<PAGE>
 
    As filed with the Securities and Exchange Commission on October 17, 1997
                                                       REGISTRATION NO. 333-
________________________________________________________________________________

                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549



                                    FORM S-8

                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933



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

            GEORGIA                                  58-1839701
  (State or other jurisdiction of                 (I.R.S. Employer
  incorporation or organization)                 Identification No.)

                         400 PERIMETER CENTER TERRACE,
                                   SUITE 650
                             ATLANTA, GEORGIA 30346
   (Address, including zip code, of registrant's principal executive offices)

                          WELCARE INTERNATIONAL, INC.
                           1996 EXECUTIVE STOCK PLAN

                              (Full title of plan)

                                  ALAN C. DAHL
                            CHIEF FINANCIAL OFFICER
                          400 PERIMETER CENTER TERRACE
                                   SUITE 650
                             ATLANTA, GEORGIA 30346
                                 (770) 698-9040
               (Name, address, including zip code, and telephone
               number, including area code, of agent for service)

                                    COPY TO:

                              PAUL A. QUIROS, ESQ.
                                KING & SPALDING
                              191 PEACHTREE STREET
                          ATLANTA, GEORGIA 30303-1763
                                 (404) 572-4600
<TABLE>   
<CAPTION> 
                                          CALCULATION OF REGISTRATION FEE
--------------------------------------------------------------------------------------------------------------------
                                                          Proposed Maximum     Proposed Maximum                      
                                            Amount to      Offering Price Per  Aggregate Offering      Amount of     
  Title of Securities to be Registered    be Registered       Share(1)             Price(1)         Registration Fee 
--------------------------------------------------------------------------------------------------------------------
<S>                                         <C>               <C>                <C>                     <C>
Common Stock, par value $.01 per share..     383,163           $15.17             $5,812,583             $1762
--------------------------------------------------------------------------------------------------------------------
</TABLE>
(1)  Estimated solely for the purpose of computing the registration fee pursuant
     to Rule 457(h) on the basis of the average price of the total of (i)
     options previously granted for approximately 230,000 shares of Common Stock
     of Registrant pursuant to the WelCare International, Inc. 1996 Executive
     Stock Plan (the "Plan") at an exercise price of $14.03 per share, (ii)
     options previously granted for approximately 138,000 shares of Common Stock
     of the Registrant pursuant to the Plan at an exercise price of $16.00 per
     share, and (iii) the average of the high and low prices of the Registrant's
     Common Stock on October 15, 1997 as reported by the Nasdaq National Market
     for approximately 15,000 shares of Common Stock under the Plan for which
     options have not been granted.

________________________________________________________________________________
<PAGE>
 
                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS

   The document(s) containing the information specified in Part I of Form S-8
will be sent or given to participating employees as specified by Rule 428(b)(1)
of the Securities Act of 1933, as amended (the "Securities Act").  These
documents and the documents incorporated by reference in this registration
statement (the "Registration Statment") pursuant to Item 3 of Part II below,
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.
         --------------------------------------- 

   The following documents have been previously filed by the Registrant with the
Securities and Exchange Commission (the "Commission") and are incorporated by
reference in this Registration Statement:

   (a) The Registrant's Prospectus dated July 2, 1997;

   (b) The Registrant's Quarterly Report on Form 10-Q for the quarter ended June
30, 1997 as filed with the Commission on August 14, 1997; and

   (c) The description of the Registrant's common stock, par value $.01 per
share ("Common Stock"), contained in the Registration Statement on Form 8-A,
dated June 27, 1997, filed under the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), including any amendment filed for the purpose of updating
such description.

   In addition, all documents filed by the Registrant subsequent to the date of
this Registration Statement pursuant to Sections 13(a), 13(c), 14 and 15(d) of
the Exchange Act, and prior to the filing of a post-effective amendment to this
Registration Statement that indicate that all securities offered hereunder have
been sold or that deregister all securities then remaining unsold shall be
deemed to be incorporated by reference in this Registration Statement and to be
a part of this Registration Statement from the date of filing of such documents.


