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                                                                    EXHIBIT 99.1


REVOCABLE PROXY

                          VITAS HEALTHCARE CORPORATION

                      THIS PROXY IS SOLICITED BY THE BOARD
   

        The undersigned stockholder of Vitas Healthcare Corporation ("Vitas")
hereby appoints William Ferretti, J.R. Williams, Mark Ohlendorf and Mark A.
Sterling, and each of them, with full power of substitution, to vote and
otherwise represent all the shares of common stock, par value $.001 per share,
of Vitas ("Vitas Common Stock"), and Series B Convertible Preferred Stock, par
value $1.00 per share, of Vitas ("Series B Preferred") held of record by the
undersigned at the Special Meeting of Stockholders (the "Special Meeting") to
be held at 100 South Biscayne Boulevard, Miami, Florida 33131 on December 2,
1996 at 8:00 a.m., local time, or at any adjournment or postponement thereof.

    

        This proxy, when properly completed, will be voted in the manner
directed herein by the undersigned stockholder. UNLESS CONTRARY DIRECTION IS
GIVEN THIS PROXY WILL BE VOTED (i) FOR PROPOSAL 1 TO APPROVE AND ADOPT THE
AGREEMENT AND PLAN OF MERGER, DATED AS OF JUNE 28, 1996 AND AMENDED BY AN
AMENDMENT NO. 1 DATED AS OF AUGUST 26, 1996 TO AGREEMENT AND PLAN OF MERGER AND
AN AMENDMENT NO. 2 DATED AS OF OCTOBER 4, 1996 TO AGREEMENT AND PLAN OF MERGER
(AS AMENDED, THE "MERGER AGREEMENT"), AMONG APRIA HEALTHCARE GROUP INC.
("APRIA"), APRIA NUMBER TWO, INC. ("APRIA SUB"), AND VITAS AND THE TRANSACTIONS
CONTEMPLATED THEREUNDER, INCLUDING A MERGER PURSUANT TO WHICH APRIA SUB WOULD BE
MERGED WITH AND INTO VITAS, WITH VITAS BEING THE SURVIVING CORPORATION (THE
"MERGER"), AND VITAS WOULD BECOME A WHOLLY OWNED SUBSIDIARY OF APRIA, (ii) FOR
PROPOSAL 2 TO SEPARATELY APPROVE THE PAYMENTS TO BE MADE TO HUGH A. WESTBROOK,
THE CHAIRMAN AND CHIEF EXECUTIVE OFFICER OF VITAS, AND COLLIBROOK CONSULTANTS,
INC., A FLORIDA CORPORATION ("COLLIBROOK") OWNED AND CONTROLLED BY MR. WESTBROOK
AND ESTHER T. COLLIFLOWER, THE VICE CHAIRPERSON OF VITAS, PURSUANT TO A
CONSULTING, SEVERANCE AND CONFIDENTIALITY AGREEMENT (THE "SEVERANCE AGREEMENT")
TO BE ENTERED INTO AMONG VITAS, MR. WESTBROOK, MS. COLLIFLOWER AND COLLIBROOK AT
OR PRIOR TO (BUT SUBJECT TO) THE CLOSING OF THE MERGER AND THE PAYMENTS TO BE
MADE TO MR. WESTBROOK PURSUANT TO A NONCOMPETITION AGREEMENT (THE
"NONCOMPETITION AGREEMENT") TO BE ENTERED INTO BETWEEN VITAS AND MR. WESTBROOK
AT OR PRIOR TO (BUT SUBJECT TO) THE CLOSING OF THE MERGER IN ORDER THAT SUCH
PAYMENTS NOT BE CHARACTERIZED AS "PARACHUTE PAYMENTS" FOR PURPOSES OF SECTIONS
280G AND 4999 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"), AND
(iii) IN ACCORDANCE WITH THE DETERMINATION OF A MAJORITY OF THE BOARD AS TO
OTHER MATTERS.
1.  To approve and adopt the Merger Agreement and the transactions contemplated
    thereunder, including the Merger.

                  FOR             AGAINST             ABSTAIN
                  [ ]               [ ]                 [ ]  

2.  To separately approve the payments to be made to Mr. Westbrook and
    Collibrook pursuant to the Severance Agreement and the payments to be made
    to Mr. Westbrook pursuant to the Noncompetition Agreement in order that such
    payments not be characterized as "parachute payments" for purposes of
    Sections 280G and 4999 of the Code.

                  FOR             AGAINST             ABSTAIN
                  [ ]               [ ]                 [ ]  

3.  Upon such other business as may properly come before the Special Meeting or
    any adjournment or postponement thereof, as determined by a majority of 
    Vitas' Board of Directors.


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        The undersigned stockholder may revoke this Proxy at any time before it
is voted by filing with the Secretary of Vitas either an instrument revoking
the proxy or a duly executed proxy bearing a later date, or by attending the
Special Meeting and voting in person. The undersigned stockholder hereby
acknowledges receipt of Notice of Special Meeting of Stockholders and the
accompanying Proxy Statement/Prospectus and hereby revokes any proxy or proxies
heretofore given.


                                        ---------------------------------------
                                            Signature(s) of Stockholder or
                                               Authorized Representative


                                        Date:
                                             ----------------------------------

                                        Please date and sign exactly as name
                                        appears hereon. Each executor,
                                        administrator, trustee, guardian,
                                        attorney-in-fact and other fiduciary
                                        should sign and indicate his or her
                                        full title. When stock has been issued
                                        in the name of two or more persons, all
                                        should sign.