**EXHIBIT
      10.60**





**THIRD
      AMENDMENT OF LEASE**




THIS
      THIRD AMENDMENT OF LEASE (the “Amendment” or the “Agreement”), made as of the
      26th day of March, 2008, by and between **SMIII
      WOODBRIDGE PLAZA, LLC** ,
      a
      Delaware limited liability company, having an office at c/o KBS Realty Advisors,
      LLC, 590 Madison Avenue, 26 th floor,
      New York, New York 10022 (the “Landlord”), and **CAREADVANTAGE
      HEALTH SYSTEMS, INC.** **,** a
      corporation having an address at 485(C)
      Route 1 South, 4th Floor, Iselin, New
      Jersey 08830 (the
“Tenant”).




W I T N E S S E T H :




WHEREAS,
      SMIII Woodbridge Plaza, LLC (as successor in interest by mesne assignments
      to
      Metropolitan Life Insurance Company) and Tenant entered into an Agreement of
      Lease (the “Original Lease”) dated as of April 14, 1995, as amended by Lease
      Extension and Modification of Lease dated as of October 31, 2000 (“the First
      Amendment”), as further amended by that certain Second Amendment to Lease
      Agreement dated as of December 21, 2004 (“the Second Amendment”), and as further
      amended by a letter dated March 15, 2007 (the “Letter”), which Lease is
      guarantied by Careadvantage, Inc. by Guaranty dated on or about April 10, 1995
      (the Guaranty; the Original Lease, First Amendment, Second Amendment, Letter,
      Guaranty, and this Amendment are sometimes hereinafter referred to collectively
      as the “Lease”), pursuant to which Tenant leases a certain portion of rentable
      space (the “Premises”) on the fourth (4th) floor of Building “C” (the
“Building”) in the office project commonly known as “Woodbridge Corporate Plaza”
and which is located at 485
      Route
      1 South, Iselin, New
      Jersey 08830 and as
      is more particularly described in the Lease;




WHEREAS,
      the Second Amendment provides, as and to the extent set forth in Articles 8
      and
      9 thereof, for a conditional reduction of certain Base Rent payments and a
      conditional waiver of certain electric charges, Operating Expense escalation
      payments and Real Estate Tax escalation payments payable by Tenant under the
      Lease, which reduction and waiver is conditioned, among other things, on
      (collectively, the “Conditions”) the Tenant being, at all times during the New
      Term (as such term is defined in the Second Amendment), the originally named
      Tenant under the Original Lease and the Premises not having been sublet nor
      the
      Lease having been assigned during the New Term (except for an assignment of
      the
      Lease or a sublet of the Premises as may be described in Section 11.09 of the
      Original Lease) and Tenant not being in default under any of the terms and
      conditions of the Lease at any time during the New Term. The provisions of
      Article 8 of the Second Amendment provide that if Tenant does not satisfy the
      Conditions at any time during the New Term, then the conditional reduction
      in
      Base Rent provided therein shall be nullified and entirely forfeited and Tenant
      shall be required to immediately pay to Landlord, as Additional Rent, the
      equivalent of the difference (the “Base Rent Abatement Amount”) in Base Rent
      during the New Term between the Base Rent described in Article 5 of the First
      Amendment and the Base Rent described in Article 8 of the Second Amendment
      as if
      Article 8 of the Second Amendment did not exist. Similarly, the provisions
      of
      Article 9 of the Second Amendment provide that if the Tenant does not satisfy
      the Conditions at any time during the New Term, then the conditional waiver
      (“Escalation Payments Waiver Amount”) of electric charges, Operating Expense
      escalation payments and Real Estate Tax escalation payments provided therein
      shall be nullified and entirely forfeited and Tenant shall be required to
      immediately pay to Landlord, as Additional Rent, the Escalation Payments Waiver
      Amount as if Article 9 of the Second Amendment did not exist;









WHEREAS,
      due to certain contingent liabilities which Tenant may suffer as raised by
      Tenant’s certified public accountant in its review and audit of Tenant’s
      financial condition with regard to the Base Rent Abatement Amount and the
      Escalation Payments Waiver Amount being nullified and entirely forfeited if
      the
      Conditions are not satisfied by Tenant at any time during the New Term, Tenant
      has requested that Landlord agree to amortize the Base Rent Abatement Amount
      and
      the Escalation Payments Waiver Amount on a straight line basis over the length
      of the New Term, and Landlord has agreed thereto and to modify certain
      provisions of the Second Amendment, on the terms hereinafter set
      forth.




NOW,
      THEREFORE, in consideration of the sum of Ten Dollars ($10.00) paid by Tenant
      to
      Landlord and for other good and valuable consideration, the mutual receipt
      and
      legal sufficiency of which are hereby acknowledged, the parties agree as
      follows:




1.  Incorporation
      of Recitals .
      The
      recitals set forth above are hereby incorporated herein by reference as if
      set
      forth in full in the body of this Amendment.




2.  Definitions .
      All
      capitalized terms used herein and not otherwise defined herein shall have the
      meanings ascribed to them in the Lease.




3.  Effective
      Date .
      The
      effective date (“Effective Date”) of this Amendment shall be upon the date
      hereof.




4.  Amortization
      of Base Rent Abatement Amount and Escalation Payments Waiver
      Amount .




(A)
            The
                parties hereby acknowledge and agree that the Base Rent Abatement
                Amount
                and the Escalation Payments Waiver Amount shall be deemed herein
                to be
                amortized on a straight line basis over the length of the New Term,
                commencing on the first day of the New Term and ending on the last
                day of
                the New Term.




