<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                   QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


For The Second Quarter Ended June 30, 1997              Commission File #0-19240
                                                                         -------

                            U.S. HOMECARE CORPORATION
             (Exact name of registrant as specified in its charter)



New York                                               13-2853680
-------------------------------              -----------------------------------
(State or other jurisdiction of                    (I.R.S. Employer
 incorporation or organization)                  Identification Number)


Two Hartford Square West, Suite 300, Hartford, CT                   06106
-------------------------------------------------              -----------------
(Address of principal executive                                   (Zip Code)
 office)


Registrant's telephone number,                                  (860)278-7242
including area code                                           -----------------

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.   Yes  X     No

              Number of Shares of Registrant's Common Stock Outstanding
                            June 30, 1997: 10,013,247


<PAGE>   2

                            U.S. HOMECARE CORPORATION

                                      INDEX
<TABLE>
<CAPTION>
                                                                    Page Number
                                                                    -----------
<S>                                                                   <C>
Part I    -   Financial Information

   Item 1     Consolidated Balance Sheets as of
              June 30, 1997 and December 31, 1996                           3

              Consolidated Statements of Operations
              for the three months ended June 30, 1997
              and 1996.                                                     4

              Consolidated Statements of Operations
              for the six months ended June 30, 1997
              and 1996.                                                     5

              Consolidated Statements of Cash Flows
              for the six months ended June 30, 1997
              and 1996.                                                     6

              Notes to Unaudited Consolidated
              Financial Statements.                                     7 - 9

  Item 2      Management's Discussion and Analysis
              of Financial Condition and Results of
              Operations.                                             10 - 13

Part II   -   Other Information

   Item 6     Exhibits & Reports on Form 8-K                          14 - 16

              Signatures                                                   17
</TABLE>


<PAGE>   3

                   U.S. HOMECARE CORPORATION AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                      (In thousands, except per share data)
<TABLE>
<CAPTION>
                                               June 30,     December
                                                               31,
                                                1997          1996
                                            ------------   -----------
ASSETS                                      (unaudited)     (audited)
<S>                                           <C>           <C>     

CURRENT ASSETS
    Cash and cash equivalents                 $    317      $    647
    Accounts receivable, net of allowance
      for doubtful accounts of $3,436
      and $3,843                                 7,103         7,925
    Other current assets                         1,324         1,225
                                              --------      --------
               TOTAL CURRENT ASSETS              8,744         9,797
                                              --------      --------

PROPERTY AND EQUIPMENT, net                        992         2,578
                                              --------      --------

OTHER ASSETS
    Excess cost over net assets acquired,
      net of accumulated amortization of
      $695 and $653                              1,539         1,581
    Intangible assets, net of accumulated
       amortization of $5,357 and $5,165           631           822
    Other                                          792           767
                                              --------      --------
              TOTAL OTHER ASSETS                 2,962         3,170
                                              --------      --------
TOTAL ASSETS                                  $ 12,698      $ 15,545
                                              ========      ========

LIABILITIES AND STOCKHOLDERS' EQUITY
  (DEFICIT)
CURRENT LIABILITIES
    Current maturities of long-term debt      $  7,864      $    346
    Accounts payable                             2,571         3,175
    Accrued expenses                             2,162         4,509
    Reserve for restructuring and other
      non-recurring charges                      1,987         3,670

    Accrued payroll and related costs            1,788         1,608
                                              --------      --------
              TOTAL CURRENT LIABILITIES         16,372        13,308
                                              --------      --------

OTHER LIABILITIES
    Long-term debt                                --           7,983
    Other long term liabilities                  1,086         1,309
                                              --------      --------
              TOTAL OTHER LIABILITIES            1,086         9,292
                                              --------      --------
TOTAL LIABILITIES                               17,458        22,600
                                              --------      --------

STOCKHOLDERS' EQUITY (DEFICIT)
    Common stock, $0.01 par value,
      40,000,000 shares authorized,
      10,013,247 and 9,419,973 shares
      outstanding                                  100            94
    Preferred stock, $1 par value,
      5,000,000 authorized, 328,569                      
      shares outstanding                           328           328
    Additional paid-in capital                  45,296        44,923
    Accumulated deficit                        (50,484)      (52,400)
                                              --------      --------
              TOTAL STOCKHOLDERS' EQUITY
                (DEFICIT)                       (4,760)       (7,055)
                                              --------      --------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY
  (DEFICIT)                                   $ 12,698      $ 15,545
                                              ========      ========
</TABLE>

See accompanying notes to unaudited consolidated financial statements.


