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                                                                   EXHIBIT 10.18

                              EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT ("AGREEMENT") IS MADE AND ENTERED INTO AS OF THE 4TH
DAY OF SEPTEMBER, 2001 BY AND BETWEEN CONTINUCARE CORPORATION, A FLORIDA
CORPORATION (THE "COMPANY") AND CATHY JACKSON LERMAN, ESQ. (THE "EMPLOYEE").

RECITALS

A.       Whereas, the Board of Directors of the Company (the "Board") believes
         that the Employee can contribute to the growth and success of the
         Company, and desires to assure the Company of the Employee's employment
         and to compensate her therefore.

B.       Whereas, the Board has determined that this Agreement will reinforce
         and encourage the Employee's attention and dedication to the Company.

C.       Whereas, the Employee is willing to make her services available to the
         Company on the terms and conditions hereinafter set forth.

AGREEMENT

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

1.       EMPLOYMENT

         1.1      GENERAL. The Company hereby agrees to employ the Employee, and
                  the Employee hereby agrees to be employed by the Company on
                  the terms and conditions set forth herein.

         1.2      DUTIES OF EMPLOYEE. During the terms of this Agreement, the
                  Employee shall serve as EXECUTIVE VICE PRESIDENT and GENERAL
                  COUNSEL and shall diligently perform all services as may be
                  assigned to her by the C.E.O., and shall exercise such power
                  and authority as may from time to time be delegated to her by
                  the C.E.O. The Employee shall devote substantially all of her
                  business time and attention to the business and affairs of the
                  Company, render such services to the best of her ability, and
                  use her best efforts to promote the interests of the Company.

2.       TERM.

         2.1      Except as otherwise provided in Section 5 hereof, the term of
                  this Agreement shall be one (1) year commencing on September
                  4, 2001 (the "Effective Date") and shall automatically renew
                  for additional one year periods unless otherwise terminated by
                  written notice by either party no less than 60 days


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                  prior to the termination date (the "Anniversary Termination")
                  or in accordance with this Agreement.

3.       COMPENSATION

         3.1      BASE SALARY. The Employee shall receive a base salary at the
                  annual rate of One Hundred Sixty Thousand Dollars ($160,000)
                  (the "Base Salary") during the Term of this Agreement, with
                  such Base Salary payable in installments consistent with the
                  Company's normal payroll schedule, subject to applicable
                  withholding and other taxes. The Base Salary may be subject to
                  increase from time to time as determined by the Company's CEO
                  and the Compensation Committee of the Board of Directors (the
                  "Compensation Committee").

         3.2      BONUS. The Employee shall also be eligible to receive a
                  discretionary bonus ("Bonus") in an amount determined by the
                  C.E.O. and Compensation Committee of the Board of Directors of
                  the Company up to a maximum of twenty percent (20%) of the
                  Employee's Base Salary, which amount shall be determined
                  annually on the anniversary date of this Agreement.

         3.3      STOCK OPTION PLAN. Employee will be entitled to participate in
                  the Company's 2001 Stock Option Plan (the "Plan") as amended
                  from time to time, subject to the terms and conditions of the
                  Plan.

         3.4      STOCK OPTION GRANT. As of the Effective Date of this
                  Agreement, Employee shall be granted an incentive stock
                  option, pursuant to a Stock Option Agreement as provided for
                  in the Plan, to purchase 200,000 shares (the "Option Shares")
                  of the Company's common stock under the Plan at an exercise
                  price per share equal to the fair market value of the
                  Company's common stock as determined in good faith by the
                  Board. Such Option Shares shall vest and become exercisable as
                  follows: (a) 66,666 on the first anniversary of the Effective
                  Date; (b) 66,667 on the second anniversary of the Effective
                  Date; and (c) 66,667 on the third anniversary of the Effective
                  Date. Additionally, the Employee shall be eligible to receive
                  annual grants of options of the Company's stock in amounts and
                  on such terms as shall be determined by the C.E.O. and the
                  Compensation Committee.

         3.5      CHANGE OF CONTROL. Upon a change of control in the Company,
                  the Employee shall be entitled to the automatic vesting of the
                  total warrant of 200,000 shares of the Company's common stock
                  referred to in paragraph 3.4 hereinabove. For the purposes of
                  this Agreement a change of ownership of 50% or more of the
                  Company's outstanding shares shall constitute a change in
                  control.

