<PAGE>

                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC 20549

                                  FORM 10-KSB/A
                                Amendment No. 1

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

                  For the fiscal year ended December 31, 1999

                        Commission File Number 0-25908

                             JUST LIKE HOME, INC.
            (Exact name of registrant as specified in its charter)

            Florida                                               65-0568234
(State or other jurisdiction of                               (I.R.S. Employer
of incorporation or organization)                            Identification No.)

                         311 Castle Shannon Boulevard
                        Pittsburgh, Pennsylvania  15234
                                 412-341-4500
         (Address, including zip code, and telephone number, including
            area code, of registrant's principal executive offices)


<TABLE>
<S>                                                                    <C>
Securities registered pursuant to Section 12(b) of the Act:             None
Securities registered pursuant to Section 12(g) of the Act:             Common Stock ($.001 par value)
</TABLE>

     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  ___     No  X
                                                             -

     Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-B is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB.   [_]

     On February 6, 2001, the aggregate market value of the voting stock held by
non-affiliates of the registrant was $1,360,619 (based on the average bid and
asked prices on such date).  For purposes of determination of the above stated
amount, only directors, executive officers and 10% or greater shareholders are
deemed affiliates.

     As of February 6, 2001, there were outstanding 15,641,794 shares of common
stock, $.001 par value per share.

                      DOCUMENTS INCORPORATED BY REFERENCE

None.
<PAGE>

                              1999 FORM 10-KSB/A

                                Amendment No.1

     This Amendment No.1 to the Just Like Home, Inc. Annual Report on Form
10-KSB for the fiscal year ended December 31, 1999, is filed for the sole
purpose of re-filing the audited financial statements of the Company for the
fiscal year ended December 31, 1999, as Item 7 to the report. The sole
correction is to the table "Consolidated Statements of Cash Flows" under the
line item "Proceeds from issuance of common stock" on Page F-7. In the financial
statements, as originally filed, the data for the years 1999 and 1998 did not
align with the columns. Other than the one column alignment change, the
financial statements filed with this Amendment are indentical in all respects
with the financial statements filed with the original report.

                                      -1-
<PAGE>

ITEM 7.  FINANCIAL STATEMENTS

     The following financial statements are contained on pages F-1 through F-18
of this report:

     Report of Independent Accountants
     Consolidated Balance Sheet - December 31, 1999
     Consolidated Statements of Operations - Years Ended December 31, 1999 and
        1998
     Consolidated Statements of Stockholders' Equity (Deficit) - Years Ended
        December 31, 1999 and 1998
     Consolidated Statements of Cash Flows - Years Ended December 31, 1999 and
        1998
     Notes to Consolidated Financial Statements

                                      -2-
<PAGE>

                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

                                   JUST LIKE HOME, INC.

                                   By: /s/ Robert C. Lohr
                                   ---------------------
                                         Robert C. Lohr
                                         Chairman of the Board and Chief
                                         Executive Officer

Date:  March 13, 2001

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities indicated on the 13th day of March, 2001.

         Signature                                Title

     /s/ ROBERT C. LOHR                Chairman of the Board and Chief
         Robert C. Lohr                Executive Officer


     /s/ BRUCE C. BALDWIN              Director
         Bruce C. Baldwin


     /s/ RONALD O. BRAUN               Director
         Ronald O. Braun


     /s/ ELIZABETH A. CONARD           Executive Vice President, Secretary and
         Elizabeth A. Conard           Director


     /s/ MICHAEL W. MONAHAN            Director
         Michael W. Monahan


     /s/ JOSEPH J. NICHOLS             Director
         Joseph J. Nichols


     /s/ ISIDORE SIEGEL                Director
         Isidore Siegel


     /s/ RAYMOND G. SMITH              Director
         Raymond G. Smith


                                      -3-
<PAGE>

                     JUST LIKE HOME, INC. AND SUBSIDIARIES


                               TABLE OF CONTENTS

<TABLE>
<CAPTION>
                                                               Page #
                                                               ------
<S>                                                          <C>
Report of independent accountants                                 F-2


Consolidated financial statements:

  Consolidated balance sheet                                      F-3

  Consolidated statements of operations                           F-4

  Consolidated statements of stockholders' deficit                F-5

  Consolidated statements of cash flows                       F-6/F-7

Notes to consolidated financial statements                   F-8/F-18
</TABLE>

                                      F-1
<PAGE>

                       Report of Independent Accountants


Board of Directors and Stockholders
Just Like Home, Inc.

