<PAGE>
   AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER 27, 1996
 
                                                      REGISTRATION NO. 333-
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
 
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                            ------------------------
 
                                    FORM S-8
                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933
                            ------------------------
 
                          ADVANCED HEALTH CORPORATION
             (Exact name of registrant as specified in its charter)
 
<TABLE>
<S>                                            <C>
                  DELAWARE                                      13-3893841
        (State or other jurisdiction              (I.R.S. employer identification number)
      of incorporation or organization)
</TABLE>
 
                            ------------------------
 
<TABLE>
<S>                                                   <C>
     560 WHITE PLAINS ROAD, TARRYTOWN, NEW YORK                       10591
      (Address of principal executive offices)                      (Zip code)
</TABLE>
 
                            ------------------------
 
                          ADVANCED HEALTH CORPORATION
                  AMENDED AND RESTATED 1995 STOCK OPTION PLAN
                            (Full title of the plan)
 
                            ------------------------
 
                             JONATHAN EDELSON, M.D.
                      CHAIRMAN AND CHIEF EXECUTIVE OFFICER
                          ADVANCED HEALTH CORPORATION
                             560 WHITE PLAINS ROAD
                           TARRYTOWN, NEW YORK 10591
                                 (914) 524-4200
 (Name, address, including zip code, and telephone number, including area code,
                             of agent for service)
 
                            ------------------------
 
                                    Copy to:
                              Julie M. Allen, Esq.
                        O'Sullivan Graev & Karabell, LLP
                              30 Rockefeller Plaza
                            New York, New York 10112
                                 (212) 408-2400
 
                        CALCULATION OF REGISTRATION FEE
 
<TABLE>
<CAPTION>
                                                            PROPOSED MAXIMUM    PROPOSED MAXIMUM
       TITLE OF SECURITIES TO             AMOUNT TO BE          OFFERING           AGGREGATE           AMOUNT OF
            BE REGISTERED                  REGISTERED       PRICE PER SHARE      OFFERING PRICE     REGISTRATION FEE
<S>                                    <C>                 <C>                 <C>                 <C>
Common Stock; $.01 par value.........   1,500,000 shares          (1)            $13,154,154.98          $4,536
</TABLE>
 
(1) The maximum aggregate offering price of 821,668 shares of the Common Stock
    to be registered pursuant to this Registration Statement is $3,189,457.90.
    The maximum aggregate offering price of 678,332 shares of the Common Stock
    to be registered pursuant to this Registration Statement is $9,964,697.08
    and has been determined solely for the purpose of calculating the
    registration fee pursuant to Rules 457(c) and (h) under the Securities Act
    of 1933, as amended (the "Securities Act"), based on $14.69, the average of
    the high and low prices for the Common Stock as quoted on the Nasdaq
    National Market on November 21, 1996.
 
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
<PAGE>
                                     PART I
                          INFORMATION REQUIRED IN THE
                            SECTION 10(A) PROSPECTUS
 
    The document(s) containing the information specified in Part I will be sent
or given to employees as specified by Rule 428(b)(1). Such documents are not
being filed with the Securities and Exchange Commission (the "Commission")
either as part of this Registration Statement or as prospectuses or prospectus
supplements pursuant to Rule 424. Such documents and the documents incorporated
by reference in this Registration Statement pursuant to Item 3 of Part II of
this Form, taken together, constitute a prospectus that meets the requirements
of Section 10(a) of the Securities Act.
 
                                    PART II
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
 
ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE
 
    (a) The following documents, which have been filed by Advanced Health
Corporation, a Delaware corporation (the "Corporation"), with the Commission,
are incorporated herein by reference:
 
        (i) The Corporation's definitive Prospectus dated October 3, 1996, as
    filed with the Commission pursuant to the Securities Act.
 
        (ii) The Corporation's Form 10-Q for the three months ended September
    30, 1996, as filed with the Commission pursuant to the Securities Exchange
    Act of 1934, as amended (the "Exchange Act").
 
       (iii) The description of the Common Stock contained in the Corporation's
    Registration Statement on Form 8-A, filed with the Commission pursuant to
    the Exchange Act.
 
    (b) In addition, all documents filed by the Corporation with the Commission
pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to
the filing of a post-effective amendment which indicates that all securities
offered hereby have been sold or which deregisters all securities then remaining
unsold, shall be deemed to be incorporated by reference herein and to be part
hereof from the date of the filing of such documents.
 
ITEM 4. DESCRIPTION OF SECURITIES
 
    Not applicable.
 
ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL
 
    Not applicable.
 
ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS
 
    Section 145 of the Delaware General Corporation Law (the "DGCL") authorizes
a court to award or a corporation's Board of Directors to grant indemnification
to directors and officers in terms sufficiently broad to permit such
indemnification under certain circumstances for liabilities (including
reimbursement for expenses incurred) arising under the Exchange Act. Articles
Nine and Ten of the Corporation's Restated Certificate of Incorporation provide
for indemnification of its directors and officers and permissible
indemnification of employees and other agents to the maximum extent permitted by
the DGCL.
 
    Reference is made to the form of Director Indemnification Agreement filed as
Exhibit 10.20 to the Corporation's Registration Statement on Form S-1 (File No.
333-06283) (the "Form S-1"), which provides for indemnification of directors.
 
                                      II-1
<PAGE>
    Reference is made to the form of Underwriting Agreement filed as Exhibit 1.1
to the Form S-1, which sets forth certain indemnification provisions.
 
    In addition, the Corporation maintains liability insurance for its officers
and directors.
 
ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED
 
    Not applicable.
 
ITEM 8. EXHIBITS
 
<TABLE>
<CAPTION>
EXHIBIT NO.                                                 DESCRIPTION
-------------  -----------------------------------------------------------------------------------------------------
<C>            <S>
 
        4.1    Restated Certificate of Incorporation of Advanced Health Corporation (filed as
               Exhibit 3.2 to the Corporation's Registration Statement on Form S-1, File No. 333-06283
               (the "Form S-1"), and incorporated herein by reference)
 
        4.2    By-laws of Advanced Health Corporation (filed as Exhibit 3.3 to the Form S-1 and incorporated herein
               by reference)
 
        4.3    Advanced Health Corporation Amended and Restated 1995 Stock Option Plan (filed as Exhibit 10.24 to
               the Form S-1 and incorporated herein by reference)
 
        5      Opinion of O'Sullivan Graev & Karabell, LLP (including the consent of such firm) regarding the
               legality of securities being offered
 
       23.1    Consent of O'Sullivan Graev & Karabell, LLP (included in their opinion filed as Exhibit 5 hereto)
 
       23.2    Consent of Arthur Andersen LLP, independent auditors
 
       24      Powers of Attorney
</TABLE>
 
ITEM 9. UNDERTAKINGS
 
    (a) The undersigned Registrant hereby undertakes:
 
        (1) To file, during any period in which offers or sales are being made,
    a post-effective amendment to this registration statement:
 
            (i) To include any prospectus required by Section 10(a)(3) of the
       Securities Act of 1933;
 
            (ii) To reflect in the prospectus any facts or events arising after
       the effective date of the registration statement (or the most recent
       post-effective amendment thereof) which, individually or in the
       aggregate, represent a fundamental change in the information set forth in
       the registration statement;
 
           (iii) To include any material information with respect to the plan of
       distribution not previously disclosed in the registration statement or
       any material change to such information in the registration statement;
 
        provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply
    if the registration statement is on Form S-3, Form S-8, or Form F-3 and the
    information required to be included in a post-effective amendment by those
    paragraphs is contained in periodic reports filed by the registrant pursuant
    to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 that
    are incorporated by reference in the registration statement.
 
                                      II-2
<PAGE>
        (2) That, for the purpose of determining any liability under the
    Securities Act of 1933, each such post-effective amendment shall be deemed
    to be a new registration statement relating to the securities offered
    therein, and the offering of such securities at that time shall be deemed to
    be the initial bona fide offering thereof.
 
        (3) To remove from registration by means of a post-effective amendment
    any of the securities being registered which remain unsold at the
    termination of the offering.
 
    (b) The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
Registrant's annual report pursuant to Section 13(a) or 15(d) of the Securities
Exchange Act of 1934 (and, where applicable, each filing of an employee benefit
plan's annual report pursuant to Section 15(d) of the Securities Exchange Act of
1934) that is incorporated by reference in the registration statement shall be
deemed to be a new registration statement relating to the securities offered
therein, and the offering of such securities at that time shall be deemed to be
the initial bona fide offering thereof.
 
    (c) Insofar as indemnification for liabilities arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling persons of
the Registrant pursuant to the foregoing provisions, or otherwise, the
Registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the Act
and is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer or controlling person of the Registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.
 
                                      II-3
<PAGE>
                                   SIGNATURES
 
    Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Tarrytown, State of New York, on this 26th day of
November, 1996.
 
