UNITEDTable STATES SECURITIESof AND EXCHANGE COMMISSION Contents

~~Washington,~~UNITED ~~D.C.~~STATES SECURITIES ~~20549~~AND EXCHANGE COMMISSION

~~FORM~~Washington, ~~8-K~~D.C. 20549

~~Current~~FORM ~~Report~~8-K ~~Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934~~

~~Date~~Current of Report Pursuant to Section 13 or 15(~~Date~~d) of ~~earliest~~the ~~event~~Securities ~~reported): September 5,~~Exchange ~~2003~~Act of 1934

~~OPTIMUMCARE~~Date ~~CORPORATION (Exact name~~ of ~~registrant~~Report as(Date ~~specified~~of inearliest ~~its~~event ~~charter~~reported): September 3, 2003

Delaware	0-17401	33-0218003
(State or Other Jurisdiction of	(Commission File Number)	(I.R.S. Employer Identification
Incorporation)		Number)

OPTIMUMCARE CORPORATION

30011 Ivy Glenn Drive, Suite 219
Laguna Niguel, California		92677
(Address of Principal Executive Offices)		(Zip Code)

(Exact name of registrant as specified in its charter)

(949) 495-1100 (Registrant’s Telephone Number, Including Area Code)


Delaware	0-17401	33-0218003
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

~~N/A (Former~~30011 ~~Name~~Ivy orGlenn ~~Former~~Drive, ~~Address~~Suite 219 Laguna Niguel, IfCalifornia ~~Changed~~(Address ~~Since~~of ~~Last~~Principal ~~Report~~Executive Offices) 92677 (Zip Code)

~~Item~~(949) 9.495-1100 (Registrant’s ~~Regulation FD~~Telephone ~~Disclosure~~Number, Including Area Code)

~~The~~N/A (Former ~~information~~Name ~~contained~~or inFormer ~~this~~Address, ~~report~~If isChanged ~~being~~Since ~~provided~~Last ~~under Item 9 of~~Report) ~~Form 8-K.~~

~~Company~~TABLE ~~contact: Ed~~OF ~~Johnson, Chairman & CEO (800) 771-7202 www.optimumcare.com~~ CONTENTS

For immediate release


	Item 5. Other Events and Regulation FD Disclosure
	Item 7. Financial Statements and Exhibits.
SIGNATURE
Exhibit Index
EXHIBIT 10.152
EXHIBIT 99.1

OPTIMUMCARETable SUSPENDSof OPERATIONS AT FLORIDA STAFFING AGENCY Contents

~~LAGUNA NIGUEL, Calif. – September~~Item 5,. ~~2003~~Other –Events ~~OptimumCare Corporation (OTCBB: OPMC) today announced that it has suspended operations at its Orlando-area medical staffing services agency,~~ and ~~would~~Regulation FD ~~also be suspending operations at a~~Disclosure ~~similar satellite facility in Jacksonville in the coming weeks.~~

~~The~~ On ~~company~~September 3, ~~said~~2003, ~~that~~OptimumCare ~~since~~Corporation ~~its~~completed the acquisition of all of the ~~facility~~issued ~~that~~and ~~its~~outstanding ~~weekly revenues~~capital ~~had~~stock ~~declined~~of byHeartline, ~~more~~Inc., ~~than~~a healthcare ~~60%,~~staffing ~~and~~company itlocated ~~had~~in ~~ordered~~Southern ~~the~~California. ~~facility’s~~The total purchase ~~operations~~price toconsisted beof ~~suspended~~$215,000 ~~immediately.~~in ~~OptimumCare~~cash, ~~said~~shares itof ~~hopes~~OptimumCare tocommon ~~negotiate~~stock having a ~~sale~~market value of ~~the~~approximately ~~agency~~$10,000 ~~but~~as ~~said~~of ifthe ~~such~~closing date and a ~~development~~promissory note ~~was~~in ~~not~~the ~~forthcoming~~principal inamount aof $145,000. The principal amount of the ~~reasonable~~promissory ~~time~~note ~~frame~~is ~~that~~subject to an upward or downward adjustment based on the dollar ~~operation~~amount ~~would~~of besales ~~permanently~~collected ~~closed~~during the one year period following the closing. A copy of the Stock Purchase Agreement is included in this report as an exhibit.

~~Created in 1987,~~ OptimumCare ~~Corporation~~has ~~provides~~entered ~~healthcare services in two industry segments. The behavioral health contract segment provides management teams to client hospitals and medical centers on a long~~three-~~term~~month ~~contract~~employment ~~basis~~agreements ~~to run~~with ~~inpatient~~the ~~and outpatient behavioral health services. The temporary~~two ~~healthcare~~principals ~~staffing~~of ~~segment~~the ~~provides~~Heartline, ~~temporary skilled nurses~~Inc., ~~social workers~~ and ~~other~~has ~~professionals~~obtained toconfidentiality ~~a broad base of medical~~ and non-competition ~~healthcare client sites~~agreements.

~~Certain~~Item 7. ofFinancial ~~the~~Statements ~~statements made herein constitute forward-looking statements that involve risks~~ and uncertainties, including the risks associated with plans, the effects of changing economic and competitive conditions, government regulation which may affect facilities, licensing, healthcare reform which may affect payment amounts and timing, availability of sufficient working capital, program development efforts and timing, and market acceptance of new programs which may affect future sales growth and/or costs of operationsExhibits. ~~Additional~~ ~~information may be obtained by reviewing the Company’s reports filed from time~~ ~~to time with the SEC.~~

~~###~~ (a) Financial Statements of Businesses Acquired. Not Applicable (b) Pro Forma Financial Information. Not Applicable (c) Exhibits.

SIGNATURE


		Exhibit 10.152		Stock Purchase Agreement, dated September 3, 2003 among OptimumCare Corporation, Gregg N. Willard and Jeanne M. Willard.

		Exhibit 99.1		Press Release.

PursuantTable to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Contents

~~OPTIMUMCARE CORPORATION By: /s/ EDWARD A. JOHNSON Edward A. Johnson Chief Executive Officer~~SIGNATURE

~~Dated:~~ Pursuant ~~September 5~~to the requirements of the Securities Exchange Act of 1934, ~~2003~~as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


	OPTIMUMCARE CORPORATION

	By:	/s/ Edward A. Johnson

		Edward A. Johnson Chief Executive Officer

Dated: September 9, 2003

Exhibit Index


Exhibit 10.152		Stock Purchase Agreement, dated September 3, 2003 among OptimumCare Corporation, Gregg N. Willard and Jeanne M. Willard.

Exhibit 99.1		Press Release.

UNITEDTable STATES SECURITIESof AND EXCHANGE COMMISSION Contents

OPTIMUMCARETable SUSPENDSof OPERATIONS AT FLORIDA STAFFING AGENCY Contents

PursuantTable to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Contents

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