Item 4.  Description of Securities.
         ------------------------- 

       Not applicable.


Item 5.  Interest of Named Experts and Counsel.
         ------------------------------------- 

       Not applicable.


Item 6.  Indemnification of Directors and Officers.
         ----------------------------------------- 

   In accordance with the Georgia Business Corporation Code ("GBCC"), the
Registrant's Third Amended and Restated Articles of Incorporation (the
"Articles") provide that directors of the Registrant shall not be liable to the
Registrant or its shareholders for monetary damages for breach of duty of care
or other duty as a director, except:  (A) for any appropriation, in violation of
the director's duties, of any business opportunity of the Registrant; (B) for
acts or omissions which involve intentional misconduct or a knowing violation of
law; (C) for unlawful payments of dividends or unlawful stock repurchases and
redemptions; or (D) for any transaction from which the director received an
improper personal benefit.  This provision
<PAGE>
 
pertains only to breaches of duty by directors in their capacity as directors
(and not in any other corporate capacity, such as officers) and limits liability
only for breaches of fiduciary duties under Georgia corporate law (and not for
violation of other laws, such as the federal securities laws).

   The Registrant's Articles and Amended and Restated Bylaws (the "Bylaws")
provide that the Registrant shall indemnify and hold harmless each of its
directors, officers, employees and agents to the extent that such person is or
was a party or is threatened to be made a party to any threatened, pending or
completed action, suit or proceeding, whether civil, criminal, administrative or
investigative, by reason of the fact that such person is or was a director,
officer, employee or agent of the Registrant, against expenses (including
reasonable attorneys' fees), judgments, fines and amounts paid in settlement in
connection with such action, suit or proceeding, provided, however, that,
pursuant to the GBCC, no indemnification shall be made for: (1) any
appropriation, in violation of his duties, of any business opportunity of the
Registrant; (2) acts or omissions which involve intentional misconduct or a
knowing violation of law; (3) for unlawful payments of dividends or unlawful
stock repurchases and redemptions; or (4) any transaction from which the
director, officer, employee or agent of the Registrant received an improper
personal benefit.

   Pursuant to the Registrant's Bylaws, the Registrant may obtain insurance on
behalf of any director, officer, employee or agent of the Registrant against any
liability asserted against or incurred by such person in any such capacity,
whether or not the Registrant has the power to indemnify such person against
such liability under the Articles, Bylaws or GBCC.


Item 7.  Exemption from Registration Claimed.
         ----------------------------------- 

       Not applicable.


Item 8.  Exhibits.
         -------- 

Exhibit    Description
-------    -----------

4.1   Third Amended and Restated Articles  of Incorporation of Registrant
      (incorporated by reference to Exhibit 3.1 of Registrant's Registration
      Statement on Form S-1, Registration No. 333-24267).

4.2   Amended and Restated Bylaws of Registrant (incorporated by reference to
      Exhibit 3.2 of Registrant's Registration Statement on Form S-1,
      Registration No. 333-24267).

4.3   WelCare International, Inc. 1996 Executive Stock Plan (incorporated by
      reference to Exhibit 10.2 of Registrant's Registration Statement on Form
      S-1, Registration No. 333-24267).

4.4   Form of Stock Option Agreement pursuant to WelCare International, Inc.
      1996 Executive Stock  Plan (incorporated by reference to Exhibit 10.2 of
      Registrant's Registration Statement on Form S-1, Registration No. 333-
      24267).

5.1   Opinion of King & Spalding regarding legality of shares being
      registered.

23.1  Consent of Coopers & Lybrand, L.L.P.

23.2  Consent of King & Spalding (included in Exhibit 5.1).

24.1  Power of Attorney (included on signature page).

                                      -2-
<PAGE>
 
Item 9.  Undertakings.
         ------------ 

   The undersigned Registrant hereby undertakes:

   (a) (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;

         (ii) To reflect in the prospectus any facts or events arising after the
   effective date of this 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 this
   Registration Statement;

         (iii)  To include any material information with respect to the plan of
   distribution not previously disclosed in this Registration Statement or any
   material change to such information in this Registration Statement.

