UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 10-Q/A
                                  AMENDMENT NO. 1

(Mark One)

[X]       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1934


          For the quarterly period ended           June 30, 1997
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                                       OR

[ ]       TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1934

          For the transition period from                   to
                                        ------------------   ------------------


                         Commission file number 01-14358
                                                --------

                       Harborside Healthcare Corporation
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          Delaware                                      04-3307188
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(State or other jurisdiction of              (IRS employer identification no.)
 incorporation or organization)

    470 Atlantic Avenue, Boston, Massachusetts             02210
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   (Address of principal executive offices)             (Zip Code)

                                 (617) 556-1515
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              (Registrant's telephone number, 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 common stock, par value $0.01 per share outstanding as of
August 13, 1997: 8,001,999.
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EXPLANATORY NOTE

The purpose of this Amendment No.1 to the Company's Quarterly Report on Form 
10-Q is to restate the Company's response to Item 4 of Part II of the Report in
its entirety.


Part II.    OTHER INFORMATION

Item 4.     Submission of Matters to a Vote of Security Holders

            The Company's Annual Meeting of Stockholders was held on May 14,
            1997. At the meeting, Stephen L. Guillard and David F. Benson were
            elected to the board of directors for three-year terms with
            7,807,360 votes cast in favor and 9,200 votes cast against each of
            the two directors. Robert T. Barnum, Robert M. Bretholtz, Sally W.
            Crawford, Laurence Gerber and Douglas Krupp continue to serve their
            terms of office following the meeting.
 
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                                   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.



                        Harborside Healthcare Corporation



                      By:      /s/ Stephen L. Guillard
                               --------------------------------
                               Stephen L. Guillard
                               Chairman, President, and Chief Executive Officer

                      By:      /s/ William H. Stephan
                               --------------------------------
                               William H. Stephan
                               Senior Vice President and Chief Financial Officer




DATE:       August 18, 1997