LEASE GUARANTY AGREEMENT
                              (Clearwater Guaranty)


         THIS LEASE GUARANTY AGREEMENT (this "Guaranty"), made as of the 1st day
of October,  1998, by CENTENNIAL HEALTHCARE  CORPORATION,  a Georgia corporation
(the  "Guarantor")  in favor of EBT  HEALTHCARE  PROPERTIES,  L.P.,  a  Delaware
limited partnership (the "Lessor").

                                    RECITALS:

         Pursuant to the Lease  Agreement  described on Exhibit A hereto between
the  Lessor  and  Centennial  HealthCare  Properties   Corporation,   a  Georgia
corporation (the "Lessee") (the "Lease"), Lessee leases from Lessor certain real
estate and the nursing  home  facility  situated  thereon (the  "Nursing  Home")
located in  Clearwater  County,  Idaho (such real estate and Nursing  Home being
more particularly  described in the Lease and collectively referred to herein as
the "Property").

         NOW, THEREFORE,  in consideration of the recitals, Ten Dollars ($10.00)
and other good and valuable consideration,  the receipt and sufficiency of which
are hereby  acknowledged,  and as  security  for the  payment  of all rent,  all
expenses,  charges and other amounts from time to time owing to Lessor  pursuant
to the Lease,  and for the  performance of all  covenants,  agreements and other
obligations  from time to time owing to, or for the benefit of, Lessor  pursuant
to the Lease  (collectively  referred  to herein the "Lease  Obligations"),  the
Guarantor agrees and covenants with Lessor and represents and warrants to Lessor
as follows:

         1. Guarantee of Lease Obligations. The Guarantor hereby unconditionally
guarantees to the Lessor the due, regular,  and punctual payment and performance
of the  Lease  Obligations.  Upon the  failure  of the  Lessee  timely to pay or
perform any of the Lease Obligations, the Guarantor further guarantees timely to
pay or perform any of the Lease  Obligations  and the payment of all  reasonable
costs and  expenses  actually  incurred by Lessor in paying or  performing  such
Lease Obligations (but Lessor shall not be required to pay or perform such Lease
Obligations).  Further,  the Guarantor  guarantees the payment of all reasonable
costs, attorneys' fees, and expenses that are actually incurred by the Lessor by
reason of a default  under the Lease (as  defined  in  Section  20 of the Lease,
hereinafter  "Event of Default") by the Lessee,  including  reasonable  fees and
expenses in any appellate or bankruptcy proceedings.

         Upon any Event of Default (as therein  defined)  pursuant to the Lease,
the Guarantor  unconditionally promises to pay to the Lessor such amounts as are
necessary  to cure the Event of  Default,  or at the option of the  Lessor,  the
Guarantor agrees to pay the outstanding  Lease Obligations  (including,  without
limitation, any accelerated rental due upon such Event of Default) in full.

         This  Guaranty  is  unconditional,  and the  Guarantor  agrees that the
Lessor,  upon the occurrence of an Event of Default pursuant to the Lease, shall
not be required  to assert any claim or cause of action  against  Lessee  before
asserting  any  claim  or cause of  action  against  the  Guarantor  under  this
Guaranty.  Furthermore,  the  Guarantor  agrees  that the  Lessor  shall  not be
required to pursue or foreclose on any  collateral  that it may receive from the
Lessee,  the Guarantor,  or others as security for any of the Lease  Obligations
before making a claim or asserting a cause of action against the Guarantor under
this Guaranty.

         The  failure of the  Lessor to perfect  its  security  interest  in any
collateral  now or hereafter  securing all or any part of the Lease  Obligations
shall not release the Guarantor from its liabilities and obligations hereunder.

         Notice  of  acceptance  of  this  Guaranty  is  hereby  waived  by  the
Guarantor.  Presentment,  protest, demand, and notice of protest and demand, and
notice of receipt of any and all  collateral,  and of the exercise of possessory
remedies or foreclosure  on any and all  collateral  received by the Lessor from
the Lessee or the Guarantor are hereby  waived.  All  settlements,  compromises,
compositions,  accounts  stated,  and agreed  balances in good faith between any
primary or secondary  obligors on any accounts  received as collateral  shall be
binding upon the Guarantor.