4.       EXPENSE REIMBURSEMENT AND OTHER BENEFITS

         4.1      REIMBURSABLE EXPENSES. During the Term of the Employee's
                  employment hereunder, the Company, upon the submission of
                  proper


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                  substantiation by the Employee, shall reimburse the Employee
                  for all reasonable expenses actually and necessarily paid or
                  incurred by the Employee in the course of and pursuant to the
                  business of the Company, including annual Association dues and
                  up to a maximum of Five Thousand Dollars ($5,000) for
                  continuing education courses necessary to maintain licensure.

         4.2      BENEFITS. The Employee and her immediate family shall be
                  entitled to participate in all medical and hospitalization,
                  group life insurance, and any and all other plans as are
                  presently and hereinafter provided by the Company to its
                  executives. The Employee shall also be entitled to four (4)
                  weeks paid vacation per year in accordance with the Company's
                  prevailing policy. Employee shall also be entitled to paid
                  time off for holidays and sick leave in accordance with the
                  Company's prevailing policy.

         4.3      WORKING FACILITIES. The Company shall furnish the Employee
                  with an office, and such other facilities and services
                  suitable to her position and adequate for the performance of
                  her duties hereunder.

         4.4      AUTOMOBILE AND CELLULAR PHONE ALLOWANCE. The Employee shall be
                  entitled to an automobile and cellular phone allowance of
                  $500.00 per month, which amount is intended to compensate
                  Employee for wear and tear and other expenses incurred by
                  Employee by reason of the use of Employee's automobile or
                  cellular telephone for Company business from time to time.

5.       TERMINATION

         5.1      TERMINATION FOR CAUSE. The Company shall at all times have the
                  right, upon written notice to the Employee, to terminate the
                  Employee's employment hereunder for "Cause" (as hereinafter
                  defined). For purposes of the Agreement, the term "Cause"
                  shall mean (I) the willful failure or refusal of the Employee
                  to perform, material duties or render material services
                  assigned to her from time to time by the C.E.O. or the Board
                  (except during reasonable vacation periods or sick leave),
                  (II) the indictment of the Employee for a felony, (III) the
                  association, directly or indirectly, of the Employee for her
                  profit or financial benefit, with any person, firm,
                  partnership, association, entity or corporation that competes
                  with the Company in any material way, excluding purchases of
                  stock by the Employee not to exceed 5% of any publicly held
                  Company which so competes, (IV) the disclosing or using of any
                  material trade secret or confidential information of the
                  Company at any time by the Employee, except as required in
                  connection with her duties to the Company, or (V) the
                  intentional breach by the Employee of this fiduciary duty to
                  the Company as defined by applicable law. Upon any termination
                  pursuant to this Section 5.1, the Employee shall be entitled
                  to be paid her Base Salary to the date of termination and the
                  amount, if any, of the unpaid Bonus in accordance with Section
                  3.2 hereof, and the Company shall have no


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                  further liability hereunder (other than for reimbursement for
                  reasonable business expenses incurred prior to the date of
                  termination).

         5.2      DISABILITY. The Company shall at all times have the right,
                  upon written notice to the Employee, to terminate the
                  Employee's employment hereunder if the Employee shall, as the
                  result of mental or physical incapacity, illness or
                  disability, become unable to perform her duties hereunder for
                  in excess of ninety (90) days in any 12 month period so long
                  as the Company is in compliance with applicable law. Upon any
                  termination pursuant to this Section 5.2, the Company shall
                  pay to the Employee any unpaid amounts of her Base Salary
                  accrued through the effective date of termination and the
                  amount, if any, of the unpaid Bonus in accordance with Section
                  3.2 hereof, and an additional amount to be determined by the
                  majority vote of the Board of Directors in their discretion
                  the Company shall have no further liability hereunder (other
                  than for reimbursement for reasonable business expenses
                  incurred prior to the date of termination, subject, however,
                  to the provisions of Section 4.1).

         5.3      DEATH. In the event of the death of the Employee during the
                  term of her employment hereunder, the Company shall pay to the
                  estate of the deceased Employee any unpaid amounts of her Base
                  Salary accrued through the effective date of her death and the
                  amount, if any, of the unpaid Bonus in accordance with Section
                  3.2 hereof, and the Company shall have no further liability
                  hereunder (other than for reimbursement for reasonable
                  business expenses incurred prior to the death, subject,
                  however, to the provisions of Section 4.1). In the event of
                  the death of the Employee on Company business, the Board of
                  Directors may consider payment of an additional amount
                  determined by a majority of the Board to the estate of the
                  Employee.

