Exhibit 10.152
                              ASSIGNMENT AGREEMENT

      THIS ASSIGNMENT AGREEMENT (this "Agreement") made as of this 20th day of
August, 1999 by and between CAREMATRIX OF MASSACHUSETTS, INC., a Delaware
corporation ("CMI") and CHANCELLOR SENIOR HOUSING GROUP, INC., a Delaware
corporation ("CSHG").

                               W I T N E S S E T H

      WHEREAS, CMI has, on behalf of CSHG, entered into a Purchase and Sale
Agreement to acquire a certain parcel of land in North Haven, Connecticut (the
"Property"), as copy of which is attached hereto as Exhibit A (as amended to
date, the "Purchase Agreement"); and

      WHEREAS, CSHG has, in connection with its potential acquisition and
development of the Property, performed certain due diligence, including, without
limitation, title review, environmental studies, surveys, and engineering
studies (the "Due Diligence"); and

      WHEREAS, CSHG desires to assign its rights and obligations under the
Purchase Agreement to CMI and CMI desires to assume such rights and obligations;
and

      WHEREAS, CSHG desires to transfer to CMI, and CMI desires to acquire from
CSHG, all of CSHG's right, title and interest in, to and under any and all
materials prepared by or for CSHG with respect to the Due Diligence (the "Due
Diligence Materials"), including, without limitation, the materials identified
on Exhibit B attached hereto.

      NOW, THEREFORE, in consideration of the premises and the mutual covenants
herein contained, the parties hereto hereby agree as follows:

      1.    In consideration of $100,000, paid this day by CMI, CSHG hereby
            assigns, sets over and transfers unto CMI to have and to hold from
            and after the date hereof, all of the right, title and interest of
            CSHG in, to and under (a) the Purchase Agreement and the Property,
            and (b) the Due Diligence Materials, and CMI hereby accepts the
            within assignment and assumes and agrees with CSHG, to perform and
            comply with and to be bound by all of the terms, covenants,
            agreements, provisions and conditions of the Purchase Agreement on
            the part of CSHG thereunder to be performed on and after the date
            hereof.

      2.    CSHG hereby warrants and represents that (a) the Purchase Agreement
            is in full force and effect, (b) CSHG has not received any notice of
            default with respect to the Purchase Agreement, (c) the document or
            documents attached hereto as Exhibit A constitute a true, correct
            and complete copy of the Purchase Agreement and (d) CSHG has
            obtained any and all consents needed in connection with the matters
            contemplated

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            hereby, including, without limitation, any and all consents required
            under the Purchase Agreement.

      3.    CSHG hereby covenants and agrees to take such further actions as CMI
            deems reasonably necessary to enable CMI to receive the benefits
            contemplated by this Agreement.

      4.    CMI hereby acknowledges and agrees that the Due Diligence Materials
            are conveyed by CSHG without any representation or warranty of any
            kind.

      5.    This Agreement (i) shall be binding upon and inure to the benefit of
            the parties hereto and their respective successors and assigns, (ii)
            shall be governed by the laws of the Commonwealth of Massachusetts,
            and (iii) may not be modified orally, but only by a writing signed
            by each of CMI and CSHG.

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      IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement
as of the date and year first above written.

                                    CHANCELLOR SENIOR HOUSING
                                    GROUP, INC.


                                    By: /s/ Abraham D. Gosman
                                        ----------------------------------------
                                        Name:
                                        Title:
                                        hereunto duly authorized


                                    CAREMATRIX OF MASSACHUSETTS, INC.


                                    By: David B. Currie
                                        ----------------------------------------
                                        Name: David B. Currie
                                        Title: Senior Vice President
                                        hereunto duly authorized