We have audited the accompanying consolidated balance sheet of Just Like Home,
Inc. and subsidiaries as of December 31, 1999 and the related consolidated
statements of operations, stockholders' deficit and cash flows for each of the
two years in the period ended December 31, 1999.  These financial statements are
the responsibility of the Company's management.  Our responsibility is to
express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.   An audit also
includes assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation.  We believe that our audits provide a reasonable basis for our
opinion.

In our opinion, such consolidated financial statements present fairly, in all
material respects, the consolidated financial position of Just Like Home, Inc.
and subsidiaries as of December 31, 1999, and the consolidated results of their
operations and their cash flows for each of the two years in the period ended
December 31, 1999, in conformity with generally accepted accounting principles.

As discussed in Note 3, the accompanying financial statements have been prepared
assuming that the Company will continue as a going concern.  The Company's
recurring losses from operations, negative cash flows from operations, working
capital and stockholders' deficits, and questions regarding its ability to
obtain the financing needed to exercise its rights to purchase certain assisted
living facilities raise substantial doubt about its ability to continue as a
going concern.  Management's plans as to these matters are also described in
Note 3.  The consolidated financial statements do not include any adjustments
that might result from the outcome of this uncertainty.


/s/ Templeton & Company, P.A.
Royal Palm Beach, Florida
November 30, 2000

                                      F-2
<PAGE>

                     JUST LIKE HOME, INC. AND SUBSIDIARIES

                           CONSOLIDATED BALANCE SHEET
                               December 31, 1999


                                     ASSETS
<TABLE>
<CAPTION>
Current assets:
<S>                                                     <C>
 Cash and cash equivalents                              $     12,000
 Restricted cash                                             324,981
 Accounts receivable                                          61,597
 Property held for sale                                       79,974
 Other current assets                                         60,673
                                                        ------------

     Total current assets                                    539,225

Property and equipment, net                                  123,225
Other assets, net                                              1,950
                                                        ------------

       Total assets                                     $    664,400
                                                        ============

                     LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
 Accounts payable and accrued liabilities               $    932,395
 Current portion of long-term debt                           786,976
 Other current liabilities                                   115,425
                                                        ------------

   Total current liabilities                               1,834,796

Long-term debt, less current portion                         621,521
                                                        ------------

     Total liabilities                                     2,456,317
                                                        ------------

Commitments and contingencies
 (Notes 3 and 6)                                                   -

Stockholders' deficit:
 Preferred stock, $.01 par value;
   2,000,000 shares authorized; none
   issued                                                          -
 Common stock, $.001 par value;
   25,000,000 authorized; 12,310,279
   shares issued and outstanding                              12,310
 Additional paid-in capital                               10,854,257
 Accumulated deficit                                     (12,658,484)
                                                        ------------

     Total stockholders' deficit                          (1,791,917)
                                                        ------------

       Total liabilities and stockholders'
         deficit                                        $    664,400
                                                        ============
</TABLE>

See notes to financial statements.

                                      F-3
<PAGE>

                     JUST LIKE HOME, INC. AND SUBSIDIARIES

                     CONSOLIDATED STATEMENTS OF OPERATIONS
                 For the Years Ended December 31, 1999 and 1998

<TABLE>
<CAPTION>
                                                          1999          1998
                                                      ------------  ------------
<S>                                                   <C>           <C>
Revenue:
 Assisted living facilities resident fees             $ 3,006,799   $ 1,839,498
 Companion care fees                                      647,077       597,846
 Other income                                              43,507        58,685
                                                      -----------   -----------

   Total revenue                                        3,697,383     2,496,029
                                                      -----------   -----------

Expenses:
 Assisted living facilities operations                  2,893,407     1,788,360
 Assisted living facilities lease expense               1,026,529       204,027
 Companion care operations                                649,723       571,684
 General and administrative                               813,334     1,460,201
 Depreciation and amortization                             56,386       623,832
                                                      -----------   -----------

   Total expenses                                       5,439,379     4,648,104
                                                      -----------   -----------

Operating loss                                         (1,741,996)   (2,152,075)

Non-operating income (expense):
 Interest expense                                         (73,326)     (397,194)
 Interest income                                            2,850        51,293
 Gain (loss) on sales of assets                            42,509      (249,018)
 Provision for termination of leases                            -      (498,737)
 Loss from impairment of property
   held for sale and certain goodwill                     (66,291)     (859,336)
                                                      -----------   -----------

     Loss before income taxes                          (1,836,254)   (4,105,067)

Provision for income taxes                                      -             -
                                                      -----------   -----------

Net loss                                              $(1,836,254)  $(4,105,067)
                                                      ===========   ===========

Net loss per common share:
 Basic
                                                      $      (.19)  $      (.59)
 Diluted                                              ===========   ===========
                                                      $      (.19)  $      (.59)
                                                      ===========   ===========

Weighted average shares of common stock outstanding:
   Basic                                                9,500,851     6,909,110
                                                      ===========   ===========
   Diluted                                              9,500,851     6,909,110
                                                      ===========   ===========
</TABLE>

See notes to financial statements.

