SecProbe.io

Mail Stop 4561
      April 29, 2008

VIA U.S. MAIL AND FAX (419)247-2826

 Scott A. Estes Senior Vice President and Chief Financial Officer Health Care REIT, Inc. One SeaGate  Suite 1500 Toledo, Ohio, 43604  Re: Health Care REIT, Inc  File No. 001-08923
Form 10-K for Fiscal Year Ended
 December 31, 2007  Dear Mr. Estes:
We have reviewed your filing and have the following comments.  In our
comments, we may ask you to provide us w ith information so we may better understand
your disclosure.  After reviewing this inform ation, we may raise additional comments.
  Please understand that the purpose of our re view 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.

Scott A. Estes
Health Care REIT, Inc.
April 29, 2008 Page 2   Form 10-K for the year ended December 31, 2007

Item 7. Management’s Discussion and Analys is of Financial Condition and Results of
Operations

Key Performance Indicators, Trends and Uncertainties

Portfolio Update, page 44
  1. It appears that your rati os of CBMF and CAMF may be based on either a
numerator or denominator that is a non- GAAP measure.  Explain to us how these
ratios comply with all the disclosure requirements of Item 10(e).  In addition,
please provide us with a calculation of CBMF and CAMF  and a reconciliation of
the numerators and denominators used in both calculations to the most directly
comparable GAAP financial measure.
 Non-GAAP Financial Measures, page 58

  2. Explain to us how you have met all of the disclosure requirements of Item 10(e)
of Regulation S-K and question 8 of the Frequently Asked Questions Regarding
the Use of Non-GAAP Financial Measures wi th respect to your measure of Funds
Available for Distribution.  In your response explain to us how a measure entitled “Funds Available for Distribution,” and whic h appears to be adjusted for certain
cash items, can be considered a perfor mance measure rather than a liquidity
measure.
 3. We note that you present the measure EB ITDA – adjusted.  Explain to us how
you have met all the requirements of Item  10(e) of Regulation S-K and questions
8 and 10 of the Frequently Asked Ques tions Regarding the Use of Non-GAAP
Financial Measures with respect to this measure.
 Item 8. Financial Statements and Supplementary Data

Notes to Consolidated Financial Statements

1. Accounting Policies and Related Matters

Real Property Owned, page 70

4. We note that you base your allocation of acquisition costs to tangible assets on the
report of independent real estate apprai sal firms.  As these independent firms
appear to be experts, please  revise your filing to name the firms and to provide the
appropriate consents.

Scott A. Estes
Health Care REIT, Inc.
April 29, 2008 Page 3   2. Business Combinations, page 73

  5. Explain to us how you have met the disclosure requirements of paragraph 54 of SFAS 141 with respect to the Windrose Me dical Properties Trust merger and the
Redina/Paramount Acquisition.

*    *    *    *

Please respond to this comment within 10 business days or tell us when you will
provide us with a response.  Please s ubmit your response letter on EDGAR.  Please
understand that we may have additional comm ents after reviewing your response to our
comment.

 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 info rmed decision.  Since the company and its
management are in possession of all facts re lating 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 comment s, 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 comme nts as a defense in any proceeding
initiated by the Commission or any person under the federal secu rities laws of the
United States.

In addition, please be advise d that the Division of Enfo rcement has access to all
information you provide to the staff of the Divi sion of Corporation Fi nance in our review
of your filings or in response to our comments on your filings.

Scott A. Estes
Health Care REIT, Inc. April 29, 2008 Page 4
You may contact Robert Telewicz, Sta ff Accountant, at (202) 551-3438 or the
undersigned at (202) 551-3629 if you have questions.            S i n c e r e l y ,
Kevin Woody   Accounting Branch Chief