(B)
            Tenant
                hereby covenants and represents that Tenant’s request to Landlord to so
                amortize the Base Rent Abatement Amount and the Escalation Payments
                Waiver
                Amount as provided above during the New Term is being granted and
                afforded
                by Landlord to Tenant due solely to the Tenant’s reasons described above,
                and Tenant herein affirms and acknowledges that same is not being
                requested by Tenant due to any contemplated sale, merger, consolidation,
                reorganization or bankruptcy of Tenant and/or Guarantor, any contemplated
                assignment of the Lease or sublet of the Premises or any anticipated
                default under the Lease, any anticipated surrender of the Premises
                (or any
                portion thereof) by Tenant or any change in the financial condition
                or
                circumstances of the Tenant and/or Guarantor. The aforesaid covenant
                and
                representation of Tenant is a material inducement to Landlord to
                agree to
                the terms herein contained in this Amendment for Tenant’s benefit and if
                same shall be untrue, false or misleading in any respect, then the
                agreements and consideration herein granted by Landlord to Tenant
                shall be
                deemed to have been entirely nullified and forfeited by the Tenant
                and
                this Amendment shall be deemed to be a nullity.









5.  Notices .
      Article
      10 of the Second Amendment is deleted and is replaced with the
      following:




“(b) Notices .
      All
      notices, demands and requests which may be given or which are required to be
      given by either party to the other must be in writing. All notices, demands
      and
      requests by Landlord or Tenant shall be (i) delivered personally, (ii) sent
      by a
      recognized overnight courier, (iii) sent by telefacsimile transmission (provided
      that an original is deposited on the same day for delivery by a recognized
      overnight courier service) or (iv) sent by United States certified mail, postage
      prepaid, and addressed as follows or at such substitute addresses as may be
      specified by either party by written notice furnished to the other in accordance
      herewith:




If
                to Landlord:
              
              
              
              
              
              
              With
                a copy to:
            SMIII
                Woodbridge Plaza, LLC
              c/o
                KBS Realty Advisors, LLC
              590
                Madison Avenue, 26th Floor
              New
                York, NY 10022
              Attention:Asset
                Manager
              Telecopier
                No.: (212) 644-1372
              
              David
                J. Feit, Esq.
              David
                J. Feit, Esq., PLLC
              22
                Cortlandt Street, Suite 803
              New
                York, NY 10007
              Telecopier
                No.: (212) 608-1803If
                to Tenant:
            CareAdvantage
                Health Systems, Inc.
              485C
                Route 1 South
              Iselin,
                New Jersey 08830




Notices,
      demands and requests delivered in the manner provided hereinabove will be deemed
      received: (i) upon receipt or refusal, if delivered personally, (ii) if sent
      by
      recognized overnight courier, on the next business day following deposit
      therewith, (iii) if sent by telefacsimile transmission as provided above, on
      the
      day confirmation of transmission to the specified telecopier number is received
      electronically (provided that said confirmation is received on a business day
      prior to 5:00 p.m. local time; otherwise on the next business day), and (iv)
      if
      sent by certified mail, three (3) business days after the date of postmark
      thereof. Notices and demands from Landlord to Tenant may be signed by Landlord,
      its beneficiaries, the managing agent for the Property or the agent of any
      of
      them.”




6. No
      Claims .
      Tenant
      hereby represents to Landlord that it has no causes of action, defenses,
      setoffs, claims or demands whatsoever, in law or in equity, against the Landlord
      as of the date of this Amendment, based upon or by reason of any matter, cause
      or thing whatsoever, arising out of the Lease.









7. Ratification .
      As
      modified and amended by this Amendment, all of the terms, covenants and
      conditions of the Lease are hereby ratified and confirmed and shall continue
      to
      be and remain in full force and effect throughout the remainder of the term
      of
      the Lease.




8. Guaranty .
      The
      terms and conditions of the Lease, as amended hereby, are hereby guarantied
      by
      Guarantor as described in the Guaranty and are hereby ratified, affirmed and
      agreed to by Guarantor. All of the terms, covenants and conditions of the
      Guaranty are hereby ratified and confirmed and shall continue to be and remain
      in full force and effect throughout the remainder of the term of the
      Lease.




SIGNATURE
      PAGE FOLLOWS











IN
      WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed
      as
      of the day and year first above written.




LANDLORD**SMIII
                WOODBRIDGE PLAZA, LLC**,
              a
                Delaware limited liability companyWitnessed by:
            
            By:
                KBS Realty Advisors, LLC,
              as
                Agent/s/ Elvira
              Perzic
            
            
            By: /s/
              Charles A. ValentinoName:
              Elvira Perzic
            
            
            Charles
                  A. Valentino,
                Senior
                  Vice President


TENANTWitnessed by:
            
            **CAREADVANTAGE
                HEALTH**
              **SYSTEMS,
                INC.**/s/ Stacy D. Percell
            
            
            By:/s/ Dennis J. MourasName:
              Stacy D. Percell
            
            
            Name:
                  Dennis J. Mouras
                Title:
                  President and CEO





GUARANTORWitnessed by:
            
            **CAREADVANTAGE,
                INC.**/s/ Stacy D. Percell
            
            
            By:/s/ Dennis J. MourasName:
              Stacy D. Percell
            
            
            Name:
                  Dennis J. Mouras
                Title:
                  President and
                  CEO