         This  Guaranty  shall not be  affected,  modified,  or  impaired by the
voluntary or Involuntary liquidation, dissolution, sale, or other disposition of
all or substantially  all of the assets,  marshalling of assets and liabilities,
receivership,  insolvency,  bankruptcy, assignment for the benefit of creditors,
reorganization,  arrangements, composition with creditors or readjustment of, or
other similar proceedings  affecting the Lessee or the Guarantor,  or any of the
assets  belonging  to  either of them,  nor shall  this  Guaranty  be  affected,
modified, or impaired by the invalidity of the Lease.

         Without notice to the Guarantor,  without the consent of the Guarantor,
and without  affecting  or limiting the  Guarantor's  liability  hereunder,  the
Lessor may:

     (a)  grant  the  Lessee  extensions  of  time  for  payment  of  the  Lease
     Obligations or any part hereof;

     (b) renew any of the Lease Obligations;

     (c) grant the Lessee  extensions of time for  performance  of agreements or
     other indulgences;

     (d) at any time release any or all of the collateral, or any mortgage, deed
     of trust or security  interest  in any  collateral,  that now or  hereafter
     secures any of the Lease Obligations;

     (e)  compromise,   settle,   release,  or  terminate  any  or  all  of  the
     obligations, covenants, or agreements of the Lessee under the Lease; and

     (f) with the  Lessee's  written  consent,  modify or amend any  obligation,
     covenant,  or  agreement  of Lessee  as set  forth in the  Lease  (and such
     amendments shall nevertheless be binding upon Guarantor).

         This Guaranty shall continue to be effective, or be reinstated,  as the
case may be, if at any time any whole or partial  payment or  performance of any
Lease  Obligations is or is sought to be rescinded or must otherwise be restored
or  returned  by  the  Lessor  upon  the  insolvency,  bankruptcy,  dissolution,
liquidation  or  reorganization  of  Lessee  or  upon  or  as a  result  of  the
appointment of a receiver,  intervenor, or conservator of, or trustee or similar
officer for, the Lessee or of or for any  substantial  part of its property,  or
otherwise, all as though such payments and performance had not been made.

         2.   Representations   and  Warranties  of  the  Guarantor.   Guarantor
represents and warrants as follows:

         (a) Existence, Power and Qualification. Guarantor is a corporation duly
organized and validly  existing  under the laws of the state of its formation as
set forth in' the heading of this Guaranty,  has the corporate  power to own its
properties and to carry on. its business as is now being conducted,  and is duly
qualified to do business and is in good standing in every  jurisdiction in which
the character of the properties  owned by it or in which the  transaction of its
business makes its qualification necessary.

     (b) Power and  Authority . Guarantor  has full power and authority to incur
     the obligations  provided for herein,  all of which have been authorized by
     all proper and necessary corporate action.

     (c) Enforceability.  This Guaranty  constitutes a valid and legally binding
     obligation of the Guarantor,  enforceable in accordance with its respective
     terms and does not violate,  conflict with, or constitute any default under
     any law, government regulation,  decree, judgment,  Guarantor's articles of
     incorporation or by-laws or any other agreement or instrument  binding upon
     Guarantor.

     (d) Pending Matters.  No action or investigation is pending or, to the best
     of its  knowledge,  threatened  before or by any state or federal  court or
     administrative  agency  which  in  Guarantor's  reasonable  opinion  has  a
     substantial  likelihood  of resulting in a material  adverse  change in the
     financial condition,  operations or prospects of the Guarantor. To the best
     of Guarantor's  knowledge,  Guarantor is not in violation of any agreement,
     the  violation of which might  reasonably  be expected to have a materially
     adverse effect on its business or assets,  nor is Guarantor in violation of
     any  order,  judgment,  or  decree of any state or  federal  court,  or any
     statute or governmental regulation to which it is subject, the violation of
     which might reasonably be expected to have a material adverse effect on its
     business or assets.

