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                                  EXHIBIT 10.21


                     AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT

         AMENDMENT NO. 1 to Employment Agreement between Community Care
Services, Inc. (the "Corporation") and Donald Fargnoli ("Executive") dated May
10, 1997 (the "Employment Agreement").

                              W I T N E S S E T H:

         WHEREAS, the Corporation and Executive entered into the Employment
Agreement on May 10, 1997; and

         WHEREAS, the Corporation and Executive desire to amend the Employment
Agreement as set forth herein;

         NOW THEREFORE, in consideration of the premises and the mutual
covenants and promises set forth herein, the parties hereby agree as follows:

         1. All capitalized terms used herein and not otherwise defined shall
have the meanings ascribed in the Employment Agreement.

         2. The first sentence of Section 3(a) of the Employment Agreement is
hereby amended in its entirety to read as follows:

         "For the services and duties to be rendered and performed by Executive
         during the Employment Period, the Corporation agrees to pay Executive
         compensation at the rate of Eighteen Thousand Four Hundred Eighty Two
         Dollars ($18,482.00) per month (this amount to be referred to as
         "Executive Compensation").

         3. A new Section 7(d) is hereby added to the Employment Agreement as
follows:

                  "(d) Notwithstanding anything else herein to the contrary, in
         the event of the termination of Executive's employment for any reason,
         whether voluntary or involuntary, by either party hereto, including but
         not limited to termination for Cause, prior to the end of the Term,
         Executive (or his estate or personal representative, as the case may
         be) shall nevertheless be entitled to receive monthly payments from the
         Corporation of Nine Thousand Three Hundred Fifteen Dollars ($9,315.00)
         for the then remaining balance of the Term, payable in the same manner
         which Executive Compensation is payable under this Agreement. Such
         payments will constitute payment in 
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         full of the remaining outstanding balance on the One Million One
         Hundred Seventy Six Thousand Four Hundred Dollar ($1,176,400) Note
         dated May 10, 1997 which was issued by the Corporation to Executive,
         which Executive has agreed to forgo for the consideration specified in
         the letter agreement between Executive and the Corporation dated March
         1, 1998."

         4. All other provisions of the Employment Agreement not expressly
amended by this Amendment No. 1 shall remain in full force and effect.

         IN WITNESS WHEREOF, the undersigned have executed this Amendment No. 1
to the Employment Agreement as of March 1, 1998.

                                    COMMUNITY CARE SERVICES, INC.



                                    By: /s/ Joel Quall
                                        --------------------------------
                                        Joel Quall
                                        Chief Financial Officer



                                    /s/ Donald Fargnoli
                                    ------------------------------------
                                    Donald Fargnoli