<PAGE>
                        UNITED STATES
             SECURITIES AND EXCHANGE COMMISSION
                   Washington, D.C. 20549
                              
-------------------------------------------------------------
                          FORM 8-K
-------------------------------------------------------------
                              
                       CURRENT REPORT
                              
 Pursuant to Section 13 or 15(d) of the Securities Exchange
                         Act of 1934
                              
                              
                Date of Report:  May 1, 1997
              (Date of earliest event reported)

                              
                    EMERITUS CORPORATION
   (Exact name of registrant as specified in its charter)
                              
                              

     WASHINGTON            1-14012            91-1605464
   (State or other     (Commission file     (I.R.S Employer
   jurisdiction of         number)        Identification No.)
  incorporation or                                 
    organization)


               3131 Elliott Avenue, Suite 500
                      Seattle, WA 98121
          (Address of principal executive offices)
                       (206) 298-2909
    (Registrant's telephone number, including area code)
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              








ITEM 1.     NOT APPLICABLE.

ITEM 2.     ACQUISITION OR DISPOSITION OF ASSETS.

            On May 1, 1997, Emeritus Corporation (the "Company")
            completed the acquisition of three assisted-living
            communities (the "La Casa Communities" ), located in
            Florida, containing an aggregate of approximately 424
            units for a purchase price of $33.0 million.  The  La Casa
            Communities were acquired from Englewood Retirement
            Center, Inc., Stanford Center, Inc. and NPR Retirement
            Center, Inc.

            The $33.0 million acquisition was financed through a first
            mortgage and subordinated debt.  Fleet National Bank
            ("Fleet") financed $26.0 million through a two year first
            mortgage, interest at LIBOR plus 2.50%, payable interest
            only during the first year.  Hanseatic Corporation
            ("Hanseatic") financed $7.0 million through 18% three year
            subordinate debt, 10% payable monthly and 8% accrued and
            due at maturity.  The subordinate debt is secured by
            pledge of the stock in Emeritus Properties V, Inc., a
            wholly owned subsidiary of the Company and is fully
            subordinated to the Fleet mortgage.

            The La Casa Communities are comprised of three
            communities, La Casa Grande in New Port Richey, Florida,
            Stanford Centre in Altamonte Spring, Florida and River
            Oaks in Englewood, Florida, which operate residential-
            style congregate care, assisted-living and Alzheimer care
            communities for seniors.  The Company intends to continue
            operating the La Casa Communities in the same manner.  The
            Company's growth strategy has focused, and will continue
            to focus, on the acquisition of existing long-term-care
            facilities that either are currently operated as assisted-
            living communities or can be efficiently repositioned by
            the Company as assisted-living communities, and the
            development of assisted-living facilities.

ITEMS 3-6.  NOT APPLICABLE.

ITEM 7.     FINANCIAL STATEMENTS AND EXHIBITS.
                 
            (a)  FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.
                 
                 The La Casa Communities combined balance sheet as of
                 December 31, 1996, and the combined statements of
                 income, shareholders' equity and  cash flows for the
                 year ended December 31, 1996, along with the notes
                 thereto and the report of KPMG Peat Marwick LLP dated
                 May 9,1997 relating to such financial statements.


                              1
<PAGE>

            (b)  PRO FORMA FINANCIAL INFORMATION.

            (1)  Emeritus Corporation Pro Forma Condensed Consolidated
                 Balance Sheet (unaudited) December 31, 1996.

            (2)  Emeritus Corporation Pro Forma Condensed Consolidated
                 Statement of Operations (unaudited) For the Year
                 Ended December 31, 1996.

            (3)  Notes to Pro Forma Condensed Consolidated Financial
                 Statements (unaudited).

            It is impracticable to provide the Financial Statements of
            Business Acquired and the Pro Forma financial information
            required by this Item 7(a) and (b) at this time.  Such
            information will be filed by amendment on Form 8-K/A as
            soon as practicable, but in any event, not later than July
            15, 1997.

            (c)  EXHIBITS.
                 
            10.1  Stock Purchase Agreement dated September 30, 1996
                  between Wayne Voegele, Jerome Lang, Ronald Carlson,
                  Thomas Stanford, Frank McMillan, Lonnie Carlson, and
                  Carla Holweger ("Seller") and the registrant
                  ("Purchaser") with respect to La Casa Grande.
                  
            10.2  First Amendment to Stock Purchase Agreement dated
                  January 31, 1997 between the Seller and the
                  registrant with respect to La Case Grande.
                  
            10.3  Stock Purchase Agreement dated September 30, 1996
                  between the Seller and the registrant  with respect
                  to River Oaks.
                  
            10.4  First Amendment to Stock Purchase Agreement dated
                  January 31, 1997 between the Seller and the
                  registrant with respect to River Oaks.
                  
            10.5  Stock Purchase Agreement dated September 30, 1996
                  between the Seller and the registrant  with respect
                  to Stanford Centre.
                  
            10.6  First Amendment to Stock Purchase Agreement dated
                  January 31, 1997 between the Seller and the
                  registrant with respect to Stanford Centre.

ITEM 8.   NOT APPLICABLE.
                              
                              
                              
                              
                              
                              
                              
                              
                              2
                              
<PAGE>

                         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 thereunto duly
authorized.

