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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) August 1, 1997
Transworld HealthCare, Inc.
(Exact name of Registrant as specified in its charter)
New York
(State or other jurisdiction of incorporation)
1-11570 13-3098275
(Commission File Number) (I.R.S. Employer Identification No.)
555 Madison Avenue, New York, New York 10022
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 750-0064
(Former name or former address, if changed since last report.)
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ITEM 5. OTHER EVENTS.
Transworld HealthCare, Inc. ("Transworld") announced on August
1, 1997 that it has been unable to obtain bank consent
necessary to conclude the Agreement and Plan of Merger dated
November 13, 1996, as amended, among Health Management, Inc.
("HMI"), Transworld and a wholly owned subsidiary of
Transworld. Transworld has advised HMI of its inability to
proceed with the merger transaction at this time, although
neither party has terminated the merger agreement.
Transworld and HMI are discussing potential alternative
transactions between them. However, if HMI is unsuccessful in
pursuing either alternative transactions with Transworld or
other options, or if Transworld elects to exercise its rights
under HMI's senior credit agreement (which is presently in
default), HMI has indicated that it may be required to seek
protection under Federal bankruptcy laws.
Certain statements contained herein are forward-looking
statements that have been made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of
1995. Forward-looking statements involve known and unknown
risks and uncertainties which may cause the actual results in
the future periods or plans for future periods to differ
materially from those described herein as anticipated,
believed or estimated.
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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 hereunto duly authorized.
Transworld HealthCare, Inc.
(Registrant)
Date: August 8, 1997 By: /s/ Wayne A. Palladino
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Wayne A. Palladino
Senior Vice President and
Chief Financial Officer
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