                                         -3-

<PAGE>   4



                     U.S. HOMECARE CORPORATION AND SUBSIDIARIES
                        CONSOLIDATED STATEMENTS OF OPERATIONS
                        (In thousands, except per share data)
<TABLE>
<CAPTION>
                                                     Three Months Ended
                                                          June 30,
                                                  1997                1996
                                                --------            --------
                                                                   (unaudited)
<S>                                             <C>                  <C>
Net revenues                                    $ 13,976             $ 14,032
Cost of revenues, primarily
  payroll and related costs                        8,501                9,076
                                                --------             --------
Gross Profit                                       5,475                4,956

Operating Expenses:
  Selling, general and
    administrative expenses                        3,882                4,710
  Amortization and
    depreciation                                     347                  488
                                                --------             --------
Total Operating Expenses                           4,229                5,198
                                                --------             --------

Income (loss) from continuing
  operations before interest
  expense and income taxes                         1,246                 (242)

Interest Expense                                     248                  275
                                                --------             --------

Income (Loss) from continuing
  operations before income taxes                     998                 (517)

Provision for State Income Taxes                      37                   29
                                                --------             --------

Income (loss) from continuing
  operations                                         961                 (546)

Income (loss) from discontinued
  operations                                           0                  (62)
                                                --------             --------

Net income (loss)
                                                $    961             $   (608)
                                                ========             ========

Primary income (loss) per share:
  Income (Loss) from
    continuing operations                       $   0.08             $  (0.06)
  Income (loss) from
    discontinued operations                         --                  (0.01)
                                                --------             --------
Net Income (Loss ) per share,
  primary                                       $   0.08             $  (0.07)
                                                ========             ========

Fully diluted income (loss) per
  share:*
  Income (Loss) from
    continuing operations                           0.05
  Income (loss) from
    discontinued operations                            -
                                                --------
Net Income (Loss) per share,
  fully diluted                                 $   0.05
                                                ========

Weighted average common shares
  outstanding
    Primary                                       11,544                8,645
                                                ========             ========
    Fully Diluted*                                18,902
                                                ========
</TABLE>


* Fully diluted earnings per share for the quarter ended June 30, 1996 is not
computed as the effect of common stock equivalents on a net loss is
anti-dilutive.

See accompanying notes to unaudited consolidated
financial statements.



                                         -4-

<PAGE>   5


                   U.S. HOMECARE CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                      (In thousands, except per share data)
<TABLE>
<CAPTION>
                                                  Six Months Ended
                                                      June 30,
                                                  1997          1996
                                                --------      --------
                                                             (unaudited)
<S>                                             <C>           <C>
Net revenues                                    $ 27,730      $ 27,808
Cost of revenues, primarily
  payroll and related costs                       16,715        18,117
                                                --------      --------
Gross Profit                                      11,015         9,691

Operating Expenses:
  Selling, general and     
    administrative expenses                        7,827         9,329
  Amortization and depreciation                      729         1,026
                                                --------      --------
Total Operating Expenses                           8,556        10,355
                                                --------      --------

Income (loss) from continuing       
  operations before interest expense
  and income taxes                                 2,459          (664)

Interest Expense                                     468           562
                                                --------      --------

Income (Loss) from continuing   
  operations before income taxes                   1,991        (1,225)

Provision for State Income Taxes                      75            58
                                                --------      --------

Income (loss) from continuing
  operations                                       1,916        (1,283)

Income (loss) from discontinued
  operations                                           0           109
                                                --------      --------

Net income (loss)
                                                $  1,916      $ (1,174)
                                                ========      ========

Primary income (loss) per share:
  Income (Loss) from continuing
    operations                                  $   0.17      $  (0.15)
  Income (loss) from
    discontinued operations                           --          0.01
                                                --------      --------
Net Income (Loss ) per share,                                       
  primary                                       $   0.17      $  (0.14)
                                                ========      ========

Fully diluted income (loss) per
  share:*

  Income (Loss) from continuing
    operations                                  $   0.10
  Income (loss) from
    discontinued operations                         --
                                                --------      
Net Income (Loss ) per share,
  fully diluted                                 $   0.10
                                                ========      

Weighted average common shares outstanding:
  Primary                                         11,409         8,601
                                                ========      ========
  Fully Diluted*                                  18,692
                                                ========      
</TABLE>


* Fully diluted earnings per share for the six months ended June 30, 1996 is not
computed as the effect of common stock equivalents on a net loss is
anti-dilutive.