                                      F-4
<PAGE>

                    JUST LIKE HOME, INC. AND SUBSIDIARIES

               CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT
                For the Years Ended December 31, 1999 and 1998
<TABLE>
<CAPTION>

                                     Common Stock       Additional
                                     ------------         Paid-in      Accumulated
                                No. Shares    Amount      Capital        Deficit        Total
                                ----------    ------      -------        -------        -----
<S>                             <C>          <C>        <C>           <C>            <C>

Balance, January 1, 1998         6,883,329    $ 6,883   $ 8,900,515   $ (6,717,163)  $ 2,190,235

Cancellation of subscription
 receivable                        (10,000)       (10)       (9,990)             -       (10,000)
Issuance of common stock
 as compensation                    44,272         44        44,228              -        44,272
Net loss for the year
 ended December 31,
 1998                                    -          -             -     (4,105,067)   (4,105,067)
                                ----------    -------   -----------   ------------   -----------

Balance, December 31,
 1998                            6,917,601      6,917     8,934,753    (10,822,230)   (1,880,560)

Issuance of 2,472,678
 shares of common stock
 to retire common stock
 and options subject to
 put options                     2,472,678      2,473       922,424              -       924,897
Issuance of common stock         2,920,000      2,920       997,080              -     1,000,000
Net loss for the year
 ended December 31, 1999                 -          -             -     (1,836,254)   (1,836,254)
                                ----------    -------   -----------   ------------   -----------

Balance, December 31, 1999      12,310,279    $12,310   $10,854,257   $(12,658,484)  $(1,791,917)
                                ==========    =======   ===========   ============   ===========

</TABLE>

See notes to financial statements.

                                      F-5
<PAGE>

                     JUST LIKE HOME, INC. AND SUBSIDIARIES

                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                For the Years Ended December 31, 1999 and 1998


                                                          1999          1998
                                                          ----          ----

Cash flows from operating activities:
 Net loss                                             $(1,836,254)  $(4,105,067)
 Adjustments to reconcile net loss
   to net cash used in operating activities:
     Depreciation                                          51,146        79,963
     Amortization                                           5,240       543,869
     Provision for termination of leases                        -       498,737
     (Gain) loss on sales of assets                       (42,509)      249,018
     Non-cash loss from impairment of
       property held for sale and certain goodwill         66,291       859,336
     Common stock issued as compensation                        -        44,272
     Changes in operating assets and liabilities:
       Increase in accounts receivable                     (9,795)      (15,176)
       Decrease in other current assets                    17,589       773,768
       Decrease in other assets                                 -       148,469
       (Decrease) increase in accounts
         payable and accrued liabilities                  (51,216)      277,966
       (Decrease) increase in other
         current liabilities                               43,126       (20,313)
                                                      -----------   -----------

Net cash used in operating activities                  (1,756,382)     (665,158)
                                                      -----------   -----------

Cash flows from investing activities:
 Purchases of property and equipment                      (41,525)      (55,318)
 Proceeds from sales of assets                          1,285,000     1,948,651
 Certificates of deposit redeemed                         229,687       139,444
                                                      -----------   -----------

Net cash provided by investing activities               1,473,162     2,032,777
                                                      -----------   -----------

                                      F-6
<PAGE>

                     JUST LIKE HOME, INC. AND SUBSIDIARIES

                CONSOLIDATED STATEMENTS OF CASH FLOWS, CONTINUED
                 For the Years Ended December 31, 1999 and 1998


                                            1999          1998
                                            ----          ----

Cash flows from financing activities:
 Repayment of long-term debt, net        $ (793,532)  $(1,690,657)
 Financing in excess of costs paid
   on build-to-suit facilities                    -       334,267
 Proceeds from issuance of common
   stock                                  1,000,000             -
 Repayment of related-party loans                 -       (63,166)
                                         ----------   -----------

Net cash provided by (used in)
 financing activities                       206,468    (1,419,556)
                                         ----------   -----------

Net decrease in cash and
 cash equivalents                           (76,752)      (51,937)

Cash and cash equivalents, beginning
 of year                                     88,752       140,689
                                         ----------   -----------

Cash and cash equivalents, end of
 year                                    $   12,000   $    88,752
                                         ==========   ===========

Supplemental disclosure of cash flow
 information:

   Total interest paid                   $   51,489   $   375,445
                                         ==========   ===========

Non-cash investing and financing transactions:

    1999 Transactions:
    -----------------

 .   The Company issued 2,472,678 shares of common stock to retire common stock
    and options subject to put options in the amount of $924,683.
 .   The Company satisfied a mortgage note payable of $750,000 by conveyance of a
    vacant lot held for sale.
 .   The Company satisfied notes payable to certain individuals aggregating
    $300,000 by conveyance of certain property held for sale.

