Mail Stop 0407

      							April 20, 2005

Via U.S. Mail and Fax (615-771-7409)
Mr. L. Glynn Riddle, Jr.,
Vice President, CFO, Secretary
Advocat, Inc.
277 Mallory Station Road, Suite 130
Franklin, TN 37067

	RE:     Advocat Inc.
      Form 10-K for the fiscal year ended December 31, 2004
                        Filed March 29, 2005
                        File No. 001-12996

Dear Mr. Riddle:

      We have reviewed the above referenced filings and have the
following comments.  We have limited our review to only your
financial statements and related disclosures and will make no
further
review of your documents.  As such, all persons who are
responsible
for the adequacy and accuracy of the disclosure are urged to be
certain that they have included all information required pursuant
to
the Securities Exchange Act of 1934.  Please address the following
comments in future filings.  If you disagree, we will consider
your
explanation as to why our comment is inapplicable or a future
revision is unnecessary.  Please be as detailed as necessary in
your
explanation.  In some of our comments, we may ask you to provide
us
with supplemental information so we may better understand your
disclosure.  After reviewing this information, we may or may not
raise additional comments.

            Please understand that the purpose of our review
process
is to assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.


Form 10-K for the fiscal year ended December 31, 2004

Critical Accounting Policies and Judgments

            Self Insurance Reserves, page 38

1. We note that you use a third-party actuarial firm to assist you
in
estimating the appropriate accrual for any claims.  Please:

o Tell us the methodology and assumptions used by the actuarial
firm.
o Tell us why you believe the use of an actuary is necessary.
o Disclose the above details in your critical accounting policies.
Discuss the nature of the estimates or assumptions that are
material
due to the levels of subjectivity and judgment necessary, and why
the
impact of the estimates and assumptions on your financial
condition
or operating performance is material.  Also, quantify the
potential
impact of any changes in your assumptions.

Refer to Item 303 of Regulation S-K as well as the Commission`s
Interpretive Release on Management`s Discussion and Analysis of
Financial Condition and Results of Operation which is located on
our
website at: http://www.sec.gov/rules/interp/33-8350.htm.

4. Deferred Lease Costs, page F-16
14. Commitments and Contingencies, page F-28

2. Addressing the relevant accounting literature, tell us in
detail
how you accounted for your restructured lease agreement with
Omega.
Provide us with the terms of the lease and your related journal
entries for this transaction.

5. Asset Impairment and Other Charges, Page F-16

3. We note that you are currently not in compliance with certain
covenants of the Omega Master Lease.  Tell us the consideration
you
gave to revising the remaining useful life of your assets with
regard
to the Omega lease.  Refer to paragraph 10 of APB 20.  Note that
if a
revision to the remaining useful life is deemed necessary, it
should
be considered in developing estimates of future cash flows used to
test the asset for recoverability.  Refer to paragraph 9 of SFAS
144.

4. Provide us with more details of your impairment analysis.  Tell
us
the term you used to project the cash flows for the properties
evaluated.  In addition, tell us if your analysis was impacted by
the
non-compliance with "certain debt covenants" and other provisions
in
the lease agreements which could result in the event of the
default.

14. Commitments and Contingencies

            Florida Leases, page F-29

5. We note that you evaluate additional rentals each quarter and
record additional expense as incurred.  Tell us how you comply
with
paragraph 17 of EITF 98-9.  Revise your disclosures to clarify
your
accounting.

            Reserve for Estimated Self-Insured Professional
Liability
Claims, page F-31

6. Tell us about your downward adjustments in the accrual for
self-
insured risks associated with professional liability claims.
Provide
a quantitative analysis for the settlement of "certain claims for
amounts less than previously estimated."

            Healthcare Industry and Legal Proceedings, page F-35

7. We refer to your discussion of the prepayment review on
approximately 80 Medicare Part B occupational therapy claims at 26
of
your facilities.  Tell us more about this prepayment review and
its
accounting impact.  Also, tell us how this review impacts your
analysis of allowance for uncollectible accounts receivable.


*    *    *    *


      Please respond to these comments within 10 business days or
tell us when you will provide us with a response.  Please furnish
a
letter that keys your responses to our comments and provides any
requested supplemental information.  Please file your response
letter
on EDGAR.

            We urge all persons who are responsible for the
accuracy
and adequacy of the disclosure in the filings reviewed by the
staff
to be certain that they have provided all information investors
require for an informed decision.  Since the company and its
management are in possession of all facts relating to a company`s
disclosure, they are responsible for the accuracy and adequacy of
the
disclosures they have made.

            In connection with responding to our comments, please
provide, in writing, a statement from the company acknowledging
that

* the company is responsible for the adequacy and accuracy of the
disclosure in the filings;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filings; and

* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filings or
in
response to our comments on your filings.

      You may contact O. Nicole Holden, Staff Accountant, at (202)
824-5265 or Kyle Moffatt, Accountant Branch Chief, at (202) 942-
1829
if you have questions regarding comments on the financial
statements
and related matters.  Please contact me at (202) 942-1990 with any
other questions.


Sincerely,




Larry Spirgel

Assistant Director

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Mr. Mr L. Glynn Riddle, Jr.,
Advocat Inc.
April 20, 2005
Page 4



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

         DIVISION OF
CORPORATION FINANCE