expenses of owned and operated
    assets............................. $17,314   $21,224     $49,753  $ 54,993
                                       ==================     ==================



     The assets and liabilities in our consolidated  financial  statements which
relate to our owned and operated assets are as follows:

                                                  (Unaudited)
                                                 September 30,    December 31,
                                                     2003            2002
                                                 -----------------------------
                                                        (In thousands)
                           ASSETS
Cash .........................................    $   331         $   838
Accounts receivable-net.......................      1,997           7,491
Other current assets .........................        294           1,207
                                                 -----------------------------

   Total current assets (1)...................      2,622           9,536
                                                 -----------------------------

Investment in leasehold-net (1)...............          -             185

Land and buildings............................      5,295           5,571
Less accumulated depreciation.................       (643)           (675)
                                                 -----------------------------

Land and buildings-net........................      4,652           4,896
                                                 -----------------------------

Assets held for sale-net......................      2,091           2,324
                                                 -----------------------------

  Total assets................................    $ 9,365         $16,941
                                                 =============================

                   LIABILITIES
Accounts payable..............................    $    65         $   389
Other current liabilities.....................      3,514           4,223
                                                 -----------------------------

   Total current liabilities..................      3,579           4,612
                                                 -----------------------------

Total liabilities (1).........................    $ 3,579         $ 4,612
                                                 =============================

Operating assets and liabilities for owned
   properties-net (1).........................    $  (957)        $     -
                                                 =============================

(1)  Operating  assets and liabilities for owned  properties as of September 30,
     2003 are shown on a net basis on the face of our Consolidated Balance Sheet
     and are shown on a gross basis as of December 31, 2002.



     The  table  below   summarizes  the  Company's  number  of  properties  and
investment by category for the quarter ended September 30, 2003:


                                                                                                                 Assets
                                                                                                     Total        Held
                                           Purchase /    Mortgages      Owned &      Closed        Healthcare     for
          Facility Count                   Leaseback     Receivable    Operated     Facilities     Facilities     Sale       Total
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                                          
Balance at June 30, 2003...............        155           52              1          13            221            3         224
Properties closed......................          -            -              -           -              -            -           -
Properties sold/mortgages paid.........          -           (1)             -          (4)            (5)          (2)         (7)
Transition leasehold interest..........          -            -              -           -              -            -           -
Properties leased/mortgages placed.....          -            -              -           -              -            -           -
Properties transferred to
  purchase/leaseback...................          -            -              -           -              -            -           -
- ------------------------------------------------------------------------------------------------------------------------------------
Balance at September 30, 2003..........        155           51              1           9            216            1         217
====================================================================================================================================

         Investment ($000's)
- ---------------------------------------
Balance at June 30, 2003...............   $702,483     $120,912       $  5,295     $  8,070       $836,760     $  2,227    $838,987
Properties transferred to assets
  held for sale........................          -            -              -            -              -            -           -
Properties closed......................          -            -              -            -              -            -           -
Properties sold/mortgages paid.........          -          (73)             -       (1,902)        (1,975)        (136)     (2,111)
Transition leasehold interest..........          -            -              -            -              -            -           -
Properties leased/mortgages placed.....          -            -              -            -              -            -           -
Properties transferred to
  purchase/leaseback...................          -            -              -            -              -            -           -
Impairment on properties...............     (4,276)           -              -            -         (4,276)           -      (4,276)
Capex and other........................        155         (525)             -            -           (370)           -        (370)
- ------------------------------------------------------------------------------------------------------------------------------------
Balance at September 30, 2003..........   $698,362     $120,314       $  5,295     $  6,168       $830,139     $  2,091    $832,230
====================================================================================================================================