       (2) That, for the purpose of determining any liability under the
Securities Act, 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) That, for purposes of determining any liability under the Securities Act,
each filing of the Registrant's annual report pursuant to Section 13(a) or 15(d)
of the Exchange Act (and, where applicable, each filing of an employee benefit
plan's annual report pursuant to Section 15(d) of the Exchange Act) that is
incorporated by reference in this 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 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 Commission such indemnification is
against public policy as expressed in the Securities 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 Securities Act and will be governed by the final
adjudication of such issue.

                                      -3-
<PAGE>
 
                                  SIGNATURES
                                  ----------

   Pursuant to the requirements of the Securities Act, 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 Atlanta, State of Georgia, on this 16th day of October, 1997.

                         CENTENNIAL HEALTHCARE CORPORATION

                         By:   /s/ Alan C. Dahl
                            ----------------------------------------------------
                            Alan C. Dahl
                            Executive Vice President and Chief Financial Officer

   KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Alan C. Dahl and J. Stephen Eaton and each of
them, as true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution for such person and in his name, place and
stead, in any and all capacities, to sign any and all amendments to this
Registration Statement, and to file the same with all exhibits thereto and other
documents in connection therewith, with the Commission, granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite or necessary to be done in
and about the premises, as fully and to all intents and purposes as he might or
could do in person, hereby ratifying and confirming all that said attorneys-in-
fact and agents, and any of them, or their substitutes, may lawfully do or cause
to be done by virtue hereof.

   Pursuant to the requirements of the Securities Act, this Registration
Statement has been signed by the following persons in the capacities and as of
the dates indicated.

Signature                   Title                       Date
---------                   -----                       ----
 
 
/s/ J. Stephen Eaton    Chairman of the Board, President       October 16, 1997
----------------------  and Chief Executive Officer
J. Stephen Eaton        (Principal Executive Officer)
      

 
/s/ Alan C. Dahl        Executive Vice President,              October 16, 1997
----------------------  Chief Financial Officer and Director
Alan C. Dahl            (Principal Financial and Principal
                        Accounting Officer)
 

/s/ Andrew M. Paul      Director                               October 17, 1997
----------------------
Andrew M. Paul


/s/ James B. Hoover     Director                               October 17, 1997
----------------------                                                      
James B. Hoover


/s/ Robert A. Ortenzio  Director                               October 17, 1997
----------------------                                                   
Robert A. Ortenzio


/s/ Bertil D. Nordin    Director                               October 16, 1997
----------------------                                                     
Bertil D. Nordin

                                      -4-
<PAGE>
 
<TABLE> 
<CAPTION> 
                                    EXHIBIT INDEX
                                    -------------


Exhibit    Description                                                            Page
-------    -----------                                                            ----
<S>        <C>                                                                   <C> 
4.1        Third Amended and Restated Articles  of Incorporation of Registrant
           (incorporated by reference to Exhibit 3.1 of Registrant's
           Registration Statement on Form S-1, Registration No. 333-24267).

4.2        Amended and Restated Bylaws of Registrant (incorporated by reference
           to Exhibit 3.2 of Registrant's Registration Statement on Form S-1,
           Registration No. 333-24267).

4.3        WelCare International, Inc. 1996 Executive Stock Plan (incorporated
           by reference to Exhibit 10.2 of Registrant's Registration Statement
           on Form S-1, Registration No. 333-24267).

4.4        Form of Stock Option Agreement pursuant to WelCare International,
           Inc. 1996 Executive Stock Plan (incorporated by reference to Exhibit
           10.2 of Registrant's Registration Statement on Form S-1, Registration
           No. 333-24267).

