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                                                                      EXHIBIT 8

                [ARGUE PEARSON HARBISON & MYERS, LLP LETTERHEAD]


                                 June 5, 1998





Omega Healthcare Investors, Inc.
905 West Eisenhower Circle, Suite 110
Ann Arbor, Michigan 48103

Re:      Tax Opinion Re: $125,000,000  - 6.95% Notes Due 2002

Gentlemen:

In connection with the Prospectus Supplement dated June 5, 1998, with respect to
the issuance by Omega Healthcare Investors, Inc. of $125,000,000 6.95% Notes due
2002, you have requested our opinion concerning whether the Company has been
organized in conformity with the requirements for qualification as a real
estates investment trust, and whether its proposed method of operation will
enable it to meet the requirements for qualification and taxation as a real
estate investment trust under the Internal Revenue Code of 1986, as amended (the
"Code").

The opinion is based on various facts and assumptions. We have also been
furnished with, and have relied upon, representations made by the Company with
respect to certain factual matters through a certificate of an officer of the
Company.

Based on such facts, assumptions and representations, it is our opinion (i) that
the Company has been organized in conformity with the requirements for
qualification as a real estate investment trust under the Code, and its proposed
method of operation will enable it to meet the requirements for qualification
and taxation as a real estate investment trust under the Code, and (ii) the
statements in the Prospectus Supplement dated June 5, 1998, set forth under the
caption "Certain Federal Income Tax Considerations" to the extent such
information constitutes matters of law, summaries of legal matters, or legal
conclusions, has been reviewed by us and is accurate in all material respects.
No opinion is expressed as to any matter not expressly addressed herein.

This opinion is based on various statutory provisions, regulations promulgated
thereunder and interpretations thereof by the Internal Revenue Service and
courts having jurisdiction over such 


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Omega Healthcare Investors, Inc.
June 5, 1998
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matters, all of which are subject to change either prospectively or
retrospectively. Also, any variation or difference in the facts from those set
forth in the officer's certificate furnished to us may affect the conclusions
stated herein. Moreover, the Company's qualification and taxation as a real
estate investment trust depends upon the Company's ability to meet, through
actual annual operation results, distribution levels and diversity of stock
ownership, the various qualification tests imposed under the Code, the results
of which have not and will not be reviewed by Argue Pearson Harbison & Myers,
LLP. Accordingly, no assurance can be given that the actual results of the
Company's operation for any one taxable year will satisfy such requirements.

This opinion is furnished to you solely for your use in connection with the
Registration Statement. We hereby consent to the filing of this opinion as an
exhibit to the Registration Statement and to the use of our name under the
caption "Legal Matters" in the Prospectus Supplement.

                                                 Very truly yours,

                                                 Argue Pearson Harbison & Myers







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