                                ADVANCED HEALTH CORPORATION
 
                                BY:                      *
                                     -----------------------------------------
                                               Jonathan Edelson, M.D.
                                        CHAIRMAN AND CHIEF EXECUTIVE OFFICER
 
    Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed on the 26th day of November, 1996, by or
on behalf of the following persons in the capacities indicated.
 
          SIGNATURE                        TITLE
------------------------------  ---------------------------
 
              *                 Chairman of the Board and
------------------------------    Chief Executive Officer
    Jonathan Edelson, M.D.
 
              *                 President and Director
------------------------------
       Steven Hochberg
 
     /s/ ALAN B. MASAREK        Chief Operating Officer and
------------------------------    Chief Financial Officer
       Alan B. Masarek
 
              *                 Director
------------------------------
       James T. Carney
 
              *                 Director
------------------------------
        Barry Kurokawa
 
              *                 Director
------------------------------
       Jonathan Lieber
 
*By:    /s/ ALAN B. MASAREK
      ------------------------
          Alan B. Masarek
          ATTORNEY-IN-FACT
 
                                      II-4
<PAGE>
                                 EXHIBIT INDEX
 
<TABLE>
<CAPTION>
EXHIBIT NO.                                             DESCRIPTION                                              PAGE
-------------  ----------------------------------------------------------------------------------------------  ---------
<C>            <S>                                                                                             <C>
 
        4.1    Restated Certificate of Incorporation of Advanced Health Corporation
               (filed as Exhibit 3.2 to the Corporation's Registration Statement on Form S-1, File No.
               333-06283 (the "Form S-1"), and incorporated herein by reference).............................
 
        4.2    By-laws of Advanced Health Corporation (filed as Exhibit 3.3 to the Form S-1 and incorporated
               herein by reference)..........................................................................
 
        4.3    Advanced Health Corporation Amended and Restated 1995 Stock Option Plan (filed as Exhibit
               10.24 to the Form S-1 and incorporated herein by reference)...................................
 
        5      Opinion of O'Sullivan Graev & Karabell, LLP (including the consent of such firm) regarding the
               legality of securities being offered..........................................................
 
       23.1    Consent of O'Sullivan Graev & Karabell, LLP (included in their opinion filed as Exhibit 5
               hereto).......................................................................................
 
       23.2    Consent of Arthur Andersen LLP, independent auditors..........................................
 
       24      Powers of Attorney............................................................................
</TABLE>
 
                                      II-5
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 16372}]
{"company-data": {"conformed-name": "ADVANCED HEALTH CORP", "cik": "0001002628", "assigned-sic": "8090", "irs-number": "133832365", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-16921", "film-number": "96673237"}, "business-address": {"street1": "560 WHITE PLAINS RD", "street2": "2ND FL", "city": "TARRYTOWN", "state": "NY", "zip": "10591", "phone": "9143326688"}, "mail-address": {"street1": "560 WHITE PLAINS RD", "street2": "2ND FLOOR", "city": "TARRYTOWN", "state": "NY", "zip": "10591"}}
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER 27, 1996
 
                                                      REGISTRATION NO. 333-
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
 
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                            ------------------------
 
                                    FORM S-8
                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933
                            ------------------------
 
                          ADVANCED HEALTH CORPORATION
             (Exact name of registrant as specified in its charter)
DELAWARE                                      13-3893841
        (State or other jurisdiction              (I.R.S. employer identification number)
      of incorporation or organization)
------------------------
560 WHITE PLAINS ROAD, TARRYTOWN, NEW YORK                       10591
      (Address of principal executive offices)                      (Zip code)
------------------------
 
                          ADVANCED HEALTH CORPORATION
                  AMENDED AND RESTATED 1995 STOCK OPTION PLAN
                            (Full title of the plan)
 
                            ------------------------
 
                             JONATHAN EDELSON, M.D.
                      CHAIRMAN AND CHIEF EXECUTIVE OFFICER
                          ADVANCED HEALTH CORPORATION
                             560 WHITE PLAINS ROAD
                           TARRYTOWN, NEW YORK 10591
                                 (914) 524-4200
 (Name, address, including zip code, and telephone number, including area code,
                             of agent for service)
 
                            ------------------------
 
                                    Copy to:
                              Julie M. Allen, Esq.
                        O'Sullivan Graev & Karabell, LLP
                              30 Rockefeller Plaza
                            New York, New York 10112
                                 (212) 408-2400
 
