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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 8-K


                                 CURRENT REPORT


                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                       SECURITIES AND EXCHANGE ACT OF 1934


      DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): SEPTEMBER 19, 1997


                             CONTINUCARE CORPORATION
                -------------------------------------------------
                EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

                                     FLORIDA
                 (STATE OR OTHER JURISDICTION OF INCORPORATION)

          0-21910                                        59-2716023
  (COMMISSION FILE NUMBER)                    (IRS EMPLOYER IDENTIFICATION NO.)


        CONTINUCARE CORPORATION
        100 SOUTHEAST 2ND STREET, 36TH FLOOR
        MIAMI, FLORIDA                                         33131
  (ADDRESS OF PRINCIPAL EXECUTIVE OFFICE)                    (ZIP CODE)






       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (305) 350-7515


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ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS.

         Effective September 19, 1997, Continucare Corporation, a Florida
corporation (the "Registrant"), through a wholly-owned subsidiary, Continucare
Home Health of Broward, Inc., as assignee, acquired all of the issued and
outstanding capital stock of Maxicare, Inc., d/b/a/ Maxicare of Broward County,
Inc., a Delaware corporation ("Maxicare"). Maxicare is a Medicare certified home
health agency engaged in the business of providing home health services to
patients in Broward County, Florida. The aggregate purchase was $2.7 million.
The former shareholder of Maxicare is also entitled to receive additional
consideration, not to exceed $300,000, if certain targets are achieved during
the two-year period after the closing date. The source of the consideration paid
by the Registrant was as follows: (i) $2.5 million from the Registrant's credit
facility with First Union National Bank of Florida, and (ii) $200,000 from the
Registrant's working capital.

         The foregoing summary is qualified in its entirety by a copy of the
Agreement attached hereto as an exhibit.

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

         (a) & (b) It is currently impractical to provide financial statements,
pro forma or otherwise, required pursuant to Regulation S-K in connection with
the acquisition identified in Item 2 above. This Report will be amended within
60 days from the date this Report is filed to include such financial statement
information.

         (c) Exhibits

         2.1  Stock Purchase Agreement, dated as of August 13, 1997, by and
among Continucare Home Health Services, Inc., a wholly-owned subsidiary of
Continucare Corporation; Maxicare, Inc. d/b/a Maxicare of Broward County, Inc.
("Maxicare"); and the holders of Maxicare capital stock set forth therein.


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                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                             CONTINUCARE CORPORATION




Date: October 3, 1997        By: /s/ Charles M. Fernandez
                                 ----------------------------------------------
                                 Charles M. Fernandez
                                 Chairman, Chief Executive Officer and President


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                                  EXHIBIT INDEX

2.1   Stock Purchase Agreement, dated as of August 13, 1997, by and among
      Continucare Home Health Services, Inc., a wholly-owned subsidiary of
      Continucare Corporation; Maxicare, Inc. d/b/a Maxicare of Broward County,
      Inc. ("Maxicare"); and the holders of Maxicare capital stock set forth
      therein.