September 25, 1998
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Manor Care, Inc.
Registration Statement on Form S-3
(Commission File No. 333-15775)
Ladies and Gentlemen:
On behalf of Manor Care, Inc., a Delaware corporation (the "Registrant"),
and in accordance with Rules 477 and 478 under the Securities Act of 1933, as
amended, we hereby apply for withdrawal of the Registrant's Registration
Statement on Form S-3 (the "Registration Statement") filed with the Securities
and Exchange Commission on November 7, 1996.
The Registrant has not issued or sold any securities pursuant to the
Registration Statement and, in light of the merger of Catera Acquisition Corp.,
a wholly owned subsidiary of Health Care and Retirement Corporation, with and
into the Registrant effective as of September 25, 1998, does not intend to do so
in the future.
Please issue an order granting withdrawal of the Registration Statement and
forward a copy of such order to the undersigned at (301) 979-4007. If you should
have any questions with regard to this application for withdrawal, please do not
hesitate to contact Ling Chow of Cahill Gordon & Reindel at (212) 701-3164, or
me at (301) 979-4265.
MANOR CARE, INC.
By: /s/ James H. Rempe
--------------------------------
James H. Rempe
Senior Vice President,
General Counsel and
Secretary
