Form: 5/A

Annual statement of changes in beneficial ownership of securities

March 9, 2001

5/A: Annual statement of changes in beneficial ownership of securities

Published on March 9, 2001





SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No.)

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[ ] Preliminary special proxy statement

[] Confidential, for Use of the Commission Only (as permitted
by Rule 14a-6(e) (2))

[ ] Definitive proxy statement

[x] Definitive additional materials

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OMEGA HEALTHCARE INVESTORS, INC.
(Name of Registrant as Specified in Its Charter)


(Name of Person(s) filing Proxy Statement, if other than Registrant)

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calculated and state how determined):

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[ ] Check box if any part of fee is offset as provided by Exchange Act Rule
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previously. Identify the previous filing by registration statement number, or
the form or schedule and the date of its filing.

(1) Amount previously paid:

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PRESS RELEASE - FOR IMMEDIATE RELEASE

FOR FURTHER INFORMATION CONTACT
F. Scott Kellman, Chief Operating Officer, or
Susan Allene Kovach, Vice President and General Counsel, at 734/887-0200

OMEGA HEALTHCARE ANNOUNCES MANAGEMENT CHANGE

ANN ARBOR, MICHIGAN - July 12, 2000--Omega Healthcare
Investors, Inc. (NYSE: OHI) today announced that, upon completion of the $100.0
million equity investment by Explorer Holdings, L.P., Essel W. Bailey, Jr., will
retire as Chairman, CEO, President and a member of the Company's Board of
Directors. Bernard J. Korman, who has been a member of the Omega Board of
Directors since 1993, will serve as Chairman and acting Chief Executive Officer
while the Company takes appropriate steps to identify and recruit a new chief
executive officer. The other executive officers of the Company, F. Scott
Kellman, Susan Allene Kovach and Laurence D. Rich will continue in their present
roles to provide the Company's day-to-day leadership.

"We are all grateful for the leadership and creativity that
Essel has provided in guiding Omega through a difficult time and a complex
transaction. We are pleased that he will continue to be available to Omega as a
consultant," said Korman.

"Omega's current financial challenges are the by-product of
unprecedented financial difficulties in the long-term care industry. With the
expected completion in the next week of Explorer's investment and Omega's new
borrowing facility with Fleet Bank, the Company will be well positioned to move
forward and take advantage of growth opportunities," said Bailey.

Omega also announced that Explorer has reaffirmed its
commitment to consummating its investment in Omega, which is expected to be
completed following the Special Meeting of Stockholders on Friday, July 14,
2000.

The record date for determining stockholders entitled to
receive notice of and to vote at the special meeting is the close of business on
June 2, 2000. The proxy materials are available on the SEC website at
http://www.sec.gov and also may be obtained by contacting the Company's proxy
solicitor, Georgeson & Co., at 800/223-2064.

Omega is a Real Estate Investment Trust investing in and
providing financing to the long-term care industry. At March 31, 2000, it owned
or had mortgages on 278 healthcare and assisted living facilities with more than
28,000 beds located in 29 states and operated by 26 independent healthcare
operating companies.


This news release contains forward-looking statements that involve risks and
uncertainties described from time to time in the SEC reports filed by the
Company.

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