See accompanying notes to unaudited consolidated financial statements.


                                         -5-

<PAGE>   6


                   U.S. HOMECARE CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (In thousands)

<TABLE>
<CAPTION>
                                                                                        Six months ended June 30,
                                                                                        -------------------------
                                                                                            1997         1996
                                                                                         ----------   ----------
                                                                                               (unaudited)
<S>                                                                                       <C>          <C>     
CASH FLOWS FROM OPERATING ACTIVITIES

        Net income (loss)                                                                 $ 1,916      $(1,174)

        Adjustments to reconcile net income (loss) to
                     net cash provided by (used in) operating activities:
                Depreciation and amortization                                                 729        1,642
                Provision for bad debts                                                       140          701
                Non-cash charges                                                              130         --
        Changes in operating assets and  liabilities:
                Decrease in accounts receivable                                               682          146
                Decrease in other current assets                                               81          107
                Decrease/(increase) in other assets                                          (207)          91
                (Decrease) increase in accrued payroll and related costs                      180         (185)
                Decrease in accounts payable and accrued expenses                          (2,951)        (763)
                Decrease in reserve for restructuring and other non-recurring charges        (461)          (8)
                Decrease in other liabilities                                                (223)        --
                                                                                          -------      -------
                Net cash provided by operating activities                                      16          557
                                                                                          -------      -------

CASH FLOWS FROM INVESTING ACTIVITIES

                Proceeds from the sale of property and equipment                              192
                (Purchase) disposal of property and equipment, net                            (73)          14
                                                                                          -------      -------
                Net cash provided by investing activities                                     119           14
                                                                                          -------      -------

CASH FLOWS FROM FINANCING ACTIVITIES

                Payments on long-term debt                                                   (465)        (399)
                                                                                          -------      -------
                Net cash used in financing activities                                        (465)        (399)
                                                                                          -------      -------

                Net (decrease) increase in cash and cash equivalents                         (330)         172
                Cash and cash equivalents, beginning of period                                647          225
                                                                                          -------      -------

                Cash and cash equivalents, end of period                                  $   317      $   397
                                                                                          =======      =======

                Cash  paid during the period for:
                                                                                          $    95      $  --
                                                                                          =======      =======
                                                                                          $   365      $   533
                                                                                          =======      =======
</TABLE>

     See accompanying notes to unaudited consolidated financial statements.


                                         -6-

<PAGE>   7



                            U.S. HOMECARE CORPORATION

              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Note 1 - Unaudited Information

       In the opinion of the management of U.S. HomeCare Corporation (the
       "Company"), the accompanying unaudited consolidated financial statements
       contain all adjustments (consisting of only normal recurring accruals)
       necessary to present fairly the Company's financial position as of June
       30, 1997 and the results of its operations and its cash flows for the
       three months and six months ended June 30, 1997 and 1996, and its cash
       flows for the six months ended June 30, 1997. These consolidated
       financial statements should be read in conjunction with the Company's
       Annual Report on Form 10-K for the fiscal year ended December 31, 1996.

       The results of operations for the three and six month periods ended June
       30, 1997 are not necessarily indicative of the results to be expected for
       the full year.

Note 2 - Revenue Recognition

       The Company recognizes revenues as the services are performed. The
       Company receives retroactive increases to certain rates. The Company
       records such additional amounts as revenue when they are notified by the
       payor or the amount is estimable. Certain of the Company's revenues and
       related disbursements are subject to audit by third party payors; these
       revenues are accrued on an estimated basis in the period the related
       services are rendered. Net revenues are adjusted, as required in
       subsequent periods, based on final settlement.

Note 3 - Discontinued Operations

       The accompanying consolidated financial statements of operations for the
       three and six month periods ended June 30, 1996 present the results of
       operations of the IV therapy business as a discontinued operation, which
       was sold as of October 1, 1996.