    1998 Transactions:
    -----------------

    .  The Company issued 44,272 shares of common stock, valued at $44,272, as
       officer compensation.
    .  The Company cancelled a subscription receivable from a prior year for
       10,000 shares of common stock valued at $10,000.
    .  The Company incurred debt of $336,500 to purchase certain property held
       for sale and certain furniture, fixtures, and equipment.
    .  The Company incurred $571,830 of long-term financing payable to the
       contractor in connection with the construction of certain build-to-suit
       facilities.

                                      F-7
<PAGE>

                     JUST LIKE HOME, INC. AND SUBSIDIARIES

                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note 1 - Organization and Nature of Business

The accompanying consolidated financial statements present the consolidated
historical results of operations for Just Like Home, Inc. and subsidiaries (the
Company), and includes the accounts of JLH Series I, Inc., that operates seven
leased assisted living facilities; four in Bradenton, Florida, one in Lake
Wales, Florida (opened November 1998), one in Haines City, Florida (opened
November 1998), and one in Orange City, Florida (opened July 1998); Charis
Place, Inc., that operates one leased assisted living facility in Leesburg,
Florida; Peridot Companies, Inc., (formerly Just Like Family, Inc.) that
operated a companion care service to residents in Manatee County, Florida, that
was sold in 1999 (see Note 12); JLH Franchising Corporation, JLH Management
Corporation, Just Like Home IV, Inc., and JLH Realty, Inc., that are all
inactive; Just Like Home Corporate Center, Inc., that owned and operated an
office building in Bradenton, Florida that was sold in 1998 (see Note 12); and
Edgewood Double Drive, Inc., that owned a vacant lot in Sarasota, Florida that
was sold in 1999.

The Company is principally engaged in the business of developing, operating and
managing assisted living facilities located in Florida.


Note 2 - Summary of Significant Accounting Policies

A summary of the significant accounting policies used in preparing the
accompanying financial statements follows:

   Principles of Consolidation
   ---------------------------

   The consolidated financial statements include Just Like Home, Inc. and all of
   its subsidiaries.  All significant intercompany transactions and accounts are
   eliminated in the consolidation.

   Cash and Cash Equivalents
   -------------------------

   The Company considers all highly liquid investments with an original maturity
   of three months or less when purchased to be cash equivalents.

   Accounts Receivable
   -------------------

   Accounts receivable relate primarily to amounts due from residents in the
   various assisted living facilities.

   Revenue Recognition
   -------------------

   The Company charges fees to residents of its assisted living facilities
   pursuant to short-term operating lease agreements. Resident fees are
   recognized as revenue ratably over the term of the related leases. Companion
   care fees relate to the Just Like Family program and are recognized when all
   services have been substantially performed.

   Depreciation
   ------------

   Depreciation expense is provided for furniture, fixtures, and equipment using
   the straight-line method over their estimated lives ranging from five to
   seven years.

                                      F-8
<PAGE>

                     JUST LIKE HOME, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


Note 2 - Summary of Significant Accounting Policies, Continued

   Property Held for Sale
   ----------------------

   The Company holds certain parcels of land as property held for sale.  The
   Company values the property held for sale at the cost to acquire such
   property less any provisions relating to impairments on each parcel of land.
   Properties expected to be sold within one year after the balance sheet date
   are classified as current assets.

   Goodwill and Other Intangible Assets
   ------------------------------------

   The Company amortizes costs in excess of fair value of net assets of
   businesses acquired using the straight-line method over ten years.  Costs
   incurred in connection with the issuance of debt are deferred and amortized
   over the term of the related debt using the straight-line method, which
   approximates the effective interest method.

   Long-Lived Assets
   -----------------

   The Company reviews long-lived assets and certain identifiable intangibles
   for impairment on a periodic basis and whenever events or changes in
   circumstances indicate that the carrying amount of the asset may not be
   recoverable.  The Company records a provision when it has been determined
   that assets are impaired. All remaining goodwill and certain other intangible
   assets at December 31, 1998 were written off (see Notes 6 and 13).

