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                                                                    EXHIBIT 16.1


                        [COOPERS & LYBRAND LETTERHEAD]





September 5, 1997



Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

Gentlemen:

We have read the statements made by Retirement Care Associates, Inc.
("Company") pursuant to Item 4 of its Form 8-K, filed on August 21, 1997.  In
addition to the matters reported in such Form 8-K, with which we agree,
additional disagreements with the Company relating to matters that would have
led to reference thereto in our report if such matters had not been resolved to
our satisfaction follow:

        1.      Prior to the completion of our audit of the Company's
                June 30, 1996 financial statements, we discussed with
                management of the Company our concerns with respect
                to the realizability of notes and advances due to the
                Company from affiliates.  Management expressed their
                disagreement with our view on this issue.  As of 
                June 30, 1996, these notes and advances due from 
                affiliates totaled approximately $14.3 million.  
                Subsequent to June 30, 1996 but prior to the
                completion of our audit, the Company, as a result
                of our discussions with management, entered into a 
                series of transactions which had the effect of
                reducing the balance of notes and advances due
                from affiliates by approximately $14.2 million.
                These transactions are described in Note 19 -
                Subsequent Event to the Company's 1996 financial
                statements.

        2.      In connection with our audit of the June 30, 1996
                financial statements, we discussed with management
                our views that the Company should increase its
                allowances for doubtful accounts and Medicaid/
                Medicare settlements, and also increase its accruals
                for self-insured workers' compensation matters.  
                Initially, management disagreed with our views of the
                need to increase provisions for these matters.  Prior
                to the completion of our audit, the Company increased
                its provisions for these matters by approximately
                $1,470,000 in the aggregate.

   2

As a result of the matters previously reported in the aforementioned Form 8-K,
we have concluded that we are unable to rely on management's representations and
do not intend to be associated with any of its filings which may be made
pursuant to the Securities Act of 1933 or the Securities Exchange Act of 1934. 
Accordingly, our report dated September 27, 1996 (except for Note 19, as to
which the date is October 14, 1996) on our audit of the Company's financial
statements for the year ended June 30, 1996 should no longer be relied upon.

Very truly yours,




/s/ Coopers & Lybrand L.L.P.
Coopers & Lybrand L.L.P.