Note 4 - Stockholders' Equity

       During the quarter ended June 30, 1997, the Company issued 138,986 shares
       of Common Stock as dividends on the Company's $35.00 6% Convertible
       Preferred Stock (the "Preferred Stock"). Additionally, the Company issued
       110,000 shares of Common Stock in connection with management termination
       agreements, and 21,762 shares of Common Stock to directors in lieu of
       cash fees under the Director Stock Fee Program of the Company's 1995
       Stock Option/Stock Issuance Plan. The impact of these issuances of shares
       was to increase Stockholders' Equity by $95,746.

       On March 25, 1997, the Company issued Warrants for an aggregate of
       913,000 shares of Common Stock exercisable at $1.59 per share to its
       lenders. The foregoing securities are restricted securities within the
       definition of Rule 144.


                                      -7-

<PAGE>   8




       Pursuant to certain contractual obligations, the Company filed a
       registration statement in April, 1997 in order to register approximately
       14 million shares of Common Stock for resale, and plans to keep such
       registration statement effective for a minimum of three years.
       Additionally, the Company filed a registration statement covering 2.5
       million shares under the Company's 1995 Stock Option/Stock Issuance Plan.
       Both registration statements became effective during July, 1997.

Note 5 - Commitments and Contingencies

       Medicare revenues are based in part on cost reimbursement principles and
       are subject to audit and retroactive adjustment by the respective
       third-party fiscal intermediaries. Included in accrued expenses at June
       30, 1997 and at December 31, 1996 was approximately $0.6 and $1.0
       million, respectively, which is an estimate of what is to be paid upon
       finalization of certain cost reports. In the opinion of management,
       additional other retroactive adjustments, if any, are not expected to be
       material to the consolidated financial statements of the Company.

Note 6 - Debt and Accounts Receivable Securitization

       The Company's Receivables Purchase and Servicing Agreement (the
       "Securitization Program"), allows the Company to sell for cash an
       undivided percentage ownership interest in a designated pool of eligible
       receivables, as defined. The Company relies on this accounts receivable
       financing to fund working capital for current operations. The maximum
       amount of cash advances (based on eligible accounts receivable) allowed
       under the program is $10.0 million. The net proceeds from the sale of
       accounts receivable through the Securitization Program at June 30, 1997
       and December 31, 1996 were $6.8 million and $7.5 million, respectively.

       The Company's Revolving Line of Credit ("RLOC") and the Company's
       subordinated credit facility expire during January, 1998. Because these
       facilities expire in less than a year, all such outstanding debt has been
       classified as current liabilities at June 30, 1997. The Securitization
       Program also expires during January, 1998.

Note 7 - Presentation of Prior Year Information

       The presentation of certain prior year information has been reclassified
       to conform with the current year presentation.

Note 8 - New Accounting Pronouncement

       Statement of Financial Accounting Standards No. 128 ("SFAS 128") was
       issued in February, 1997 and is effective for financial statements issued
       after December 15, 1997. The statement establishes new standards for
       computing and presenting earnings per share ("EPS") and will require
       restatement of prior years' information. This statement simplifies the
       standards for computing EPS previously found in APB Opinion 15. It
       replaces the presentation of primary and fully diluted EPS with a
       presentation of basic EPS and diluted EPS, requires a dual presentation


                                      -8-

<PAGE>   9



       on the face of the financial statements, and requires a reconciliation of
       basic EPS to diluted EPS. Had SFAS No. 128 been effective for the three
       months ended June 30, 1997, EPS would have been $.10 for basic and $.05 
       for diluted. Had SFAS No. 128 been effective for the six months ended
       June 30, 1997, EPS would have been $.20 for basic and $.10 for diluted.

       In June, 1997, the FASB issued SFAS No. 130, "Reporting Comprehensive
       Income", which requires that changes in comprehensive income be shown in
       a financial statement that is displayed with the same prominence as other
       financial statements. This statement is effective for periods beginning
       after December 15, 1997. Management is currently evaluating the effects
       of this change on the Company's financial statements.

       In June, 1997, the FASB issued SFAS No. 131, "Disclosures About Segments
       of an Enterprise and Related Information", which changes the way public
       companies report information about segments. This statement is effective
       for financial statements for periods beginning after December 15, 1997.
       Management is currently evaluating the effects of this change on the
       Company's financial statements.

                                      -9-
<PAGE>   10



                            U.S. HOMECARE CORPORATION

                     Management's Discussion and Analysis of
                  Financial Condition and Results of Operations


         This Quarterly Report on Form 10-Q contains certain statements of a
forward-looking nature relating to future events or the future financial
performance of the Company. Such statements are only predictions and the actual
events or results may differ materially from the results discussed in the
forward-looking statements. Factors that could cause or contribute to such
differences include those discussed below as well as those discussed in other
filings made by the Company with the Securities and Exchange Commission.