   Capitalization of Interest
   --------------------------

   Interest incurred during construction or major renovations is capitalized.

   Earnings (Net Loss) per Common Share
   ------------------------------------

   Earnings (net loss) per common share is computed in accordance with Financial
   Accounting Standards Board Statement 128 (FAS 128). Basic earnings (net loss)
   per common share excludes dilution and is computed by dividing income
   available to common stockholders by the weighted average number of common
   shares outstanding for the period.

   Diluted earnings per share reflects the potential dilution that could occur
   if securities or other contracts to issue common stock were exercised or
   converted into common stock or resulted in the issuance of common stock that
   then shared in the Company's earnings. The effect of potentially dilutive
   securities outstanding during 1999 and 1998 is anti-dilutive; therefore,
   basic and diluted earnings per share are the same for both years.  Securities
   that could potentially dilute basic earnings per share in future periods
   include warrants to purchase 100,000 shares at $7.20 per share.

                                      F-9
<PAGE>

                     JUST LIKE HOME, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


Note 2 - Summary of Significant Accounting Policies, Continued

   Segment Reporting
   -----------------

   FAS No. 131, "Disclosures About Segments of an Enterprise and Related
   Information," which is effective for fiscal years beginning after December
   15, 1997, establishes standards for reporting information about operating
   segments in annual financial statements and interim financial reports issued
   to stockholders. Generally, certain financial information is required to be
   reported on the basis that is used internally for evaluating performance of
   and allocation of resources to operating segments. Management believes that
   its operations are focused in the assisted living industry and that financial
   reports issued to stockholders are presented on the basis used internally to
   evaluate performance. Accordingly, additional information to disaggregate the
   Company's results of operations among industry segments is not presented.

   Income Taxes
   ------------

   Income taxes are provided for the tax effects of transactions reported in the
   consolidated financial statements. Deferred taxes are recorded to reflect the
   tax consequences in future years of temporary differences between the tax
   basis of assets and liabilities and their financial reporting amounts at each
   year-end based on enacted tax laws and statutory tax rates applicable to
   periods in which the differences are expected to affect taxable income.
   Valuation allowances are established when necessary to reduce deferred tax
   assets to the amount expected to be realized. Income tax expense is the tax
   currently payable for the period and the change during the period in deferred
   tax assets and liabilities at the statutory tax rates.

   Reclassifications
   -----------------

   Certain amounts appearing in the 1998 financial statements have been
   reclassified to conform with the 1999 presentation.

   Management Estimates
   --------------------

   Preparation of financial statements in conformity with generally accepted
   accounting principles requires management to make estimates and assumptions
   that affect certain reported amounts of consolidated assets and liabilities
   and disclosure of contingent assets and liabilities at the dates of the
   consolidated financial statements and the report amounts of consolidated
   revenues and expenses during the reporting periods. Actual results could
   differ from those estimates.

   Concentration of Credit Risk
   ----------------------------

   Financial instruments, which potentially subject the Company to concentration
   of credit risk, include temporary cash investments. The Company places its
   cash and temporary cash investments with high credit quality financial
   institutions. Such balances may exceed the FDIC insurance limit.

                                      F-10
<PAGE>

                     JUST LIKE HOME, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


Note 3 - Going Concern

The Company's consolidated financial statements have been prepared on a going
concern basis, which contemplate the realization of assets and the satisfaction
of liabilities in the normal course of business. As shown in the accompanying
consolidated financial statements, the Company has incurred substantial
operating losses and negative cash flows from operations for each of the two
years in the period ended December 31, 1999. At December 31, 1999, the Company
had a working capital deficit of approximately $1,295,000 and stockholders'
deficit of approximately $1,792,000. Additionally, as discussed in Note 6, the
Company was declared in default of certain terms and covenants of the leases for
all eight of the facilities it operates and subsequently executed a new, short-
term lease for the facilities with a purchase option. The Company's continued
operation of such facilities beyond the new lease term, including extensions,
depends upon the lessor's forbearance and the Company's ability to obtain
alternative financing to exercise its purchase option. These factors may
indicate that the Company will be unable to continue as a going concern for a
reasonable period of time.

The financial statements do not include any adjustments relating to the
recoverability and classification of assets and liabilities that might be
necessary should the Company be unable to continue as a going concern. As
described in Notes 6 and 7, the Company appointed a new chief executive officer,
obtained certain interim financing and is seeking long-term financing to
exercise its right to purchase the eight assisted living facilities. The
Company's continuation as a going concern is dependent upon its ability to
generate sufficient cash flow to meet its obligations on a timely basis, to
obtain long-term financing to exercise its rights to purchase the assisted
living facilities, and ultimately to attain profitability.


