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 (Date of earliest event reported)           November 3, 1997
                                                 --------------------------


                        INTEGRATED HEALTH SERVICES, INC.
--------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)


        Delaware                      1-12306            23-2428312
--------------------------------------------------------------------------------
(State or Other Jurisdiction        (Commission         (IRS Employer
     of Incorporation)              File Number)      Identification No.)



  10065 Red Run Boulevard, Owings Mills, Maryland                       21117
--------------------------------------------------                    ----------
(Address of Principal Executive Offices)                              (Zip Code)



Registrant's telephone number, including area code:       (410) 998-8400
                                                     ---------------------------


                                 Not Applicable
--------------------------------------------------------------------------------
         (Former Name or Former Address, if Changed Since Last Report)





<PAGE>



ITEM 5.  OTHER EVENTS

     On  November  3,  1997,  Integrated  Health  Services,   Inc.  ("IHS")  and
HEALTHSOUTH  Corporation  ("HEALTHSOUTH")  entered into an agreement pursuant to
which IHS  agreed to  acquire  from  HEALTHSOUTH  139  owned,  leased or managed
long-term care facilities,  12 specialty hospitals,  a contract therapy business
having over 1,000  contracts  and an  institutional  pharmacy  business  serving
approximately  38,000 beds.  The  businesses  being  acquired,  which had annual
revenues of approximately  $925 million for the 12 months ended August 31, 1997,
were acquired by HEALTHSOUTH in its recent acquisition of Horizon/CMS Healthcare
Corporation.

         Under the terms of the  agreement,  IHS will pay $1.15  billion in cash
and assume  approximately $100 million in debt. IHS will fund the purchase price
with available cash from term loan borrowings under its $1.75 billion  revolving
credit and term loan  facility  and the sale of its 9 1/4%  Senior  Subordinated
Notes due 2008 and  borrowings  under the  revolving  credit  portion of the new
credit facility.  On a pro forma basis after giving effect to the acquisition of
these  businesses  from  HEALTHSOUTH  and  the  acquisition  of  RoTech  Medical
Corporation,  Community Care of America,  Inc. and the  lithotripsy  division of
Coram  Healthcare  Corporation,  IHS' total  debt,  including  current  portion,
accounted  for  approximately  74% of its total pro forma  capitalization  as of
September 30, 1997. Consummation of the transaction,  which is expected to close
by December 31, 1997,  is subject to,  among other  things,  receipt of required
regulatory  approvals,  consent  of IHS'  senior  lenders  and  other  customary
conditions. IHS has deposited with HEALTHSOUTH $50 million, which amount will be
credited  against the purchase  price at the closing or retained by  HEALTHSOUTH
under certain circumstances if the transaction is not consummated.

         There can be no assurance that this  transaction will be consummated on
these terms, on different terms or at all.

         Donaldson Lufkin & Jenrette  Securities  Corporation and Morgan Stanley
Dean  Witter  Discover  &  Co.  acted  as  financial  advisors  to  IHS  in  the
transaction.

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

         (C)  EXHIBITS.

         2        Purchase  and Sale  Agreement,  entered into as of November 3,
                  1997, between HEALTHSOUTH Corporation,  Horizon/CMS Healthcare
                  Corporation and Integrated Health Services, Inc.




                                       -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 hereunto duly authorized.



                                      INTEGRATED HEALTH SERVICES, INC.



Date: November 12, 1997               By: /s/ W. Bradley Bennett
                                          --------------------------------------
                                              Name: W. Bradley Bennett
                                              Title: Executive Vice President -
                                                     Chief Accounting Officer






                                       -3-



<PAGE>


                                  EXHIBIT INDEX

         2        Purchase  and Sale  Agreement,  entered into as of November 3,
                  1997, between HEALTHSOUTH Corporation,  Horizon/CMS Healthcare
                  Corporation and Integrated Health Services, Inc.



                                       -4-
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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 EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported)           November 3, 1997
                                                 --------------------------

                        INTEGRATED HEALTH SERVICES, INC.
--------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)

        Delaware                      1-12306            23-2428312
--------------------------------------------------------------------------------
(State or Other Jurisdiction        (Commission         (IRS Employer
     of Incorporation)              File Number)      Identification No.)

  10065 Red Run Boulevard, Owings Mills, Maryland                       21117
--------------------------------------------------                    ----------
(Address of Principal Executive Offices)                              (Zip Code)

Registrant's telephone number, including area code:       (410) 998-8400
                                                     ---------------------------

                                 Not Applicable
--------------------------------------------------------------------------------
         (Former Name or Former Address, if Changed Since Last Report)
ITEM 5.  OTHER EVENTS

     On  November  3,  1997,  Integrated  Health  Services,   Inc.  ("IHS")  and
HEALTHSOUTH  Corporation  ("HEALTHSOUTH")  entered into an agreement pursuant to
which IHS  agreed to  acquire  from  HEALTHSOUTH  139  owned,  leased or managed
long-term care facilities,  12 specialty hospitals,  a contract therapy business
having over 1,000  contracts  and an  institutional  pharmacy  business  serving
approximately  38,000 beds.  The  businesses  being  acquired,  which had annual
revenues of approximately  $925 million for the 12 months ended August 31, 1997,
were acquired by HEALTHSOUTH in its recent acquisition of Horizon/CMS Healthcare
Corporation.

         Under the terms of the  agreement,  IHS will pay $1.15  billion in cash
and assume  approximately $100 million in debt. IHS will fund the purchase price
with available cash from term loan borrowings under its $1.75 billion  revolving
credit and term loan  facility  and the sale of its 9 1/4%  Senior  Subordinated
Notes due 2008 and  borrowings  under the  revolving  credit  portion of the new
credit facility.  On a pro forma basis after giving effect to the acquisition of
these  businesses  from  HEALTHSOUTH  and  the  acquisition  of  RoTech  Medical
Corporation,  Community Care of America,  Inc. and the  lithotripsy  division of
Coram  Healthcare  Corporation,  IHS' total  debt,  including  current  portion,
accounted  for  approximately  74% of its total pro forma  capitalization  as of
September 30, 1997. Consummation of the transaction,  which is expected to close
by December 31, 1997,  is subject to,  among other  things,  receipt of required
regulatory  approvals,  consent  of IHS'  senior  lenders  and  other  customary
conditions. IHS has deposited with HEALTHSOUTH $50 million, which amount will be
credited  against the purchase  price at the closing or retained by  HEALTHSOUTH
under certain circumstances if the transaction is not consummated.

         There can be no assurance that this  transaction will be consummated on
these terms, on different terms or at all.

         Donaldson Lufkin & Jenrette  Securities  Corporation and Morgan Stanley
Dean  Witter  Discover  &  Co.  acted  as  financial  advisors  to  IHS  in  the
transaction.

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

         (C)  EXHIBITS.

         2        Purchase  and Sale  Agreement,  entered into as of November 3,
                  1997, between HEALTHSOUTH Corporation,  Horizon/CMS Healthcare
                  Corporation and Integrated Health Services, Inc.

                                       -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 hereunto duly authorized.

                                      INTEGRATED HEALTH SERVICES, INC.

Date: November 12, 1997               By: /s/ W. Bradley Bennett
                                          --------------------------------------
                                              Name: W. Bradley Bennett
                                              Title: Executive Vice President -
                                                     Chief Accounting Officer

                                       -3-
EXHIBIT INDEX

         2        Purchase  and Sale  Agreement,  entered into as of November 3,
                  1997, between HEALTHSOUTH Corporation,  Horizon/CMS Healthcare
                  Corporation and Integrated Health Services, Inc.

                                       -4-