     (e)  Financial  Statements  Accurate.   All  financial  statements  of  the
     Guarantor  heretofore provided are, and all financial  statements hereafter
     to be provided  will be, true and complete in all  material  respects as of
     their  respective  dates and fairly and will fairly  present the  financial
     condition  of the  Guarantor,  and  there  are no  liabilities,  direct  or
     indirect,  fixed  or  contingent,  as  of  the  respective  dates  of  such
     statements  which are not  reflected  therein  or in the notes  thereto  as
     presented in  accordance  with GAAP or in a written  certificate  delivered
     with such statements.  The financial  statements of the Guarantor have been
     prepared  in  accordance  with  generally  accepted  accounting  principles
     consistently applied ("GAAP"). There has been no material adverse change in
     the financial  condition,  operations,  or prospects of the Guarantor since
     the dates of such statements  except as fully disclosed in writing with the
     delivery of such statements.

     (f) No Defaults or  Restrictions.  There is no declared  default  under any
     agreement  or  instrument  nor does  there  exist  any  restriction  in the
     organizational  documents  of the  Guarantor  that  causes or would cause a
     material  adverse  effect  on  the  business,  properties,   operations  or
     condition, financial or otherwise, of Guarantor.

     (g) Payment of Taxes. Guarantor has filed all federal, state, and local tax
     returns  which are  required  to be filed and has  paid,  or made  adequate
     provision  for the  payment  of,  all taxes  which  have or may  become due
     pursuant to said returns or to assessments received by Guarantor.


     (h) ERISA. To the best of Guarantor's knowledge, Guarantor is in compliance
     with all  applicable  provisions of the Employee  Retirement  Income Act of
     1974, as amended ("ERISA").

     (i) Disclosure. To the best of Guarantor's knowledge, neither this Guaranty
     nor  any  other  document,   financial   statement,   credit   information,
     certificate  or  statement  required  herein to be  furnished  to Lessor by
     Guarantor in connection with this Guaranty  contains any untrue,  incorrect
     or misleading  statement of material fact, and all of these documents taken
     as a whole  do not  omit to  state a fact  material  to this  Guaranty,  to
     Lessor's  decision  to enter  into  this  Guaranty  or to the  transactions
     contemplated  hereunder.  All representations and warranties made herein or
     any  certificate or other  document  delivered to Lessor by or on behalf of
     Guarantor pursuant to or in connection with this Guaranty,  shall be deemed
     to have  been  relied  upon by  Lessor  notwithstanding  any  investigation
     heretofore or hereafter made by Lessor or on its behalf.

     3.  Affirmative  Covenants of the  Guarantor.  The Guarantor  covenants and
     agrees  that so long as the Lease  Obligations  are  outstanding,  it shall
     comply with each of the  following  affirmative  covenants:  (a) Payment of
     Rent/Performance  of Lease  Obligations.  Within five (5) business  days of
     Lessor's  demand  thereof,  duly and punctually pay or cause to be paid all
     rent and other charges due under the Lease in accordance with its terms and
     duly  and  punctually  pay or  cause  to be paid  or  performed  all  Lease
     Obligations.

     (b)  Maintenance of Existence.  Preserve and maintain its existence and, in
     each  jurisdiction in which the character of the properties  owned by it or
     in which the  transaction  of its business makes  qualification  necessary,
     maintain such qualification and good standing.

     (c)  Payment  of Taxes.  Pay and  discharge  all  taxes,  assessments,  and
     governmental  charges  or  levies  imposed  upon  it,  including,   without
     limitation,  all  current  tax  liabilities  of  all  kinds,  all  required
     withholdings  of  income  taxes  of  employees,  all  required  old age and
     unemployment contributions, and all so-called provider taxes.

