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Exhibit 10.16.1


                       INTEGRATED HEALTHCARE HOLDINGS INC.

                                  AMENDMENT TO
                              COMMON STOCK WARRANT

                                 APRIL 26, 2006

        This Amendment to Common Stock Warrant (this "AMENDMENT") is made and
entered into as of the date set forth above (the "EFFECTIVE DATE") by and
between Integrated Healthcare Holdings, Inc., a Nevada corporation (the
"COMPANY"), and Healthcare Financial Management & Acquisitions, Inc., a Nevada
corporation (the "HOLDER").

                                    RECITALS

         A. On December 12, 2005, the Company issued a warrant to subscribe for
and purchase a minimum of 26,097,561 shares of Common Stock of the Company
subject to the provisions and upon the terms and conditions set forth therein
(the "WARRANT").

         B. The Warrant, a true and correct copy of which is attached hereto as
EXHIBIT A, provides that the number of Shares issuable upon exercise of the
Warrant is subject to adjustment from time to time as set forth therein.

         C. A provision of the Warrant provides for adjustment of the number of
Shares issuable upon exercise of the Warrant based on changes in the fair market
value of the Shares (the "FMV ADJUSTMENTS"). D. The Company and Holder desire to
enter into this Amendment to, among other thing's, amend the provision contained
in the Warrant regarding FMV Adjustments.

        NOW, THEREFORE, in consideration of the foregoing recitals and the
mutual promises hereinafter set forth and for other good and valuable
consideration the receipt and sufficiency of which is hereby acknowledged, the
parties hereto agree to amend the Warrant as set forth herein and agree as
follows:

                                    AGREEMENT

         1. RECITALS. The foregoing Recitals are incorporated by reference as
though fully set forth herein.

         2. DEFINITIONS. Unless otherwise defined herein, capitalized terms
shall have the meanings assigned to such terms in the Warrant.

         3. AMENDMENT OF FMV ADJUSTMENTS. The first paragraph of Section 3 of
the Warrant is hereby amended to read in its entirety as follows:

                "ADJUSTMENT TO THE NUMBER OF SHARES ISSUABLE AND/OR THE EXERCISE
        PRICE. The number of Shares issuable upon the exercise of this Warrant
        is subject to adjustment from time to time as set forth in this Section
        3. Upon each adjustment



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         pursuant to this Section 3, the Holder shall thereafter prior to the
         Expiration Date be entitled to purchase the adjusted number of Shares
         of Common Stock at the Exercise Price. Notwithstanding anything to the
         contrary provided herein, the number of Shares of Common Stock issuable
         upon the exercise of this Warrant and the payment of the Exercise Price
         shall be automatically adjusted to be the greater of the following: (1)
         26,097,561 Shares of Common Stock (as set forth on page 1 of this
         Warrant), (2) Shares of Common Stock representing thirty-one and nine
         one-hundredths percent (31.09%) of all Common Stock Equivalents (as
         defined hereinbelow) of the Company, or (3) the number of Shares of
         Common Stock equal to the Outstanding Amount (as defined hereinbelow)
         divided by the then current fair market value (as determined in Section
         1(d) hereof) of each Share of Common Stock; provided , however, that if
         the number of Shares resulting from such calculation exceeds the
         aggregate number of shares of authorized but unissued Common Stock and
         authorized and issued Common Stock held in the Company's treasury then
         available for issuance upon exercise of this Warrant (such excess
         number of Shares is referred to herein as the "EXCESS WARRANT SHARES"),
         then the Company shall pay to the Holder or Holders, upon exercise of
         this Warrant for all or any portion of the Excess Warrant Shares, an
         amount equal to the then current fair market value (as determined in
         Section 1(d) hereof) of each Share of Common Stock multiplied by the
         number of Excess Warrant Shares for which the Holder or Holders have
         exercised their right(s) to purchase pursuant to this Warrant. For
         avoidance of doubt and solely for example purposes, if a) the
         Outstanding Amount is $5,000,000, b) the aggregate number of shares of
         authorized but unissued Common Stock and authorized and issued Common
         Stock held in the Company's treasury then available for issuance upon
         exercise of this Warrant is 28,000,000, c) the then current fair market
         value of each Share of Common Stock is $0.15, and d) the total number
         of shares that the Holder or Holders would be entitled to receive upon
         exercise of this Warrant in full was 33,333,333 Shares of Common Stock,
         then upon exercise of this Warrant in full, the Holder or Holders shall
         receive 28,000,000 Shares of Common Stock, the Excess Warrant Shares
         would be 5,333,333.33 Shares of Common Stock and the Company shall be
         obligated to pay the Holder or Holders an aggregate cash payment of
         $800,000. As used herein, the term "OUTSTANDING AMOUNT" shall mean the
         amount of that certain $10,700,000 loan (the "LOAN") made with respect
         to the Credit Agreement that is not repaid at the maturity or default
         of such Loan plus any accrued and unpaid interest thereon, Lender's
         fees, costs and expenses, and attorneys' fees, as such Outstanding
         Amount is determined in the sole and absolute discretion of the Lender.
         "COMMON STOCK EQUIVALENTS" shall mean, collectively, (i) all shares of
         Common Stock issued and outstanding, (ii) shares of Common Stock issued
         or deemed issued as a dividend or distribution, including on any
         preferred stock, (iii) shares of Common Stock issued or issuable by
         reason of a dividend, stock split, split-up or other distribution on
         shares of Common Stock, (iv) shares of Common Stock or Convertible
         Securities issued or issuable upon the exercise of rights, options or
         warrants to subscribe for, purchase or otherwise acquire Common Stock
         or Convertible Securities (as defined hereinbelow) (collectively,
         "OPTIONS") or shares of Common Stock issued or