5.1        Opinion of King & Spalding regarding legality of shares being
           registered.                                                             1

23.1       Consent of Coopers & Lybrand, L.L.P.                                    2

23.2       Consent of King & Spalding (included in Exhibit 5.1).

24.1       Power of Attorney (included on signature page).
</TABLE>
[{"type": "S-8", "sequence": "1", "description": "1996 EXECUTIVE STOCK PLAN", "secsgml_size_bytes": 18285}]
{"company-data": {"conformed-name": "CENTENNIAL HEALTHCARE CORP", "cik": "0001035118", "assigned-sic": "8051", "irs-number": "581839701", "state-of-incorporation": "GA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-38235", "film-number": "97697903"}, "business-address": {"street1": "400 PERIMETER CENTER TERRACE", "city": "ATLANTA", "state": "GA", "zip": "30346", "phone": "7706989040"}, "mail-address": {"street1": "400 PERIMETER CENTER TERRACE", "city": "ATLANTA", "state": "GA", "zip": "30346"}}
As filed with the Securities and Exchange Commission on October 17, 1997
                                                       REGISTRATION NO. 333-
________________________________________________________________________________

                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

                                    FORM S-8

                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

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

            GEORGIA                                  58-1839701
  (State or other jurisdiction of                 (I.R.S. Employer
  incorporation or organization)                 Identification No.)

                         400 PERIMETER CENTER TERRACE,
                                   SUITE 650
                             ATLANTA, GEORGIA 30346
   (Address, including zip code, of registrant's principal executive offices)

                          WELCARE INTERNATIONAL, INC.
                           1996 EXECUTIVE STOCK PLAN

                              (Full title of plan)

                                  ALAN C. DAHL
                            CHIEF FINANCIAL OFFICER
                          400 PERIMETER CENTER TERRACE
                                   SUITE 650
                             ATLANTA, GEORGIA 30346
                                 (770) 698-9040
               (Name, address, including zip code, and telephone
               number, including area code, of agent for service)

                                    COPY TO:

                              PAUL A. QUIROS, ESQ.
                                KING & SPALDING
                              191 PEACHTREE STREET
                          ATLANTA, GEORGIA 30303-1763
                                 (404) 572-4600
CALCULATION OF REGISTRATION FEE
--------------------------------------------------------------------------------------------------------------------
                                                          Proposed Maximum     Proposed Maximum                      
                                            Amount to      Offering Price Per  Aggregate Offering      Amount of     
  Title of Securities to be Registered    be Registered       Share(1)             Price(1)         Registration Fee 
--------------------------------------------------------------------------------------------------------------------
Common Stock, par value $.01 per share..     383,163           $15.17             $5,812,583             $1762
--------------------------------------------------------------------------------------------------------------------
(1)  Estimated solely for the purpose of computing the registration fee pursuant
     to Rule 457(h) on the basis of the average price of the total of (i)
     options previously granted for approximately 230,000 shares of Common Stock
     of Registrant pursuant to the WelCare International, Inc. 1996 Executive
     Stock Plan (the "Plan") at an exercise price of $14.03 per share, (ii)
     options previously granted for approximately 138,000 shares of Common Stock
     of the Registrant pursuant to the Plan at an exercise price of $16.00 per
     share, and (iii) the average of the high and low prices of the Registrant's
     Common Stock on October 15, 1997 as reported by the Nasdaq National Market
     for approximately 15,000 shares of Common Stock under the Plan for which
     options have not been granted.

________________________________________________________________________________
PART I

              INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS

   The document(s) containing the information specified in Part I of Form S-8
will be sent or given to participating employees as specified by Rule 428(b)(1)
of the Securities Act of 1933, as amended (the "Securities Act").  These
documents and the documents incorporated by reference in this registration
statement (the "Registration Statment") pursuant to Item 3 of Part II below,
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.
         --------------------------------------- 

   The following documents have been previously filed by the Registrant with the
Securities and Exchange Commission (the "Commission") and are incorporated by
reference in this Registration Statement:

   (a) The Registrant's Prospectus dated July 2, 1997;

   (b) The Registrant's Quarterly Report on Form 10-Q for the quarter ended June
30, 1997 as filed with the Commission on August 14, 1997; and

   (c) The description of the Registrant's common stock, par value $.01 per
share ("Common Stock"), contained in the Registration Statement on Form 8-A,
dated June 27, 1997, filed under the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), including any amendment filed for the purpose of updating
such description.