R E S U L T S    O F   O P E R A T I O N S

Three Months Ended June 30, 1997
Compared With Three Months Ended June 30, 1996

     Net revenues for the three month period ended June 30, 1997 were
$13,976,000 compared to $14,032,000 for the same quarter in 1996.

     Cost of revenues as a percentage of net revenues was 60.8% for the second
quarter of 1997, compared with 64.7% in the second quarter of 1996. The decrease
in cost of revenues is primarily due to the Company's restructuring of its
nursing services operations which was completed during the fourth quarter of
1996. The resulting gross profits were $5,475,000 and $4,956,000, or 39.2% and
35.3%, for the quarters ended June 30, 1997 and 1996, respectively.

     Selling, general and administrative expenses were $3,882,000 in the second
quarter of 1997 as compared to $4,710,000 in the second quarter of 1996. The
decrease reflects the cost reductions which were implemented as part of the
Company's restructuring program during the fourth quarter of 1996. Most of the
reduction was in Corporate administrative expenses, which declined to $1,325,000
from $2,011,000 in the second quarter of 1996. Administrative expenses in the
branch offices declined also, to $2,557,000 from $2,699,000 in the second
quarter of 1996.

     Net interest expense was $248,000 for the second quarter of 1997 compared
to $275,000 for second quarter 1996. The decrease resulted from reduction in
borrowed funds.

     Amortization and depreciation were $347,000 for the second quarter of 1997
as compared to $488,000 for the second quarter of 1996, reflecting the fact that
a portion of the Company's property and equipment has now been fully
depreciated.

     During the third quarter of 1996, the Company discontinued its Infusion
Therapy (IV Therapy) business. Income from discontinued operations amounted to
$0 for the quarter ended June 30, 1997, and a loss of $62,000 for the
corresponding period in 1996.



                                      -10-

<PAGE>   11



     The Company's utilization of its net operating loss carryforwards offset
its Federal tax liability. The income taxes noted relate to state tax
obligations.

     As a result of the foregoing, for the three months ended June 30, 1997, the
Company had net income of $961,000 compared to a net loss of $608,000 for the
corresponding quarter in 1996.

Six Months Ended June 30, 1997
Compared With Six Months Ended June 30, 1996

     Net revenues for the six month period ended June 30, 1997 were $27,730,000
compared to $27,808,000 for the first two quarters of 1996.

     Cost of revenues as a percentage of net revenues was 60.3% for the first
two quarters of 1997, compared with 65.2% in the first two quarters of 1996. The
decrease in cost of revenues is primarily due to the Company's restructuring of
its nursing services operations which was completed during the fourth quarter of
1996. The resulting gross profits were $11,015,000 and $9,691,000, or 39.7% and
34.8%, for the quarters ended June 30, 1997 and 1996, respectively.

     Selling, general and administrative expenses were $7,827,000 in the first
two quarters of 1997 as compared to $9,329,000 in the first two quarters of
1996. The decrease reflects the cost reductions which were implemented as part
of the Company's restructuring program during the fourth quarter of 1996. Most
of the reduction was in Corporate administrative expenses, which declined to
$2,616,000 from $4,077,000 in the first two quarters of 1996. Administrative
expenses in the branch offices declined also, to $5,211,000 from $5,252,000 in
the first two quarters of 1996.

     Net interest expense was $468,000 for the first two quarters of 1997
compared to $562,000 for first two quarters 1996. The decrease resulted from
reduction in borrowed funds.

     Amortization and depreciation were $729,000 for the first two quarters of
1997 as compared to $1,026,000 for the first two quarters of 1996, reflecting
the fact that a portion of the Company's property and equipment has now been
fully depreciated.

     During the third quarter of 1996, the Company discontinued its Infusion
Therapy (IV Therapy) business. Income from discontinued operations amounted to
$0 for the six months ended June 30, 1997, and $109,000 for the corresponding
period in 1996.

     The Company's utilization of its net operating loss carryforwards offset
its Federal tax liability. The income taxes noted relate to state tax
obligations.

     As a result of the foregoing, for the six months ended June 30, 1997, the
Company had net income of $1,916,000 compared to a net loss of $1,174,000 for
the corresponding quarter in 1996.