                        CALCULATION OF REGISTRATION FEE
PROPOSED MAXIMUM    PROPOSED MAXIMUM
       TITLE OF SECURITIES TO             AMOUNT TO BE          OFFERING           AGGREGATE           AMOUNT OF
            BE REGISTERED                  REGISTERED       PRICE PER SHARE      OFFERING PRICE     REGISTRATION FEE
Common Stock; $.01 par value.........   1,500,000 shares          (1)            $13,154,154.98          $4,536
(1) The maximum aggregate offering price of 821,668 shares of the Common Stock
    to be registered pursuant to this Registration Statement is $3,189,457.90.
    The maximum aggregate offering price of 678,332 shares of the Common Stock
    to be registered pursuant to this Registration Statement is $9,964,697.08
    and has been determined solely for the purpose of calculating the
    registration fee pursuant to Rules 457(c) and (h) under the Securities Act
    of 1933, as amended (the "Securities Act"), based on $14.69, the average of
    the high and low prices for the Common Stock as quoted on the Nasdaq
    National Market on November 21, 1996.
 
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
PART I
                          INFORMATION REQUIRED IN THE
                            SECTION 10(A) PROSPECTUS
 
    The document(s) containing the information specified in Part I will be sent
or given to employees as specified by Rule 428(b)(1). Such documents are not
being filed with the Securities and Exchange Commission (the "Commission")
either as part of this Registration Statement or as prospectuses or prospectus
supplements pursuant to Rule 424. Such documents and the documents incorporated
by reference in this Registration Statement pursuant to Item 3 of Part II of
this Form, taken together, constitute a prospectus that meets the requirements
of Section 10(a) of the Securities Act.
 
                                    PART II
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
 
ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE
 
    (a) The following documents, which have been filed by Advanced Health
Corporation, a Delaware corporation (the "Corporation"), with the Commission,
are incorporated herein by reference:
 
        (i) The Corporation's definitive Prospectus dated October 3, 1996, as
    filed with the Commission pursuant to the Securities Act.
 
        (ii) The Corporation's Form 10-Q for the three months ended September
    30, 1996, as filed with the Commission pursuant to the Securities Exchange
    Act of 1934, as amended (the "Exchange Act").
 
       (iii) The description of the Common Stock contained in the Corporation's
    Registration Statement on Form 8-A, filed with the Commission pursuant to
    the Exchange Act.
 
    (b) In addition, all documents filed by the Corporation with the Commission
pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to
the filing of a post-effective amendment which indicates that all securities
offered hereby have been sold or which deregisters all securities then remaining
unsold, shall be deemed to be incorporated by reference herein and to be part
hereof from the date of the filing of such documents.
 
ITEM 4. DESCRIPTION OF SECURITIES
 
    Not applicable.
 
ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL
 
    Not applicable.
 
ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS
 
    Section 145 of the Delaware General Corporation Law (the "DGCL") authorizes
a court to award or a corporation's Board of Directors to grant indemnification
to directors and officers in terms sufficiently broad to permit such
indemnification under certain circumstances for liabilities (including
reimbursement for expenses incurred) arising under the Exchange Act. Articles
Nine and Ten of the Corporation's Restated Certificate of Incorporation provide
for indemnification of its directors and officers and permissible
indemnification of employees and other agents to the maximum extent permitted by
the DGCL.
 
    Reference is made to the form of Director Indemnification Agreement filed as
Exhibit 10.20 to the Corporation's Registration Statement on Form S-1 (File No.
333-06283) (the "Form S-1"), which provides for indemnification of directors.
 
                                      II-1
Reference is made to the form of Underwriting Agreement filed as Exhibit 1.1
to the Form S-1, which sets forth certain indemnification provisions.
 
    In addition, the Corporation maintains liability insurance for its officers
and directors.
 
ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED
 
    Not applicable.
 
ITEM 8. EXHIBITS
EXHIBIT NO.                                                 DESCRIPTION
-------------  -----------------------------------------------------------------------------------------------------
4.1    Restated Certificate of Incorporation of Advanced Health Corporation (filed as
               Exhibit 3.2 to the Corporation's Registration Statement on Form S-1, File No. 333-06283
               (the "Form S-1"), and incorporated herein by reference)
 
        4.2    By-laws of Advanced Health Corporation (filed as Exhibit 3.3 to the Form S-1 and incorporated herein
               by reference)
 
        4.3    Advanced Health Corporation Amended and Restated 1995 Stock Option Plan (filed as Exhibit 10.24 to
               the Form S-1 and incorporated herein by reference)
 
        5      Opinion of O'Sullivan Graev & Karabell, LLP (including the consent of such firm) regarding the
               legality of securities being offered
 
