<PAGE>
 
                              FOUNTAIN VIEW, INC.
                    11900 WEST OLIMPIC BOULEVARD, SUITE 680
                             LOS ANGELES, CA  90064

                                February 9, 1999


Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

  Re: Form S-4 Registration Statement relating to the offer to exchange up to
      $7,520,000 of 11 1/4% Senior Subordinated Notes (the "Exchange Notes") due
      2008, Series B of Fountain View, Inc., which have been registered under
      the Securities Act of 1933, as amended, for any and all of its outstanding
      11 1/4% Senior Subordinated Notes due 2008

Dear Sir or Madam:

      In connection with our above-captioned Registration Statement, Fountain
View, Inc. hereby represents that:

  1.  It is registering the Exchange Notes exchange offer registered thereby in
      reliance on the Staff's position set forth in Exxon Capital Holding Corp.,
      SEC No-Action Letter (April 13, 1989), Morgan Stanley & Co., Inc., SEC No-
      Action Letter (June 2, 1993) and Sherman & Sterling, SEC No-Action Letter
      (July 2,1993).

  2.  It has not entered into any arrangement or understanding with any person
      to distribute the Exchange Notes to be received in the exchange offer and,
      to the best of its information and belief, each person participating in
      the exchange offer is acquiring the Exchange Notes in its ordinary course
      of business and has no arrangement or understanding with any person to
      participate in the distribution of the Exchange Notes to be received in
      the exchange offer;

  3.  It will make each person participating in the exchange offer aware that is
      such person is participating in the exchange offer for the purpose of
      distributing the Exchange Notes to be acquired in the exchange offer, such
      person (i) cannot rely on the staff position enunciated in Exxon Capital
      or interpretive letters to similar effect and (ii) must comply with
      registration and prospectus delivery requirements of the Securities Act of
      1933 in connection with a secondary resale transaction.

  4.  It acknowledges that such a secondary resale transaction by such person
      participating in the exchange offer for the purpose of distributing the
      Exchange Notes should be covered by an effective registration statement
      containing the selling security holder information required by Item 507 of
      Regulation S-K; and
<PAGE>
 
  5. The preliminary prospectus included in the above-referenced
     registration statement contains and the final prospectus included therein
     will  contain disclosures making persons participating in the exchange
     offer aware of  the limitations and obligations applicable to broker-
     dealers who participate in  the exchange offer.


                                    Very truly yours,

                                    Fountain View, Inc.


                                    By:    /s/ Robert M. Snukal
                                       -------------------------------------
                                    Robert M. Snukal
                                    President and Chief Executive Officer

                                       2