Note 4 - Restricted Cash

Restricted cash at December 31, 1999 consists of the following:



     Certificate of deposit                                 $270,000
     Escrow funds                                             25,154
     Residents' security deposits                             24,647
     Resident petty cash                                       5,180
                                                            --------

                                                            $324,981
                                                            ========
Note 5 - Property and Equipment

Property and equipment is stated at cost and includes the following at December
31, 1999:

   Furniture, fixtures, and equipment                       $ 244,018
   Less accumulated depreciation                             (120,793)
                                                            ---------

                                                            $ 123,225
                                                            =========

                                      F-11
<PAGE>

                     JUST LIKE HOME, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


Note 6 - Description of Leasing Arrangements

The Company's leasing arrangements for the assisted living facilities which it
operates and for other operating leases are described as follows:

   Assisted Living Facilities
   --------------------------

   On April 30, 1997, the Company entered into a financing agreement with Health
   Care REIT, Inc. (HCR) for up to $41.8 million in operating lease financings
   for assisted living facilities.  During 1997, the Company sold four
   facilities which it owned and operated to HCR and leased back such facilities
   pursuant to a ten-year lease agreement (the 1997 lease) with an option to
   extend the lease for an additional ten years. No profit was recognized on
   such transaction.  During 1998, the construction of three additional
   facilities was completed with HCR financing on a build-to-suit basis, and the
   Company entered into ten-year lease agreements with options to extend the
   leases for additional ten-year periods for each of the three facilities.  The
   costs incurred by the Company to build the facilities in excess of the HCR
   financing was deferred and amortizable over the terms of the leases (see
   below).  Also during 1998, the Company sold a facility originally acquired in
   1996 to HCR and entered into a ten-year lease agreement with an option to
   extend the lease for an additional ten years.

   The Company originally accounted for the 1997 lease as an operating lease and
   removed the assets and related financing from its consolidated balance sheet.
   During the second quarter of 1998, the Company capitalized the 1997 lease due
   to the modification of certain lease terms.

   As of December 31, 1998, the Company was in default with respect to certain
   substantive terms and covenants of all of its leases with HCR and such leases
   and the financing agreement were effectively terminated.  On February 19,
   1999, the Company received formal termination notices from HCR.

   During April 1999, the Company reached a settlement agreement with HCR which
   provided for the following:

   .  The execution of a single lease agreement for all eight facilities for a
      nine-month term commencing May 1999. HCR subsequently granted the Company
      lease extensions through January 31, 2001.

   .  The payment of $200,000 for HCR's legal fees and expenses.

   .  The payment of rent and other expenses due HCR through April 1999 from
      funds held in escrow.

   .  The settlement of certain litigation with the general contractor for two
      of the facilities built in 1998 (see Note 8).

   .  The appointment of Robert Lohr as the Company's chief executive officer
      (see Note 7).


                                     F-12
<PAGE>

                     JUST LIKE HOME, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


Note 6 - Description of Leasing Arrangements, Continued

   Assisted Living Facilities, continued
   -------------------------------------

   . The granting of the right to the Company to purchase the eight facilities
     for $10,406,510 for the first four months of the lease, increasing by .75%
     each month through the end of the ninth month at which time the right
     terminates. The purchase option was subsequently extended to January 31,
     2001.

     As a result of the above transactions, the Company recorded the following
     provision for termination of leases in its 1998 financial statements which
     is comprised as follows:
<TABLE>
<CAPTION>

                                   Item                                                       Amount
------------------------------------------------------------------------                      ------
<S>                                                                                        <C>

     Write off of costs in excess of financing provided for three
        build-to-suit leases                                                               $ 237,563
     Write off of deferred financing costs                                                   196,688
     Write off of goodwill associated with the acquisition of certain
        assisted living facilities                                                           241,442
     Write off of capitalized costs and lease obligations for leases
        capitalized and subsequently terminated during 1998                                 (376,956)
     Accrual of HCR legal fees and expenses                                                  200,000
                                                                                           ---------

        Total provision for termination of leases                                          $ 498,737
                                                                                           =========
</TABLE>
     Other Operating Leases
     ----------------------

     The Company is obligated under operating lease agreements for office space
     at December 31, 1999.  Future minimum lease payments required under these
     leases are $5,648 in 2000 and $2,000 in 2001.