     (d) Annual Audited  Reporting  Requirements.  Furnish to Lessor, as soon as
     available  and in any event within  ninety (120) days after the end of each
     fiscal year of Guarantor,  annual  financial  statements of the  Guarantor,
     which shall be audited and  certified by an  independent  certified  public
     accountant  reasonably  acceptable to Lessor as (i) fairly  presenting  the
     financial  condition of Guarantor as at the end of such fiscal year and the
     results of the operations of Guarantor for such period and (ii) having been
     prepared in accordance  with GAAP. In addition,  Guarantor  will furnish to
     the Lessor such other financial  information of the Guarantor as the Lessor
     shall deem reasonably necessary.  All financial statements shall be in form
     and  detail  as the  Lessor  shall  from time to time  reasonably  request.
     Guarantor agrees that all financial  statements will be true and correct as
     of their respective dates in all material  respects and will fairly present
     the financial condition of the Guarantor and such financial  statements (or
     the notes thereto) will not omit any liabilities, direct or indirect, fixed
     or contingent, of a material nature.

     (e) Examination  and Visitation By Lessor.  At any reasonable time and from
     time  to  time  during  normal  business   hours,   permit  Lessor  or  its
     representatives  to examine and make copies and abstracts  from the records
     and books of account of, and visit the properties of the Guarantor,  and to
     discuss the affairs,  finances and  accounts of the  Guarantor  with any of
     Lessor's respective officers, directors or employees.

     (f) Accounting  Records.  Keep adequate records and books of account,  with
     complete  entries  made  in  accordance  with  GAAP  consistently  applied,
     reflecting its financial transactions.

     (g)  Conduct of  Business.  Cause  Lessee to conduct the  operation  of the
     Nursing  Home  at  all  times  in  compliance   with  applicable  laws  and
     regulations relating thereto and cause all licenses, permits,  certificates
     of  need,  Medicaid  and  Medicare  agreements  and  any  other  agreements
     necessary  for the  use  and  operation  of the  Nursing  Home or as may be
     necessary for participation in the Medicaid and Medicare programs to remain
     in  effect  without  reduction  in the  number  of  licensed  beds  or beds
     authorized for use in the Medicaid or Medicare  programs (to the extent the
     Nursing Home is currently participating in such programs).

     (h)  Comply  with  Laws.  Comply  and cause the  Lessee to comply  with all
     applicable statutes and governmental regulations;  pay and cause the Lessee
     to pay, all taxes, assessments,  charges, claims for labor, supplies, rent,
     and other obligations  prior to the date the same become overdue,  provided
     that Guarantor (or Lessee,  as applicable)  shall have the right to contest
     the  validity  or  amount of such  taxes,  assessments,  charges  or claims
     provided (a) such contest is in good faith,  (b) Guarantor  provides Lessor
     written  notice of such  contest,  (c) if  requested  by Lessor,  Guarantor
     either  pays the amount  due or claimed to be due prior to such  contest or
     deposits an amount  (together  with any  interest  and  penalties  that may
     accrue during the period of such contest) with Lessor which,  together with
     any bond provided under part (d), will be adequate for payment in the event
     such  contest is  unsuccessful,  and (d) no lien is imposed on the Property
     or, if imposed, such lien is promptly bonded off or otherwise removed.

     4.  Events of  Default.  The  Guarantor's  failure to  properly  and timely
     perform or observe any  covenant or  condition  set forth in this  Guaranty
     which is not cured with any. applicable cure period as set forth herein or,
     if no cure period is specified  therefor,  is not cured within  thirty (30)
     days of Lessor's  notice to Guarantor of such default,  or the filing by or
     against the  Guarantor of any  proceeding  under  bankruptcy  or insolvency
     laws, shall constitute an "Event of Default" hereunder and under the Lease.

     5. Waiver of  Subrogation.  The  Guarantor  hereby  irrevocably  waives and
     relinquishes  as against  Lessor any right of subrogation or other right of
     reimbursement  from the  Lessee  and any other  right to  payment  from the
     Lessee  arising  out of or on account of any sums paid or agreed to be paid
     by the Guarantor under this Guaranty,  whether any such right is reduced to
     judgment, liquidated,  unliquidated, fixed, contingent, matured, unmatured,
     disputed,  undisputed,  secured,  or  unsecured.  The  provisions  of  this
     subparagraph  are made for the express benefit of the Lessee as well as the
     Lessor and may be enforced independently by the Lessee.

