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 (Date of earliest event reported): June 6, 2006 (June 6, 2006)

               (Exact Name of Registrant as Specified in Charter)

           Tennessee                  01-13031                   62-1674303
----------------------------      ----------------         ---------------------
(State or Other Jurisdiction        (Commission              (I.R.S. Employer
       of Incorporation)            File Number)            Identification No.)

           111 Westwood Place, Suite 200
                Brentwood, Tennessee                              37027
----------------------------------------------------     -----------------------
      (Address of Principal Executive Offices)                 (Zip Code)

                                 (615) 221-2250
              (Registrant's Telephone Number, Including Area Code)

                                 Not Applicable
          (Former Name or Former Address, if Changed Since Last Report)

     Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

|_|  Written communications pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)

|X|  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR

|_|  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b))

|_|  Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))

Item 7.01.  Regulation FD Disclosure

         On June 6, 2006, American Retirement Corporation issued a press release
announcing the record date and meeting date of a special meeting of shareholders
to consider and vote on a proposal to adopt the Agreement and Plan of Merger,
dated as of May 12, 2006, by and among Brookdale Senior Living, Inc., Beta
Merger Sub Corporation, and the Company, as the merger agreement may be amended
from time to time. A copy of the press release is furnished herewith as Exhibit

         On May 26, 2006, the Company and Brookdale filed notification and
report forms under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as
amended. If the Company and Brookdale do not receive a request for additional
information, the waiting period will expire on June 26, 2006, if not terminated

Item 9.01.  Financial Statements and Exhibits

     (d)  Exhibits.

               99.1         Press Release dated June 6, 2006



         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.

                                   AMERICAN RETIREMENT CORPORATION

                                   By: /s/ Bryan D. Richardson
                                       Bryan D. Richardson
                                       Executive Vice President - Finance and
                                       Chief Financial Officer

Date:  June 6, 2006


                                  EXHIBIT INDEX

Number                Description
------                -----------

99.1                  Press Release dated June 6, 2006