PRESS RELEASE - FOR IMMEDIATE RELEASE

                         FOR FURTHER INFORMATION CONTACT
                    Essel W. Bailey, Jr., Chairman and CEO,
                   or David A. Stover, CFO, at (734) 887-0200

                   OMEGA HEALTHCARE INVESTORS, INC. ANNOUNCES
                       ADOPTION OF SHAREHOLDER RIGHTS PLAN

                  ANN  ARBOR,  MICHIGAN  -  MAY  12,  1999  -  Omega  Healthcare
Investors, Inc. (NYSE:OHI) (the "Company") announced that its Board of Directors
today  authorized the adoption of a shareholder  rights plan designed to enhance
the ability of all of the Company's  shareholders to realize the long-term value
of their  investment.  The plan is not being adopted in response to any specific
attempt to acquire control of the Company, according to CFO David Stover.

                  The  rights  plan is  designed  to  require  a person or group
seeking  to  gain  control  of the  Company  to  offer a fair  price  to all the
Company's  shareholders.  The rights  plan will not  interfere  with any merger,
acquisition or business  combination that the Company's Board of Directors finds
is in the best interest of the Company and its shareholders.

                  In connection  with the adoption of the rights plan, the Board
declared a dividend  distribution of one right for each common share outstanding
on May 24, 1999. The rights will not become  exercisable unless someone acquires
10% or more of the Company's  common stock,  or begins a tender offer that would
result in the person owning 10% or more of the Company's  common stock.  At that
point,  each  right  would  entitle a  shareholder  other  than the  person  who
triggered the rights plan to purchase either the Company's common stock or stock
of an acquiring  entity at a discount to the then market price.  Under the plan,
the rights can be redeemed by the Board of Directors.

                  Omega  is a Real  Estate  Investment  Trust  investing  in and
providing  financing to the long-term care industry.  Its portfolio includes 248
healthcare facilities with more than 27,000 licensed beds that are located in 30
states and operated by 33 independent healthcare operating companies.


           This news release contains forward-looking statements that
     involve risks and uncertainties described from time to time in the SEC
                         reports filed by the Company.

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