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                                  EXHIBIT 10.19

                          COMMUNITY CARE SERVICES, INC.
                                18 SARGENT PLACE
                           MT. VERNON, NEW YORK 10550


                                                                   March 1, 1998

Mr. Donald Fargnoli
17 Brockwood
New Rochelle, New York 10606

Dear Don:

         Reference is hereby made to the One Million One Hundred Seventy Six
Thousand Four Hundred Dollars ($1,176,400) Non-Negotiable Promissory Note dated
May 10, 1997 issued by Community Care Services, Inc. ("CCS") to you (the
"Note"). We have agreed that the payment of the Note will be accelerated under
the following terms and conditions:

         1. Promptly upon the execution of this Agreement, CCS will issue to you
a stock certificate for Two Hundred Sixty Four Thousand Seven Hundred Fifty
(264,750) shares of CCS common stock. The issuance of such stock represents
payment in full for eighty percent (80%) of the Note. You understand that the
shares to be issued to you will be restricted stock, will bear a legend to that
effect, and may not be transferred unless an exception from applicable federal
and state registration requirements is available to you.

         2. Of the remaining Two Hundred Sixty Four Thousand Seven Hundred Fifty
Dollars ($264,7500) of the Note, Sixty Six Thousand One Hundred Eighty Seven
Dollars ($66,187) will be paid to you upon the execution of this Agreement. The
balance (inclusive of tax gross up) of Two Hundred Fifty One Thousand Five
Hundred Four Hundred Sixty Dollars ($251,504.00) will be paid to you as
additional base compensation under your Employment Agreement with CCS dated May
10,1997 in equal installments over the remaining twenty-seven (27) months of the
term, commencing March 1, 1998, resulting in an increase of Nine Thousand Three
Hundred Fifteen Dollars ($9,315.00) per month to your base compensation.
Simultaneous with the execution of this Agreement, we will enter into an
Amendment to your Employment Agreements reflecting such increased compensation.
Such additional compensation will not be subject to forfeiture in the event your
employment terminates for any reason.

         3. Upon your receipt of the stock certificate referenced in Section 1,
the check for Sixty Six Thousand One Hundred Eighty Seven Dollars ($66,187)
referenced in Section 2, and the Amendment to your Employment Agreement, you
will surrender to CCS the Note, marked "Paid in Full". You hereby acknowledge
and agree that the aforementioned payment and deliveries constitutes
satisfaction in full of all obligations of CCS to you under the Note.
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         4. This letter agreement, together with the Amendment to the Employment
Agreement, constitutes our entire agreement with respect to the subject matter
hereof and supersedes all prior agreements, written or oral, with respect to
such subject matter. This Agreement may not be amended or altered unless in a
written instrument signed by the parties hereto. The provisions of this letter
agreement shall be binding upon and inure to the benefit of the parties hereto
and their respective assigns and successors. This letter agreement shall be
governed by the laws of the State of New York governing contracts made in and to
be performed wholly in such State. This letter agreement may be executed in
counterparts, each of which shall be deemed an original and together shall
constitute one and the same document.

         Please confirm your agreement with the foregoing by signing and
returning to the undersigned two copies of this letter agreement.

                                    Very truly yours,

                                    COMMUNITY CARE SERVICES, INC.



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

AGREED AND ACCEPTED



/s/ Donald Fargnoli
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Donald Fargnoli