   In addition, all documents filed by the Registrant subsequent to the date of
this Registration Statement pursuant to Sections 13(a), 13(c), 14 and 15(d) of
the Exchange Act, and prior to the filing of a post-effective amendment to this
Registration Statement that indicate that all securities offered hereunder have
been sold or that deregister all securities then remaining unsold shall be
deemed to be incorporated by reference in this Registration Statement and to be
a part of this Registration Statement from the date of filing of such documents.

Item 4.  Description of Securities.
         ------------------------- 

       Not applicable.

Item 5.  Interest of Named Experts and Counsel.
         ------------------------------------- 

       Not applicable.

Item 6.  Indemnification of Directors and Officers.
         ----------------------------------------- 

   In accordance with the Georgia Business Corporation Code ("GBCC"), the
Registrant's Third Amended and Restated Articles of Incorporation (the
"Articles") provide that directors of the Registrant shall not be liable to the
Registrant or its shareholders for monetary damages for breach of duty of care
or other duty as a director, except:  (A) for any appropriation, in violation of
the director's duties, of any business opportunity of the Registrant; (B) for
acts or omissions which involve intentional misconduct or a knowing violation of
law; (C) for unlawful payments of dividends or unlawful stock repurchases and
redemptions; or (D) for any transaction from which the director received an
improper personal benefit.  This provision
pertains only to breaches of duty by directors in their capacity as directors
(and not in any other corporate capacity, such as officers) and limits liability
only for breaches of fiduciary duties under Georgia corporate law (and not for
violation of other laws, such as the federal securities laws).

   The Registrant's Articles and Amended and Restated Bylaws (the "Bylaws")
provide that the Registrant shall indemnify and hold harmless each of its
directors, officers, employees and agents to the extent that such person is or
was a party or is threatened to be made a party to any threatened, pending or
completed action, suit or proceeding, whether civil, criminal, administrative or
investigative, by reason of the fact that such person is or was a director,
officer, employee or agent of the Registrant, against expenses (including
reasonable attorneys' fees), judgments, fines and amounts paid in settlement in
connection with such action, suit or proceeding, provided, however, that,
pursuant to the GBCC, no indemnification shall be made for: (1) any
appropriation, in violation of his duties, of any business opportunity of the
Registrant; (2) acts or omissions which involve intentional misconduct or a
knowing violation of law; (3) for unlawful payments of dividends or unlawful
stock repurchases and redemptions; or (4) any transaction from which the
director, officer, employee or agent of the Registrant received an improper
personal benefit.

   Pursuant to the Registrant's Bylaws, the Registrant may obtain insurance on
behalf of any director, officer, employee or agent of the Registrant against any
liability asserted against or incurred by such person in any such capacity,
whether or not the Registrant has the power to indemnify such person against
such liability under the Articles, Bylaws or GBCC.

Item 7.  Exemption from Registration Claimed.
         ----------------------------------- 

       Not applicable.

Item 8.  Exhibits.
         -------- 

Exhibit    Description
-------    -----------

4.1   Third Amended and Restated Articles  of Incorporation of Registrant
      (incorporated by reference to Exhibit 3.1 of Registrant's Registration
      Statement on Form S-1, Registration No. 333-24267).

4.2   Amended and Restated Bylaws of Registrant (incorporated by reference to
      Exhibit 3.2 of Registrant's Registration Statement on Form S-1,
      Registration No. 333-24267).

4.3   WelCare International, Inc. 1996 Executive Stock Plan (incorporated by
      reference to Exhibit 10.2 of Registrant's Registration Statement on Form
      S-1, Registration No. 333-24267).

4.4   Form of Stock Option Agreement pursuant to WelCare International, Inc.
      1996 Executive Stock  Plan (incorporated by reference to Exhibit 10.2 of
      Registrant's Registration Statement on Form S-1, Registration No. 333-
      24267).

5.1   Opinion of King & Spalding regarding legality of shares being
      registered.

23.1  Consent of Coopers & Lybrand, L.L.P.

23.2  Consent of King & Spalding (included in Exhibit 5.1).

24.1  Power of Attorney (included on signature page).

                                      -2-
Item 9.  Undertakings.
         ------------ 

   The undersigned Registrant hereby undertakes:

   (a) (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;

         (ii) To reflect in the prospectus any facts or events arising after the
   effective date of this 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 this
   Registration Statement;

         (iii)  To include any material information with respect to the plan of
   distribution not previously disclosed in this Registration Statement or any
   material change to such information in this Registration Statement.