Dated:    May 15, 1997

                                         EMERITUS CORPORATION
                                                 (Registrant)
                                                             
                                           /s/ Kelly J. Price
                                        ---------------------
                              Kelly J. Price, Chief Financial
                          Officer and Vice President, Finance
                                                             
                                                             
                                          /s/ James S. Keller
                                        ---------------------
                              James S. Keller, Controller and
                            Director of Accounting (Principal
                                          Accounting Officer)

                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              3
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UNITED STATES
             SECURITIES AND EXCHANGE COMMISSION
                   Washington, D.C. 20549
                              
-------------------------------------------------------------
                          FORM 8-K
-------------------------------------------------------------
                              
                       CURRENT REPORT
                              
 Pursuant to Section 13 or 15(d) of the Securities Exchange
                         Act of 1934
                              
                              
                Date of Report:  May 1, 1997
              (Date of earliest event reported)

                              
                    EMERITUS CORPORATION
   (Exact name of registrant as specified in its charter)
                              
                              

     WASHINGTON            1-14012            91-1605464
   (State or other     (Commission file     (I.R.S Employer
   jurisdiction of         number)        Identification No.)
  incorporation or                                 
    organization)

               3131 Elliott Avenue, Suite 500
                      Seattle, WA 98121
          (Address of principal executive offices)
                       (206) 298-2909
    (Registrant's telephone number, including area code)
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              

ITEM 1.     NOT APPLICABLE.

ITEM 2.     ACQUISITION OR DISPOSITION OF ASSETS.

            On May 1, 1997, Emeritus Corporation (the "Company")
            completed the acquisition of three assisted-living
            communities (the "La Casa Communities" ), located in
            Florida, containing an aggregate of approximately 424
            units for a purchase price of $33.0 million.  The  La Casa
            Communities were acquired from Englewood Retirement
            Center, Inc., Stanford Center, Inc. and NPR Retirement
            Center, Inc.

            The $33.0 million acquisition was financed through a first
            mortgage and subordinated debt.  Fleet National Bank
            ("Fleet") financed $26.0 million through a two year first
            mortgage, interest at LIBOR plus 2.50%, payable interest
            only during the first year.  Hanseatic Corporation
            ("Hanseatic") financed $7.0 million through 18% three year
            subordinate debt, 10% payable monthly and 8% accrued and
            due at maturity.  The subordinate debt is secured by
            pledge of the stock in Emeritus Properties V, Inc., a
            wholly owned subsidiary of the Company and is fully
            subordinated to the Fleet mortgage.

            The La Casa Communities are comprised of three
            communities, La Casa Grande in New Port Richey, Florida,
            Stanford Centre in Altamonte Spring, Florida and River
            Oaks in Englewood, Florida, which operate residential-
            style congregate care, assisted-living and Alzheimer care
            communities for seniors.  The Company intends to continue
            operating the La Casa Communities in the same manner.  The
            Company's growth strategy has focused, and will continue
            to focus, on the acquisition of existing long-term-care
            facilities that either are currently operated as assisted-
            living communities or can be efficiently repositioned by
            the Company as assisted-living communities, and the
            development of assisted-living facilities.

ITEMS 3-6.  NOT APPLICABLE.

ITEM 7.     FINANCIAL STATEMENTS AND EXHIBITS.
                 
            (a)  FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.
                 
                 The La Casa Communities combined balance sheet as of
                 December 31, 1996, and the combined statements of
                 income, shareholders' equity and  cash flows for the
                 year ended December 31, 1996, along with the notes
                 thereto and the report of KPMG Peat Marwick LLP dated
                 May 9,1997 relating to such financial statements.

                              1
(b)  PRO FORMA FINANCIAL INFORMATION.

            (1)  Emeritus Corporation Pro Forma Condensed Consolidated
                 Balance Sheet (unaudited) December 31, 1996.

            (2)  Emeritus Corporation Pro Forma Condensed Consolidated
                 Statement of Operations (unaudited) For the Year
                 Ended December 31, 1996.

            (3)  Notes to Pro Forma Condensed Consolidated Financial
                 Statements (unaudited).

            It is impracticable to provide the Financial Statements of
            Business Acquired and the Pro Forma financial information
            required by this Item 7(a) and (b) at this time.  Such
            information will be filed by amendment on Form 8-K/A as
            soon as practicable, but in any event, not later than July
            15, 1997.

            (c)  EXHIBITS.
                 
            10.1  Stock Purchase Agreement dated September 30, 1996
                  between Wayne Voegele, Jerome Lang, Ronald Carlson,
                  Thomas Stanford, Frank McMillan, Lonnie Carlson, and
                  Carla Holweger ("Seller") and the registrant
                  ("Purchaser") with respect to La Casa Grande.
                  
            10.2  First Amendment to Stock Purchase Agreement dated
                  January 31, 1997 between the Seller and the
                  registrant with respect to La Case Grande.
                  
            10.3  Stock Purchase Agreement dated September 30, 1996
                  between the Seller and the registrant  with respect
                  to River Oaks.
                  
            10.4  First Amendment to Stock Purchase Agreement dated
                  January 31, 1997 between the Seller and the
                  registrant with respect to River Oaks.
                  
            10.5  Stock Purchase Agreement dated September 30, 1996
                  between the Seller and the registrant  with respect
                  to Stanford Centre.
                  
            10.6  First Amendment to Stock Purchase Agreement dated
                  January 31, 1997 between the Seller and the
                  registrant with respect to Stanford Centre.

ITEM 8.   NOT APPLICABLE.
                              
                              
                              
                              
                              
                              
                              
                              
                              2
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 thereunto duly
authorized.

Dated:    May 15, 1997

                                         EMERITUS CORPORATION
                                                 (Registrant)
                                                             
                                           /s/ Kelly J. Price
                                        ---------------------
                              Kelly J. Price, Chief Financial
                          Officer and Vice President, Finance
                                                             
                                                             
                                          /s/ James S. Keller
                                        ---------------------
                              James S. Keller, Controller and
                            Director of Accounting (Principal
                                          Accounting Officer)

                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              3