Total rent on all operating leases for the years 1999 and 1998 is summarized as
follows:

                                                              1999       1998
                                                              ----       ----
     Assisted living facilities                           $1,026,529   $204,027
     Other                                                    37,821     37,534
                                                          ----------   --------

       Total                                              $1,064,413   $241,561
                                                          ==========   ========

During 1998, the Company leased office space from a company controlled by the
Company's former chief executive officer pursuant to an informal, month-to-month
arrangement.  Total rent charged in 1998 (included in "other" above) amounted to
$32,100.



                                     F-13
<PAGE>

                     JUST LIKE HOME, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


Note 7 - Transactions to Transfer Operating Control

During 1999, the Company consummated certain transactions with an investor group
led by Robert Lohr to transfer operating control of the Company to Mr. Lohr,
provide certain interim financing for the continued operation of the Company,
and provide necessary funds to address certain outstanding litigation and other
matters (see Note 6).  The transactions resulted in the purchase of 2,920,000
shares of the Company's common stock for $1,000,000 by the investor group.

In addition, Mr. Lohr was named the Company's chief executive officer, he
assumed control of two voting trusts which include a substantial interest in the
Company's common stock, and he named four additional board members.


Note 8 - Long-Term Debt

Long-term debt consists of the following at December 31, 1999:
<TABLE>
<CAPTION>

<S>                                                                                                                       <C>
Note payable to an individual, interest at prime plus 1% (9.5% at December
31, 1999), uncollateralized and payable on demand.                                          $   195,000

Note payable, interest at 8.5%, monthly principal and interest payments due
through July 2002, collateralized by equipment.                                                  10,444

Contractor settlement payable, principal and interest of 10% due through
April 2001, collateralized by facility under operating lease (see Note 6).                      271,828

Note payable, interest at 9.5%, monthly principal and interest payments due
through September 2002, collateralized by equipment.                                            26,541

Note payable to stockholder, uncollateralized with principal and interest, at
10%, payable in monthly installments. Principal and interest payments are in
default at December 31, 1999.                                                                  238,839

Note payable to a bank, interest at prime plus 2% (10.5% at December 31,
1999).  Principal and interest due in April 2001, collateralized by accounts
receivable, fixtures and equipment, and intangibles and guaranteed by a
stockholder.                                                                                  125,000

Note payable to a former officer, interest at prime plus 1.5% (10% at
December 31, 1999), payable monthly through 2002.                                             128,990

Note payable to related party, non-interest bearing and no stipulated
repayment terms.  On February 8, 2000, $105,000 of this balance was
converted to a convertible debenture.  The debenture bears interest at 13%
and is due February 8, 2002.  In May 2000, one-half of the debenture was
converted into 875,000 shares of the Company's common stock.                                  261,855
</TABLE>



                                     F-14
<PAGE>

                     JUST LIKE HOME, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


Note 8 - Long-Term Debt, Continued

Convertible debenture payable to an individual, interest at 13% and principal
are due October 1, 2001. The debenture can be converted, prior to maturity, into
common stock at a price to be determined by the holder as either (a) the stock
price on the issue date or (b) $.28 per share or (c) the price at which the
stock closed on any day in the 30 days preceding conversion.           150,000
                                                                    ----------

                                                                     1,408,497

 Less current portion                                                 (786,976)
                                                                    ----------

                                                                    $  621,521
                                                                    ==========


The following table presents principal payments required on long-term debt for
each of the years subsequent to December 31, 1999:

     Year Ending
     December 31,                                Amount
     ------------                                ------
        2000                                  $  786,976
        2001                                     424,702
        2002                                     196,819
                                               ---------
                                              $1,408,497
                                              ==========

Note 9 - Income Taxes

Due to the Company's recurring losses for both financial reporting and federal
income tax purposes, no provision for income taxes is reflected in the
accompanying financial statements.  For federal income tax purposes, net
operating loss carryforwards aggregating approximately $9,560,000 are available
at December 31, 1999 which expire through 2019.

The components of the net deferred tax asset recognized in the accompanying
consolidated balance sheet at December 31, 1999 are as follows:

Deferred tax assets:
  Net operating loss carryforward                                    $3,563,595
  Accrued liabilities not
    deductible until paid                                                22,654
  Difference between book and tax
    bases of property held for sale                                      19,285
  Other                                                                  23,207
                                                                     ----------

                                                                      3,628,741
   Valuation allowance                                               (3,628,741)
                                                                     ----------

  Net deferred tax asset                                                $     -
                                                                        =======


                                     F-15

<PAGE>

                     JUST LIKE HOME, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


Note 9 - Income Taxes, Continued

The following is a reconciliation of tax computed at the statutory federal rate
to the provision for income taxes in the consolidated statements of operations:

