================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20459 __________ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report: March 19, 2004 (Date of earliest event reported) LTC PROPERTIES, INC. (Exact name of Registrant as specified in its charter) Maryland 1-11314 71-0720518 (State or other jurisdiction of (Commission file number) (I.R.S. Employer incorporation or organization) Identification No) 22917 Pacific Coast Highway, Suite 350 Malibu, California 90265 (Address of principal executive offices) (805) 981-8655 (Registrant's telephone number, including area code) ================================================================================ Item 5. -- Other Events On March 18, 2004, the Board of Directors of LTC Properties, Inc. ("LTC") approved an amendment to LTC's Stockholder Rights Plan to change its expiration date from May 24, 2010 to April 1, 2004. As additional public disclosure, LTC is furnishing the Amendment to the Rights Agreement, the Articles Supplementary and the press release as exhibits attached hereto. Item 7. -- Exhibits (c) Exhibits. 4.1 Amendment No. 1 to Rights Agreement, dated as of March 19, 2004, between LTC Properties, Inc. and Harris Trust & Savings Bank (as Rights Agent). 4.2 Articles Supplementary reclassifying and designating 40,000 shares of Series D Junior Participating Preferred Stock of LTC Properties, Inc. to authorized but unissued preferred stock. 99.1 Press release dated March 19, 2004, announcing the amendment to the termination date of Stockholders Rights Plan. SIGNATURE 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, hereunto duly authorized. LTC PROPERTIES, INC. Dated: March 19, 2004 By: /s/ WENDY L. SIMPSON -------------------- Wendy L. Simpson Vice Chairman and Chief Financial Officer EXHIBIT INDEX 4.1 Amendment No. 1 to Rights Agreement, dated as of March 19, 2004, between LTC Properties, Inc. and Harris Trust & Savings Bank (as Rights Agent). 4.2 Articles Supplementary reclassifying and designating 40,000 shares of Series D Junior Participating Preferred Stock of LTC Properties, Inc. to authorized but unissued preferred stock. 99.1 Press release dated March 19, 2004, announcing the amendment to the termination date of Stockholders Rights Plan.