FINANCIAL CONDITION

                                      -11-

<PAGE>   12




     As of June 30, 1997, the Company's cash and cash equivalents totaled
$317,000 compared to $647,000 at December 31, 1996. Undrawn funds available from
the Company's Revolving Line of Credit was approximately $1,000,000 at June 30,
1997.

     Accounts receivable managed by the Company, net of allowances and including
accounts receivable that are securitized, declined $1,515,000 to $13,874,000 at
June 30, 1997 from $15,389,000 at December 31, 1996. Receivables from core
nursing operations, net of allowances and including accounts that are
securitized were $13,478,000 and $13,297,000, at June 30, 1997 and December 31,
1996, respectively. IV receivables, net of allowances and including accounts
that are securitized were $396,000 and $2,092,000 at June 30, 1997 and December
31, 1996, respectively.

     The Company believes that its existing credit facilities, together with
cash generated from operations, will be sufficient to fund the Company's
operations and debt obligations through 1997. The Company is currently seeking
alternative financing to replace its existing credit facilities to ensure
sufficient funding of the Company's operations.

FACTORS AFFECTING THE COMPANY'S BUSINESS

     The Company's future business, financial condition and results of
operations are dependent on the Company's ability to successfully provide home
health care services to its customers and to successfully collect for such
services. Inherent in this process are a number of risks that the Company must
carefully manage in order to be successful. Some of these risks are: dependence
on referral sources; dependence on reimbursement by third party payors including
Medicaid and Medicare; pricing pressures which the health care industry is
currently experiencing as a result of market-driven reforms; complying with the
federal and state regulations which apply to home health care agencies;
fundamental changes in the health care industry which could be brought about by
health care reform; the need to refinance or extend the Company's existing
credit facilities, including the Securitization Program, which are scheduled to
mature in January 1998; complying with the financial covenants in the Company's
revolving line of credit, subordinated credit facility and Securitization
Program; obtaining sufficient cash flow from operations to meet its debt service
and pay vendors on a timely basis; competing effectively with other home health
care providers; attracting and retaining senior management personnel and branch
level management as well as qualified health care professionals and
paraprofessionals; maintaining adequate liability insurance; and lack of
liquidity in the market for the Company's common stock and the potential
volatility of the price of the Company's common stock. The failure to manage
such risks successfully could have a material adverse effect on the Company's
business, financial condition and results of operations.


                                      -12-

<PAGE>   13


NEW ACCOUNTING PRONOUNCEMENTS

       Statement of Financial Accounting Standards No. 128 ("SFAS 128") was
       issued in February, 1997 and is effective for financial statements issued
       after December 15, 1997. The statement establishes new standards for
       computing and presenting earnings per share ("EPS") and will require
       restatement of prior years' information. This statement simplifies the
       standards for computing EPS previously found in APB Opinion 15. It
       replaces the presentation of primary and fully diluted EPS with a
       presentation of basic EPS and diluted EPS, requires a dual presentation
       on the face of the financial statements, and requires a reconciliation of
       basic EPS to diluted EPS. Had SFAS No. 128 been effective for the three
       months ended June 30, 1997, EPS would have been $ .10 for basic and $ .05
       for diluted. Had SFAS No. 128 been effective for the six months ended
       June 30, 1997, EPS would have been $ .20 for basic and $ .10 for diluted.

       In June, 1997, the FASB issued SFAS No. 130, "Reporting Comprehensive
       Income", which requires that changes in comprehensive income be shown in
       a financial statement that is displayed with the same prominence as other
       financial statements. This statement is effective for periods beginning
       after December 15, 1997. Management is currently evaluating the effects
       of this change on the Company's financial statements.

       In June, 1997, the FASB issued SFAS No. 131, "Disclosures About Segments
       of an Enterprise and Related Information", which changes the way public
       companies report information about segments. This statement is effective
       for financial statements for periods beginning after December 15, 1997.
       Management is currently evaluating the effects of this change on the
       Company's financial statements.