<TABLE>
<CAPTION>
                                                   For the Year Ended December 31,
                                                   ------------------------------
                                                  1999                         1998
                                                  ----                         ----
                                         Amount          %           Amount           %
                                         ------          --          ------           --
<S>                                    <C>             <C>        <C>               <C>
 Tax computed at statutory
   federal rate                        $(624,326)       (34)%     $(1,395,723)       (34)%
 Effect of:
   Goodwill amortization
    and write off                              -          -           355,612          9
   Change in valuation allowance         728,905         40           749,674         18
   Adjust prior year NOL recognized            -          -           328,440          8
   Other                                (104,579)        (6)          (38,003)        (1)
                                       ---------       ----       -----------       ----

                                       $       -          -%      $         -          -%
                                       =========       ====       ===========       ====
</TABLE>

Note 10 - Certain Common Stock Transactions

During 1999, the Company issued 2,472,678 shares of common stock to certain
stockholders to retire common stock and options subject to put options
originally recorded in 1997 for $924,683 in settlement of certain litigation.

During 1999, the stockholders approved an increase in the Company's authorized
common stock from 13,000,000 to 25,000,000 shares.


Note 11 - Stock Options and Warrants

   Stock Options
   -------------

   In March 1995, the Company adopted a Stock Option Plan (the Plan) under which
   200,000 shares of common stock are reserved for issuance upon exercise of
   stock options.  Options may be granted to all eligible employees of the
   Company, including officers and non-employee directors and others who perform
   services for the Company.

   Options are granted under the Plan on such terms and at such prices as
   determined by the Board of Directors, except that the per share exercise
   price of incentive stock options cannot be less than the fair market value of
   the common stock on the date of the grant.  Each option is exercisable after
   the period or periods specified in the option agreement, but no option may be
   exercisable after the expiration of ten years from the date of grant.  There
   are no outstanding options under the Plan at December 31, 1999.



                                     F-16
<PAGE>

                     JUST LIKE HOME, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


Note 11 - Stock Options and Warrants, Continued

   Disclosure of Stock-Based Compensation
   --------------------------------------

   The Company has adopted the disclosure-only provisions of Statement of
   Financial Accounting Standards No. 123, "Accounting for Stock-Based
   Compensation."  Accordingly, no compensation expense has been recognized for
   the stock option plan.

   Warrants
   --------

   During 1995, the Company issued warrants to purchase up to 100,000 shares of
   common stock at $7.20 per share.  The warrants are exercisable for a period
   of five years, beginning in 1996.  No shares have been purchased with these
   warrants as of December 31, 1999.


Note 12 - Significant Sales of Assets

   Sale of Just Like Home Corporate Center
   ---------------------------------------

   The loss on sales of assets shown in the consolidated statement of operations
   for the year ended December 31, 1998 primarily relates to the Company's sale
   of an office complex which it owned, operated, and occupied.

   Sale of Companion Care Operation
   --------------------------------

   On December 31, 1999, the Company sold its companion care operation for
   $65,000 and entered into a three-year non-compete agreement ending December
   31, 2002.  The transaction resulted in a gain of $42,509.


Note 13 - Impairment of Long-Lived Assets and for Long-Lived Assets To Be
Disposed of

In accordance with FAS No. 121, long-lived assets to be disposed of must be
reported in the consolidated balance sheet at the lower of their carrying amount
or the fair value less costs to sell.  The Company holds certain property for
sale which it expects to dispose of during 2000.  A loss on impairment of
property held for sale was recorded in the amount of $66,290 in 1999 and
$295,588 in 1998.

Also, during 1998, the Company wrote off the remaining unamortized goodwill of
$563,748 associated with the 1997 merger with Community Assisted Living Centers,
Inc.


Note 14 - Fair Value of Financial Instruments

The carrying amounts of the Company's financial instruments, which include
certificates of deposit and long-term debt, approximates the fair values of
those instruments.  Fair values have been estimated based upon expected cash
flows at rates currently available to the Company for financial instruments with
similar terms and remaining maturities.



                                     F-17
<PAGE>

                     JUST LIKE HOME, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED


Note 15 - Subsequent Events

On April 7, 2000, the Company sold the property held for sale for net proceeds
of $79,974.

In connection with the extensions of its lease agreement with HCR during 2000,
the Company:

 .  Issued 500,000 shares of common stock to HCR for no additional consideration.

 .  Issued warrants to purchase an additional 500,000 shares of common stock to
   HCR for no additional consideration on February 1, 2000.

 .  Issued warrants to purchase an additional 200,000 shares of common stock to
   HCR for no additional consideration on August 1, 2000.



                                     F-18