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SECURITIES AND EXCHANGE COMMISSION

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FORM 8-K

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

Date of report (Date of earliest event reported) October 16, 2003

BEVERLY ENTERPRISES, INC.

 

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	Item 5. Other Events and Required FD Disclosure.
	Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
	Item 9. Regulation FD Disclosure.
SIGNATURE
EXHIBIT INDEX
EX-1.1 Underwriting Agreement
EX-99.1 Prospectus Supplement
EX-99.2 Press Release

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INFORMATION TO BE INCLUDED IN THE REPORT

Item 5. Other Events and Required FD Disclosure.

On October 16, 2003, Beverly Enterprises, Inc. (the “Company”) announced its agreement to sell, subject to customary conditions, $100,000,000 of its 2.75% Convertible Subordinated Notes due 2033 (the “Notes”) pursuant to its previously announced public offering. A copy of the prospectus supplement dated October 16, 2003 relating to the offering of the Notes is attached as Exhibit 99.1 hereto and incorporated by reference herein.

A copy of the underwriting agreement relating to the Notes between the Company and its underwriters, Lehman Brothers Inc. and Harris Nesbitt Gerard, Inc., is attached as Exhibit 1.1 hereto.

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.

(c)

Exhibits

Item 9. Regulation FD Disclosure.

A copy of the Company’s press release announcing the pricing of the Notes offering is furnished as Exhibit 99.2 hereto.

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SIGNATURE

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.

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EXHIBIT INDEX

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