       23.1    Consent of O'Sullivan Graev & Karabell, LLP (included in their opinion filed as Exhibit 5 hereto)
 
       23.2    Consent of Arthur Andersen LLP, independent auditors
 
       24      Powers of Attorney
ITEM 9. UNDERTAKINGS
 
    (a) The undersigned Registrant hereby undertakes:
 
        (1) To file, during any period in which offers or sales are being made,
    a post-effective amendment to this registration statement:
 
            (i) To include any prospectus required by Section 10(a)(3) of the
       Securities Act of 1933;
 
            (ii) To reflect in the prospectus any facts or events arising after
       the effective date of the registration statement (or the most recent
       post-effective amendment thereof) which, individually or in the
       aggregate, represent a fundamental change in the information set forth in
       the registration statement;
 
           (iii) To include any material information with respect to the plan of
       distribution not previously disclosed in the registration statement or
       any material change to such information in the registration statement;
 
        provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply
    if the registration statement is on Form S-3, Form S-8, or Form F-3 and the
    information required to be included in a post-effective amendment by those
    paragraphs is contained in periodic reports filed by the registrant pursuant
    to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 that
    are incorporated by reference in the registration statement.
 
                                      II-2
(2) That, for the purpose of determining any liability under the
    Securities Act of 1933, each such post-effective amendment shall be deemed
    to be a new registration statement relating to the securities offered
    therein, and the offering of such securities at that time shall be deemed to
    be the initial bona fide offering thereof.
 
        (3) To remove from registration by means of a post-effective amendment
    any of the securities being registered which remain unsold at the
    termination of the offering.
 
    (b) The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
Registrant's annual report pursuant to Section 13(a) or 15(d) of the Securities
Exchange Act of 1934 (and, where applicable, each filing of an employee benefit
plan's annual report pursuant to Section 15(d) of the Securities Exchange Act of
1934) that is incorporated by reference in the registration statement shall be
deemed to be a new registration statement relating to the securities offered
therein, and the offering of such securities at that time shall be deemed to be
the initial bona fide offering thereof.
 
    (c) Insofar as indemnification for liabilities arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling persons of
the Registrant pursuant to the foregoing provisions, or otherwise, the
Registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the Act
and is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer or controlling person of the Registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.
 
                                      II-3
SIGNATURES
 
    Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Tarrytown, State of New York, on this 26th day of
November, 1996.
 
                                ADVANCED HEALTH CORPORATION
 
                                BY:                      *
                                     -----------------------------------------
                                               Jonathan Edelson, M.D.
                                        CHAIRMAN AND CHIEF EXECUTIVE OFFICER
 
    Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed on the 26th day of November, 1996, by or
on behalf of the following persons in the capacities indicated.
 
          SIGNATURE                        TITLE
------------------------------  ---------------------------
 
              *                 Chairman of the Board and
------------------------------    Chief Executive Officer
    Jonathan Edelson, M.D.
 
              *                 President and Director
------------------------------
       Steven Hochberg
 
     /s/ ALAN B. MASAREK        Chief Operating Officer and
------------------------------    Chief Financial Officer
       Alan B. Masarek
 
              *                 Director
------------------------------
       James T. Carney
 
              *                 Director
------------------------------
        Barry Kurokawa
 
              *                 Director
------------------------------
       Jonathan Lieber
 
*By:    /s/ ALAN B. MASAREK
      ------------------------
          Alan B. Masarek
          ATTORNEY-IN-FACT
 
                                      II-4
EXHIBIT INDEX
EXHIBIT NO.                                             DESCRIPTION                                              PAGE
-------------  ----------------------------------------------------------------------------------------------  ---------
4.1    Restated Certificate of Incorporation of Advanced Health Corporation
               (filed as Exhibit 3.2 to the Corporation's Registration Statement on Form S-1, File No.
               333-06283 (the "Form S-1"), and incorporated herein by reference).............................
 
        4.2    By-laws of Advanced Health Corporation (filed as Exhibit 3.3 to the Form S-1 and incorporated
               herein by reference)..........................................................................
 
        4.3    Advanced Health Corporation Amended and Restated 1995 Stock Option Plan (filed as Exhibit
               10.24 to the Form S-1 and incorporated herein by reference)...................................
 
        5      Opinion of O'Sullivan Graev & Karabell, LLP (including the consent of such firm) regarding the
               legality of securities being offered..........................................................
 
       23.1    Consent of O'Sullivan Graev & Karabell, LLP (included in their opinion filed as Exhibit 5
               hereto).......................................................................................
 
       23.2    Consent of Arthur Andersen LLP, independent auditors..........................................
 
       24      Powers of Attorney............................................................................
II-5