________________________________________________________________________________ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ____________ FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: February 6, 2004 (Date of earliest event reported) ____________ LTC PROPERTIES, INC. (Exact Name of Registrant as Specified in Its Charter) MARYLAND 1-11314 71-0720518 (State of Incorporation or (Commission File Number) (I.R.S. Employer Organization) Identification No.) 22917 Pacific Coast Hwy, Suite 350 Malibu, California 90265 (310) 455-6010 (Address of Principal Executive Offices and Zip Code) ________________________________________________________________________________ ITEM 5. OTHER EVENTS LTC Properties, Inc. (NYSE:LTC) announced today the postponement of its Series F Preferred Stock offering. The Company stated that it was under no pressure to consummate this offering since the proceeds were to be used to retire the Company's outstanding Series A Preferred Stock. The Company postponed this offering because it appears that at this time the offering could not be completed at the terms initially proposed. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits. 99.1 Press Release dated February 6, 2004 announcing the postponement of the Series F Cumulative Convertible Preferred Stock offering. 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. February 6, 2004.. LTC PROPERTIES, INC. ("Registrant") By: /s/ Wendy Simpson ____________________________________________ Wendy L. Simpson, Vice Chairman and Chief Financial Officer (Principal Financial and Accounting Officer) EXHIBIT INDEX Exhibit 99.1 Press Release dated February 6, 2004 announcing the postponement of the Series F Cumulative Convertible Preferred Stock offering.