
<PAGE>   1
                                      
                      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
                                      
                                      
                                      
                              December 14, 1994
                            ---------------------
                                Date of Report
                      (Date of earliest event reported)
                                      
                                      
                                      
                          Beverly Enterprises, Inc.
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            (Exact name of Registrant as specified in its charter)
                                      
                                      
                                      
                                   Delaware
                                 ------------
                (State or other jurisdiction of incorporation)
                                      
                                      

                 1-9550                                   95-4100309  
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        (Commission file number)              (IRS employer identification no.)
                                             
                                             
                                             
     5111 Rogers Avenue, Suite 40-A          
          Fort Smith, Arkansas                            72919-1000  
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(Address of principal executive offices)                  (Zip code)



                                (501) 452-6712
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             (Registrant's telephone number, including area code)
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ITEM 2.  Acquisition or Disposition of Assets


Synetic Acquisition

         On December 14, 1994, Pharmacy Corporation of America, a California
corporation ("PCA"), an indirect wholly-owned subsidiary of Beverly
Enterprises, Inc., a Delaware corporation (the "Company"), consummated a
transaction with Synetic, Inc., a Delaware corporation ("Synetic"), whereby PCA
acquired all the issued and outstanding shares of common stock (the "Synetic
Shares") of three Synetic subsidiaries as follows: Dunnington Drug, Inc, a
Delaware corporation; Healthcare Prescription Services, Inc., an Indiana
corporation; and Alliance Health Services, Inc., a Delaware corporation
(collectively, the "Synetic Subsidiaries"). The Synetic Subsidiaries provide
pharmaceutical dispensing services in New England and Indiana to approximately
45,000 patients in various institutions, including nursing homes, transitional
care facilities, correctional facilities and group homes.

         Cash consideration totalling $107,314,000 was paid in exchange for the
Synetic Shares, with such consideration being subject to adjustment pending
certain financial tests based on an audited combined balance sheet of the
Synetic Subsidiaries as of December 14, 1994. Further, $5,000,000 of the
purchase price was placed in escrow pending certain indemnification related
post-closing adjustments, if any.


Insta-Care Acquisition

         On November 15, 1994, PCA consummated a transaction, whereby it
acquired all of the authorized, issued and outstanding shares of common stock
(the "Insta-Care Shares") of Insta-Care Holdings, Inc., a Florida corporation
("Insta-Care"), which was a subsidiary of Eckerd Corporation, a Delaware
corporation. Insta-Care provides pharmaceutical dispensing services to
approximately 65,000 patients in various institutions, including nursing homes,
transitional care facilities, correctional facilities and group homes.

         Cash consideration totaling $112,000,000 was paid in exchange for the
Insta-Care Shares, with such consideration being subject to adjustment pending
certain financial tests based on an audited consolidated balance sheet of
Insta-Care as of November 14, 1994. Of the $112,000,000 total consideration, up
to $3,000,000 will be rebated to the Company in order to account for certain
transition expenses to be incurred by the Company in connection with the
acquisition. Further, $2,000,000 of the purchase price was placed in escrow
pending certain indemnification related post-closing adjustments, if any.





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Financing

         On November 1, 1994, the Company executed a $375,000,000 Credit
Agreement (the "1994 Credit Agreement") with Morgan Guaranty Trust Company of
New York which provides for a $225,000,000 Term Loan (the "1994 Term Loan") and
a $150,000,000 Revolver/Letter of Credit Facility (the "1994 Revolver/LOC
Facility"). The proceeds from the 1994 Term Loan were used to consummate the
pharmacy acquisitions discussed above. The 1994 Revolver/LOC Facility has
replaced the Company's revolving credit facility and letter of credit facility
originally entered into in 1993. Currently, the 1994 Term Loan and any Revolver
borrowings will bear interest at adjusted LIBOR plus 1%, the Prime Rate, as
defined, or the adjusted CD rate, as defined, plus 1.125%, at the Company's
option. Such interest rates may be adjusted quarterly based on certain
financial ratio calculations. The 1994 Term Loan requires quarterly principal
and interest payments through October 1999.


General

         Neither the acquisition of the Synetic Shares nor the acquisition of
the Insta-Care Shares is by and of itself a significant acquisition. However,
this Report on Form 8-K is being filed because the acquisitions collectively
result in an acquisition of businesses which is deemed to be a significant
acquisition by the Company.


ITEM 7.  Financial Statements and Exhibits

         a)      FINANCIAL STATEMENTS OF BUSINESS ACQUIRED. In accordance with
the instructions to this form, when considered individually, the financial
statements of the respective businesses acquired are not required.

         b)      PRO FORMA FINANCIAL INFORMATION. It is impractical to provide
the required pro forma financial information with this Report on Form 8-K. As
permitted by Item 7(b)(2), such pro forma financial information will be filed
under cover of an amendment to this Form 8-K as soon as practicable, but not
later than 60 days after this Report on Form 8-K must be filed.

         c)      EXHIBITS.

                 2.1        Stock Purchase Agreement, dated as of August 9,
                            1994, between Synetic, Inc. and Pharmacy
                            Corporation of America

                 2.2        Stock Purchase Agreement, dated as of September 12,
                            1994, between Eckerd Corporation and Pharmacy
                            Corporation of America





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                                   SIGNATURE


         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.


                                        BEVERLY ENTERPRISES, INC.



                                        /s/ SCOTT M. TABAKIN
                                        Scott M. Tabakin,
                                        Vice President, Controller and 
                                        Chief Accounting Officer


Date:  December 28, 1994





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                              EXHIBIT INDEX
                              -------------

Ex. No.          Description
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 2.1             Stock Purchase Agreement, dated as of August 9,
                 1994, between Synetic, Inc. and Pharmacy
                 Corporation of America

 2.2             Stock Purchase Agreement, dated as of September 12,
                 1994, between Eckerd Corporation and Pharmacy
                 Corporation of America