         5.4      TERMINATION WITHOUT CAUSE. At any time the Company shall have
                  the right to terminate the Employee's employment hereunder by
                  written notice to the Employee; provided, however, that the
                  Company shall continue to pay the Employee the Base Salary for
                  a period of six (6) months following the effective date of
                  termination specified in such notice in accordance with the
                  Company's normal payroll policies and the amount, if any, of
                  the unpaid Bonus in accordance with Section 3.2 hereof. In
                  addition, any unvested stock options as described in Section
                  3.4 shall vest immediately. The Company shall have no further
                  liability hereunder (other than for reimbursement for
                  reasonable business expenses incurred prior to the date of
                  termination, subject, however, to the provisions of Section
                  4.1). The right of the Parties to effectuate an Anniversary
                  Termination shall be specifically excluded from the effects of
                  this section 5.4.

         5.5      RESIGNATION BY EMPLOYEE. The Employee shall at all times have
                  the right, upon sixty (60) days prior written notice to the
                  Company, to terminate the Employee's employment hereunder.
                  Upon any termination pursuant to this Section 5.5, the
                  Employee shall be entitled to be paid her Base Salary to the
                  date


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                  of termination and the amount, if any, of the unpaid Bonus in
                  accordance with Section 3.2 hereof, and the Company shall have
                  no further liability hereunder (other than for reimbursement
                  for reasonable business expenses incurred prior to the date of
                  termination, subject, however, to the provisions of Section
                  4.1).

6.       RESTRICTIVE COVENANTS

         6.1      NON-COMPETITION. While employed by the Company and for a
                  period of six (6) months following the termination of the
                  Employee's employment hereunder (Other than a termination
                  without cause, as contemplated by Section 5.4 hereof), the
                  Employee shall not, directly or indirectly, engage in or have
                  any interest in any sole proprietorship, partnership,
                  corporation, or business or any other person or entity
                  (whether as an employee, officer, director, partner, agent,
                  security holder, creditor, consultant, or otherwise) that
                  directly or indirectly engages primarily in the outpatient
                  healthcare business (the "Business") in competition with the
                  Company and/or its "affiliates" (as such term is defined in
                  rule 12b-2 as promulgated under the Securities Exchange Act of
                  1934, as amended) or otherwise similar to the business of the
                  Company and its affiliates in South Florida.

         6.2      NON-DISCLOSURE. During the term of this Agreement and for a
                  period of one (1) year after termination or expiration
                  thereof, Employee shall not divulge, communicate, use to the
                  detriment of the Company or any affiliate or for the benefit
                  of any other person or persons; or misuse in any way, any
                  confidential information pertaining to the business of the
                  Company or any affiliate. Any confidential information or data
                  now known or hereafter acquired by the Employee with respect
                  to the business of the Company or any affiliate (which shall
                  include but not be limited to information concerning the
                  Company's or any affiliates' financial condition, prospects,
                  patients, sources, and methods of doing business) shall be
                  deemed a valuable, special and unique asset of the Company
                  that is received by the Employee in confidence and as a
                  fiduciary, and the Employee shall remain a fiduciary to the
                  Company with respect to all such information except for
                  information which is in the public domain and any and all
                  information or documents requested by legal process, that is,
                  by subpoena, with the Employee to provide sufficient
                  notification to the Company upon receipt of such legal
                  process.

         6.3      NON-SOLICITATION OF EMPLOYEES AND CUSTOMERS. While employed by
                  the Company, and for a period of six (6) months following the
                  date her employment is terminated hereunder, the Employee
                  shall not, directly or indirectly, for herself or for any
                  other person, firm, corporation, partnership, association or
                  other entity, (I) attempt to employ or enter into an
                  contractual agreement with any employee or former employee of
                  the Company, unless such employee has not been employed by the
                  Company for a period in excess of six (6) months, and/or (II)
                  call on or solicit any of the actual or targeted patients of
                  the


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                  Company, nor shall the Employee make known the names and
                  addresses of such patients.

         6.4      BOOK AND RECORDS. All books, records, and accounts relating in
                  any manner to the customers or clients of the Company, whether
                  prepared by the Employee or otherwise coming into the
                  Employee's possession, shall be the exclusive property of the
                  Company and shall be returned immediately to the Company, on
                  termination of the Employee's employment hereunder or on the
                  Company's request at any time.