     6.  Successors and Assigns.  This Guaranty shall be binding upon, and inure
     to the benefit of, the parties  hereto and their  respective  heirs,  legal
     representatives,   successors,   and   assigns.   Specifically,   Guarantor
     acknowledges and agrees that this Guaranty may be assigned by the Lessor as
     collateral security for a loan or loans encumbering the Property, and, upon
     such  assignment,  the assignee  shall  possess all rights and interests of
     Lessor hereunder.

     7.  Severability.  In the event that any  provision  hereof is deemed to be
     invalid  by  reason  of the  operation  of  any  law  or by  reason  of the
     interpretation  placed  thereon  by  any  court,  this  Guaranty  shall  be
     construed as not  containing  such  provisions,  and the invalidity of such
     provisions  shall not affect other  provisions  hereof which are  otherwise
     lawful and valid and shall remain in full force and effect.

     8. Notices.  Any notice or other communication  required or permitted to be
     given  pursuant to this Guaranty or by  applicable  law shall be in writing
     and shall be deemed received on the date delivered,  if delivered in person
     to the  person or  department  specified  below,  or three  (3) days  after
     depositing the same in the U.S. Mail, certified or registered,  with return
     receipt requested, or one (1) day following the date deposited with Federal
     Express or other national overnight carrier,  and in each case addressed as
     follows:

                  If to the Guarantor to:

                  Centennial HealthCare Corporation
                  400 Perimeter Center Terrace
                  Suite 650
                  Atlanta, GA 30346
                  Attn: Mr. Alan C. Dahl

                  If to the Lessor to:

                  EBT Healthcare Properties, L.P.
                  3005 Mountain Ash Court
                  Garland, Texas 75044
                  Attn: Mr. Roland A. Belanger

     Any party may change its address to another  single address by notice given
     as herein  provided,  except  that any change of address  must be  actually
     received in order to be effective.  9. Waiver. The failure by the Lessor at
     any time or times hereafter to require strict  performance by the Guarantor
     of any of the  provisions,  warranties,  terms,  and  conditions  contained
     herein or in any other agreement,  document, or instrument now or hereafter
     executed by the  Guarantor  and  delivered  to the Lessor  shall not waive,
     affect,  or diminish  any right of the Lessor  hereafter  to demand  strict
     compliance  or  performance   therewith  and  with  respect  to  any  other
     provisions, warranties, terms, and conditions contained in such agreements,
     documents,  and instruments,  and any waiver of any Default shall not waive
     or affect  any other  Default,  whether  prior or  subsequent  thereto  and
     whether  of  the  same  or  a  different  type.  None  of  the  warranties,
     conditions,  provisions,  and terms  contained  in this  Guaranty or in any
     agreement,  document,  or  instrument  now  or  hereafter  executed  by the
     Guarantor  and  delivered to the Lessor shall be deemed to have been waived
     by any act or knowledge of the Lessor, its agents,  officers, or employees,
     but only by an instrument  in writing,  signed by an officer of the Lessor,
     and directed to the Guarantor specifying such waiver.

     10.  Expenses.  If,  at any time or times  hereafter,  the  Lessor  employs
     counsel  to advise or provide  other  representation  with  respect to this
     Guaranty or any other agreement,  document, or instrument heretofore,  now,
     or hereafter  executed by the  Guarantor  and  delivered to the Lessor with
     respect to the Lessee or the Lease Obligations,  or to commence, defend, or
     intervene,  file a  petition,  complaint,  answer,  motion,  or  any  other
     pleading  or to take any  other  action in or with  respect  to any suit or
     proceeding relating to this Guaranty or any other agreement, instrument, or
     document  heretofore,  now,  or  hereafter  executed by the  Guarantor  and
     delivered   to  the  Lessor  with  respect  to  the  Lessee  or  the  Lease
     Obligations,  or to represent the Lessor in any litigation  with respect to
     the  affairs of the  Guarantor  or to  enforce  any rights of the Lessor or
     obligations of the Guarantor or any other person, firm, or corporation that
     may be  obligated  to the Lessor by virtue of this  Guaranty,  or any other
     agreement, document, or instrument heretofore or hereafter delivered to the
     Lessor by or for the benefit of the Guarantor with respect to the Lessee or
     the  Lease  Obligations,  then in any such  events,  all of the  reasonable
     attorneys' fees arising from such services, including fees in any appellate
     or bankruptcy  proceedings,  and any other reasonable expenses,  costs, and
     charges  relating to this  Guaranty,  the Lessee or the Lease  Obligations,
     shall constitute additional obligations of the Guarantor payable on demand.