                                      -13-

<PAGE>   14


                            U.S. HOMECARE CORPORATION


Part II - Other Information


Item 6.           Exhibits and Reports on Form 8-K

                  A.       Exhibits - The following exhibits are filed
                           herewith or incorporated herein.

                           1. Calculation of earnings/(loss) per share - Three
                              months and six months ended June 30, 1997 and 1996

                  B.       Reports on Form 8-K

                           1.  No Reports on Form 8-K were filed during the 
                               quarter for which this report is filed.


                                      -14-

<PAGE>   15

EXHIBIT 1


                            U.S. HOMECARE CORPORATION
                                   CALCULATION
                          OF EARNINGS (LOSS) PER SHARE
                (In thousands, except for per common share data)

<TABLE>
<CAPTION>
                                                                          Quarter ended      Quarter ended
                                                                          June 30, 1997      June 30, 1996
                                                                          -------------      -------------
<S>                                                                         <C>                 <C>     
Computation of weighted average number of common 
and equivalent shares outstanding:

Primary -
Weighted number of shares outstanding                                         9,960               8,645
Dilutive effect of stock options                                              1,584                   0
                                                                            -------             -------
Weighted average number of common and equivalent
shares                                                                       11,544               8,645
                                                                            =======             =======
                                              
Income/(loss) from continuing operations                                    $   961             $  (546)
Income from discontinued operations                                               0                 (62)
                                                                            -------             -------
Net income/(loss)                                                           $   961             $  (608)
                                                                            =======             =======
                                                                                            
Income/(loss) from continuing operations per                                              
common share                                                                $  0.08             $ (0.06)
Income from discontinued operations per common                                              
share                                                                             0               (0.01)
                                                                            -------             -------
Net income/(loss) per common share                                          $  0.08             $ (0.07)
                                                                            =======             =======
                                                                                            
Fully diluted - *                                                                           
Weighted average number of shares outstanding                                 9,960         
Dilutive effect of stock options                                              1,721         
Conversion of $35.00 Preferred Stock                                          7,221         
                                                                            -------         
Weighted average number of common and equivalent                                            
shares                                                                       18,902         
                                                                            =======         
                                                                                            
Net income (loss) per common share                                          $  0.05         
                                                                            =======         
</TABLE>


*   Fully diluted earnings per share for the quarter ended June 30, 1996 is
    not computed as the effect of common stock equivalents on a net loss is
    anti-dilutive



                                      -15-

<PAGE>   16


                            U.S. HOMECARE CORPORATION
                                   CALCULATION
                          OF EARNINGS (LOSS) PER SHARE
                (In thousands, except for per common share data)
<TABLE>
<CAPTION>
                                                  Six months ended      Six months ended
                                                    June 30, 1997         June 30, 1996
                                                  ----------------      ----------------
<S>                                                  <C>                     <C>  
Computation of weighted average number of common 
and equivalent shares outstanding:

Primary -
Weighted number of shares outstanding                  9,798                   8,601
Dilutive effect of stock options                       1,611                       0
                                                     -------                 -------
Weighted average number of common and equivalent
shares                                                11,409                   8,601
                                                     =======                 =======
                                                                         
Income/(loss) from continuing operations             $ 1,916                 ($1,283)
Income from discontinued operations                        0                     109
                                                     -------                 -------
Net income/(loss)                                    $ 1,916                 ($1,174)
                                                     =======                 =======
                                                                         
Income/(loss) from continuing operations per                           
common share                                         $  0.17                 ($ 0.15)
Income from discontinued operations per common                           
share                                                      0                    0.01
                                                     -------                 -------
Net income/(loss) per common share                   $  0.17                 ($ 0.14)
                                                     =======                 =======
                                                                         
Fully diluted - *                                                        
Weighted average number of shares outstanding          9,750             
Dilutive effect of stock options                       1,721             
Conversion of $35.00 Preferred Stock                   7,221             
                                                     -------             
Weighted average number of common and equivalent                         
shares                                                18,692             
                                                     =======             
                                                                         
Net income (loss) per common share                   $  0.10             
                                                     =======             
</TABLE>


*   Fully diluted earnings per share for the six months ended June 30, 1996 is
    not computed as the effect of common stock equivalents on a net loss is
    anti-dilutive.




                                      -16-

<PAGE>   17


                            U.S. HOMECARE CORPORATION

                                   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 thereunto duly authorized.


                           U.S. HomeCare Corporation


  August 7, 1997            Jay C. Huffard
-------------------        ------------------------------------------
Date                       President and Chief Executive Officer
                           (Principal Executive Officer)



  August 7, 1997            Clifford G. Johnson
-------------------        ------------------------------------------
 Date                      Vice President Finance and Administration and Chief
                           Financial Officer
                           (Principal Financial Officer)

                                      -17-