         7.       INJUNCTION. It is recognized and hereby acknowledged by the
                  parties hereto that a breach by the Employee of any of the
                  covenants contained in Section 6 of this Agreement will cause
                  irreparable harm and damage to the Company, the monetary
                  amount of which may be virtually impossible to ascertain. As a
                  result, the Employee recognizes and hereby acknowledges that
                  the Company shall be entitled to an injunction from any court
                  of competent jurisdiction enjoining and restraining any
                  violation of any or all of the covenants contained in Section
                  6 of this Agreement by the employee or any of his affiliates,
                  associates, partners or agents, either directly or indirectly,
                  and that such right to injunction shall be cumulative and in
                  addition to whatever other remedies the Company may possess.

         8.       GOVERNING LAW. This Agreement shall, be governed by and
                  construed in accordance with a the laws of the State of
                  Florida without regard to any conflict of law, rule or
                  principle that would give effect to the laws of another
                  jurisdiction.

         9.       ENTIRE AGREEMENT. This Agreement constitutes the entire
                  agreement between the parties hereto with respect to the
                  subject matter hereof and, upon its effectiveness, shall
                  supersede all prior agreements, understandings, and
                  arrangements, both oral and written, between the Employee and
                  the Company (or any of its affiliates, including, without
                  limitation, Continucare Corporation) with a respect to such
                  subject matter. This Agreement may not be modified in any way
                  unless by a written instrument signed by both the Company and
                  the Employee.

         10.      NOTICES. Any notice required or permitted to be given
                  hereunder shall be deemed given when delivered by hand; or,
                  alternatively, when delivered via express mail service,
                  signature required to the parties hereto at their respective
                  address set forth in this Employment Agreement or to such
                  other address as either party hereto may from time to time
                  give notice of to the other. If after two (2) good faith
                  attempts either party is unable to obtain a signature
                  verifying delivery or is unable to personally deliver notice,
                  then notice shall be deemed given when deposited in the United
                  States mail, by registered or certified mail, return receipt
                  requested, postage prepaid, to the parties hereto at their
                  respective address set forth in this Employment Agreement or
                  to such other address as either party hereto may from time to
                  time give notice of to the other.

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         11.      BENEFITS; BINDING EFFECT. This Agreement shall be for the
                  benefit of and binding upon the parties hereto and their
                  respective heirs, personal representatives, legal
                  representative, successors and, where applicable, assigns,
                  including without limitation any successor to the Company.
                  Nevertheless, Employee shall not delegate her obligations
                  under this Agreement to any other person.

         12.      SEVERABILITY. The invalidity of any one (1) or more of the
                  words, phrases, sentences, clauses or sections contained in
                  this Agreement shall not affect the enforceability of the
                  remaining portions of this Agreement or any part thereof, all
                  of which are inserted conditionally on their being valid in
                  law and, in the event that any one (1) or more of the words,
                  phrases, sentences, clauses or sections contained in this
                  Agreement shall be construed as if such invalid word or words,
                  phrase or phrases, sentence or sentences, clause or clauses,
                  or sections or sections had not been inserted. If such
                  invalidity is caused by length of time or size of area, or
                  both, the otherwise invalid provision will be considered to be
                  reduced to a period of area, which would cure such invalidity.

         13.      WAIVERS. The waiver by either party hereto of a breach or
                  violation of any term or provision of this Agreement shall not
                  operate nor be construed as a waiver of any subsequent breach
                  or violation.

         14.      DAMAGES. Nothing contained herein shall be construed to
                  prevent the Company or the Employee from seeking and
                  recovering from the other damages sustained by either or both
                  of them as a result of its or her breach of any term or
                  provision of this Agreement. In the event that either party
                  hereto brings suit for the collection of any damages resulting
                  from, or for the injunction of any action constituting a
                  breach of any of the terms or provisions of this Agreement,
                  then the party found to be at fault shall pay all reasonable
                  court costs and attorney's fees of the other.

         15.      SECTION HEADINGS. The section headings contained in this
                  Agreement are for reference purposes only and shall not affect
                  in any way the meaning or interpretation of this Agreement.

         16.      NO THIRD PARTY BENEFICIARY. Nothing expressed or implied in
                  this Agreement is intended, nor shall be construed to confer
                  upon or give any person other than the Company, the Employee
                  and their respective heirs, personal representatives, legal
                  representatives, successors and assigns, as applicable, any
                  rights or remedies under or by reason of this Agreement.


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IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the date
first above written.

CONTINUCARE CORPORATION:


/s/ Spencer J. Angel
----------------------------------------
 Spencer J. Angel
 President / CEO

CATHY JACKSON LERMAN, Esq.:


 /s/ Cathy J. Lerman
----------------------------------------
CATHY JACKSON LERMAN, ESQ.