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         issuable upon the conversion or exchange of any evidences of
         indebtedness, shares, preferred stock or other securities directly or
         indirectly convertible into or exchangeable for Common Stock
         ("CONVERTIBLE SECURITIES"), pursuant to the terms of such Option or
         Convertible Security, (v) shares of Common Stock or Convertible
         Securities issued or issuable to third parties upon the exercise of
         rights, options, warrants or otherwise, including, without limitation,
         to suppliers, banks, equipment lessors or other financial institutions,
         or to real property lessors, pursuant to a debt financing, equipment
         leasing or real property leasing transaction, and (vi) shares of Common
         Stock issued or issuable to employees or directors of, or consultants
         to, the Corporation or any of its subsidiaries pursuant to a plan,
         agreement or arrangement approved by the Board of Directors of the
         Company."

         4. NET ISSUE EXERCISE. Section 1(c) of the Warrant is hereby amended to
read in its entirety as follows:

                  "NET ISSUE EXERCISE. In lieu of exercising this Warrant, the
         Holder may elect to receive Shares of Common Stock equal to the value
         of this Warrant (or the portion thereof being canceled) by surrender of
         this Warrant at the principal office of the Company together with
         notice of such election, in which event the Company shall issue to the
         Holder a number of Shares computed using the following formula:

                          X = Y (A-B)
                              -------
                                 A

                    Where X     =           the number of the Shares to be
                                            issued to the Holder.

                          Y     =           the number of the Shares purchasable
                                            under this Warrant.

                          A     =           the fair market value of one Share
                                            on the date of election under this
                                            Section 1(c).

                          B     =           the Exercise Price divided by Y (as
                                            adjusted to the date of such
                                            calculation)."

         5. Section 3(d)(ii) of the Warrant is hereby amended to read in its
entirety as follows:

                  "(ii) in the case of the issuance of shares of Common Stock
         for a consideration in whole or in part other than cash, the
         consideration other than cash shall be deemed to be the fair market
         value thereof as determined by the Appraiser, whose determination shall
         be conclusive."

         6. The second sentence of Section 8(a) of the Warrant which reads:




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                 "The Warrants may be divided or combined, upon request to the
        Company by the Holder, into one or more new warrants representing the
        same aggregate number of Warrants."

                 is hereby amended to read in its entirety as follows:

                 "The Warrant may be divided or combined, upon request to the
        Company by the Holder, into one or more new warrants representing the
        same aggregate number of Shares."

         7. Section 9(c)(ii) of the Warrant is hereby amended to read in its
entirety as follows:

                 "(ii) Each Holder of Shares who participates in a registration
        pursuant to Section 9 shall indemnify and hold harmless the Company,
        each of its directors, each of its officers who have signed any such
        registration statement, and each person, if any, who controls the
        Company within the meaning of the Securities Act, against any losses,
        claims, damages or liabilities. to which the Company, or any such
        director, officer or controlling person may become subject under the
        Securities Act, the Exchange Act or other federal or state law, insofar
        as such losses, claims, damages or liabilities (or actions in respect
        thereof) arise out of, or are based upon, any untrue or alleged untrue
        statement of any material fact contained in any such registration
        statement, or final prospectus, or any amendment or supplement thereto,
        or arise out of or are based upon the omission or the alleged omission
        to state therein a material fact required to be stated therein or
        necessary to make the statements therein not misleading, in each case to
        the extent, but only to the extent, that such untrue statement or
        alleged untrue statement or omission or alleged omission was made in any
        such .registration statement, or final prospectus, or any amendment or
        supplement thereto, in reliance upon and in conformity with written
        information furnished by such Holder expressly for use in the
        preparation thereof; and will reimburse any legal or other expenses
        reasonably incurred by the Company, or any such director, officer or
        controlling person in connection with investigating or defending against
        any such loss, claim, damage, liability or action; provided, however,
        that the indemnity agreement contained in this subparagraph (ii) shall
        not apply to amounts paid to any claimant in settlement of any suit or
        claim unless such payment is first approved by such Holder; and,
        provided further, that the aggregate amount payable by a Holder pursuant
        to this Section 9(c)(ii) shall not exceed the net proceeds received by
        such Holder in the registered offering out of which its obligations
        pursuant to this Section 9(c)(ii) arise."

         8. Except as set forth herein, the Warrant shall remain unmodified and
in full force and effect.

         9. This Amendment may be executed in counterparts, each of which shall
be deemed an original, but all of which together shall constitute one and the
same instrument.




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        IN WITNESS WHEREOF, the parties hereto have executed this Amendment to
Common Stock Warrant as of the date and year first above written.


                                         INTEGRATED HEALTHCARE
                                         HOLDINGS, INC., A NEVADA CORPORATION


                                         BY:  /S/ BRUCE MOGEL
                                              -------------------------------
                                         Name: Bruce Mogel

                                         Title: Chief Executive Officer



                                         HEALTHCARE FINANCIAL
                                         MANAGEMENT & ACQUISITIONS, INC.,
                                         A NEVADA CORPORATION


                                          By: /s/ Joseph J. Lampariello
                                              --------------------------

                                         Name:  Joseph J. Lampariello
                                              -------------------------

                                         Title:  PRESIDENT
                                                 ----------------------