<PAGE> 1
FILED PURSUANT TO RULE 424(b)(3)
REGISTRATION NO. 333-45443
PROSPECTUS SUPPLEMENT
DATED MAY 18, 2000
TO THE PROSPECTUS DATED APRIL 10, 1998
ALTERRA HEALTHCARE CORPORATION
Alterra Healthcare Corporation (f/k/a Alternative Living Services, Inc.
(the "Company")) has prepared this Prospectus Supplement to update certain
information included in the Company's Prospectus dated April 10, 1998 relating
to the Company's $35,000,000 aggregate principal amount of 6.75% Convertible
Subordinated Debentures due 2006 (the "Debentures") issued in a private
placement on May 17, 1996 and the 1,717,217 shares of common stock, $.01 par
value, of the Company that are issuable upon conversion of the Debentures,
subject to adjustment under certain circumstances.
The table set forth in the Prospectus under the caption "SELLING
SECURITY HOLDERS" is hereby supplemented as follows:
<TABLE>
<CAPTION>
PRINCIPAL PRINCIPAL
AMOUNT OF AMOUNT OF
DEBENTURES DEBENTURES PERCENT OF
BENEFICIALLY THAT MAY BE OUTSTANDING
NAME OWNED SOLD DEBENTURES
- ---- ------------ ----------- -----------
<S> <C> <C> <C>
NatWest Securities Limited*.................. $150,000 $150,000 **
</TABLE>
- -------------
*As set forth in the Prospectus dated April 10, 1998, NatWest Markets, an
affiliate of NatWest Securities Limited, is also offering for sale pursuant to
the Prospectus, Debentures in the principal amount of $1,935,000 (all or a
portion of which may have already been sold), representing 5.5% of the
outstanding Debentures. NatWest Markets or certain of its affiliates have
provided financial advisory services to the Company and have acted as placement
agent and underwriter in connection with the offer and sale of certain of the
Company's securities.
**Less than 1%.