       (2) That, for the purpose of determining any liability under the
Securities Act, 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) That, for purposes of determining any liability under the Securities Act,
each filing of the Registrant's annual report pursuant to Section 13(a) or 15(d)
of the Exchange Act (and, where applicable, each filing of an employee benefit
plan's annual report pursuant to Section 15(d) of the Exchange Act) that is
incorporated by reference in this 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 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 Commission such indemnification is
against public policy as expressed in the Securities 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 Securities Act and will be governed by the final
adjudication of such issue.

                                      -3-
SIGNATURES
                                  ----------

   Pursuant to the requirements of the Securities Act, 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 Atlanta, State of Georgia, on this 16th day of October, 1997.

                         CENTENNIAL HEALTHCARE CORPORATION

                         By:   /s/ Alan C. Dahl
                            ----------------------------------------------------
                            Alan C. Dahl
                            Executive Vice President and Chief Financial Officer

   KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Alan C. Dahl and J. Stephen Eaton and each of
them, as true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution for such person and in his name, place and
stead, in any and all capacities, to sign any and all amendments to this
Registration Statement, and to file the same with all exhibits thereto and other
documents in connection therewith, with the Commission, granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite or necessary to be done in
and about the premises, as fully and to all intents and purposes as he might or
could do in person, hereby ratifying and confirming all that said attorneys-in-
fact and agents, and any of them, or their substitutes, may lawfully do or cause
to be done by virtue hereof.

   Pursuant to the requirements of the Securities Act, this Registration
Statement has been signed by the following persons in the capacities and as of
the dates indicated.

Signature                   Title                       Date
---------                   -----                       ----
 
 
/s/ J. Stephen Eaton    Chairman of the Board, President       October 16, 1997
----------------------  and Chief Executive Officer
J. Stephen Eaton        (Principal Executive Officer)
      

 
/s/ Alan C. Dahl        Executive Vice President,              October 16, 1997
----------------------  Chief Financial Officer and Director
Alan C. Dahl            (Principal Financial and Principal
                        Accounting Officer)
 

/s/ Andrew M. Paul      Director                               October 17, 1997
----------------------
Andrew M. Paul

/s/ James B. Hoover     Director                               October 17, 1997
----------------------                                                      
James B. Hoover

/s/ Robert A. Ortenzio  Director                               October 17, 1997
----------------------                                                   
Robert A. Ortenzio

/s/ Bertil D. Nordin    Director                               October 16, 1997
----------------------                                                     
Bertil D. Nordin

                                      -4-
EXHIBIT INDEX
                                    -------------

Exhibit    Description                                                            Page
-------    -----------                                                            ----
4.1        Third Amended and Restated Articles  of Incorporation of Registrant
           (incorporated by reference to Exhibit 3.1 of Registrant's
           Registration Statement on Form S-1, Registration No. 333-24267).

4.2        Amended and Restated Bylaws of Registrant (incorporated by reference
           to Exhibit 3.2 of Registrant's Registration Statement on Form S-1,
           Registration No. 333-24267).

4.3        WelCare International, Inc. 1996 Executive Stock Plan (incorporated
           by reference to Exhibit 10.2 of Registrant's Registration Statement
           on Form S-1, Registration No. 333-24267).

4.4        Form of Stock Option Agreement pursuant to WelCare International,
           Inc. 1996 Executive Stock Plan (incorporated by reference to Exhibit
           10.2 of Registrant's Registration Statement on Form S-1, Registration
           No. 333-24267).

5.1        Opinion of King & Spalding regarding legality of shares being
           registered.                                                             1

23.1       Consent of Coopers & Lybrand, L.L.P.                                    2

23.2       Consent of King & Spalding (included in Exhibit 5.1).

24.1       Power of Attorney (included on signature page).