     11. Singular and Plural. Singular terms shall include the plural forms, and
     vice versa.

     12. Entire  Agreement.  This Guaranty  constitutes the entire agreement and
     supersedes all prior agreements and  understandings  both oral and written,
     between the parties with respect to the subject matter  hereof,  including,
     without  limitation,  that prior Lease Guaranty Agreement from Guarantor to
     Lessor dated July 6, 1994 relating to the Lease.

     13. THE VALIDITY, INTERPRETATION,  ENFORCEMENT, AND EFFECT OF THIS GUARANTY
     SHALL BE GOVERNED BY AND  CONSTRUED  ACCORDING  TO THE LAWS OF THE STATE OF
     GEORGIA.

         IN WITNESS  WHEREOF,  the  Guarantor  has caused  this  Guaranty  to be
properly executed as of the day and year first above written.

                                      CENTENNIAL HEALTHCARE CORPORATION,
                                      a Georgia corporation


                                      By: /s/ Alan C. Dahl
                                          -----------------------------
                                          Alan C. Dahl
                                          Its Vice President






<PAGE>


                                    EXHIBIT A
                              Description of Lease
                                  (Clearwater)


         Second  Amended  and  Restated  Lease  Agreement  by  and  between  EBT
Healthcare Properties, L.P. and Centennial HealthCare Properties Corporation for
the nursing home facility known as Clearwater Health & Rehabilitation,  dated as
of October 1, 1998.
<PAGE>

SCHEDULE 10.14

      CHPC has entered into lease guarantee agreements substantially identical 
to Exhibit 10.14 as follows:

      1. Lease Guarantee Agreement dated October 1, 1998 with EBT Healthcare
Properties, L.P. for the Ft. Worth, Texas facility.

      2. Lease  Guarantee  Agreement  dated October 1, 1998 with EBT  Healthcare
Properties, L.P. for the Libby, Montana facility.

      3. Lease  Guarantee  Agreement  dated October 1, 1998 with EBT  Healthcare
Properties, L.P. for the Libby, Montana facility.

      4. Lease  Guarantee  Agreement  dated October 1, 1998 with EBT  Healthcare
Properties, L.P. for the Union, Mississippi facility.

      5. Lease  Guarantee  Agreement  dated October 1, 1998 with EBT  Healthcare
Properties, L.P. for the Natchez, Mississippi facility.

      6. Lease  Guarantee  Agreement  dated October 1, 1998 with EBT  Healthcare
Properties, L.P. for the Winona, Mississippi facility.

      7. Lease  Guarantee  Agreement  dated October 1, 1998 with EBT  Healthcare
Properties, L.P. for the Franklinton, Louisiana facility.

      8. Lease  Guarantee  Agreement  dated October 1, 1998 with EBT  Healthcare
Properties, L.P. for the Bossier City, Louisiana facility.


                                       14
<PAGE>

      9. Lease  Guarantee  Agreement  dated October 1, 1998 with EBT Healthcare
Properties, L.P. for the Ferriday, Louisiana facility.

      10. Lease  Guarantee  Agreement  dated October 1, 1998 with EBT Healthcare
Properties, L.P. for the McComb, Mississippi facility.

      11. Lease  Guarantee  Agreement  dated October 1, 1998 with EBT Healthcare
Properties, L.P. for the Starkville, Mississippi facility.

<PAGE>