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                                  EXHIBIT 10.26

                  CHEMED CORPORATION EXCESS BENEFIT PLAN NO. 1
                                 AMENDMENT NO. 2

         The Chemed Corporation Excess Benefit Plan No. 1 (the "Plan") is hereby
amended effective November 7, 2003 as follows:

         1.       The Name of Plan shall be changed to Roto-Rooter, Inc. Excess
                  Benefit Plan No. 1.

         2.       Section 1 of the Plan shall be rewritten in its entirety to
                  read as follows:

                  1.       Purpose of the Plan

                           To induce the employment or continued employment of
                           key employees of the company and it Subsidiaries and
                           the service of Directors to compete with other
                           corporations offering comparable benefits in order
                           that the interests of the Company and its
                           Subsidiaries may be advanced.

         3.       Sections 2 (g), (i) and (j) shall be rewritten in their
                  entirety to read as follows:

                  (g)      "Company" - Roto-Rooter, Inc., a Delaware
                           Corporation.

                  (i)      "Eligible Employee" - A (i) Director or (ii) a
                           management or highly compensated Employee other than
                           a Union Employee who participates in or who, but for
                           the section 415 limitations of the Code, would
                           participate in, any one or more of the Base Plans,
                           and is designated by the Committee from time to time
                           as eligible to participate in the Plan. Such
                           designation may be revoked at any time if the
                           Committee determines that the Employee ceases to be a
                           management or highly compensated Employee.

                  (j)      "Employee" - Any person who is employed by the
                           Company or a Subsidiary or is a Director of the
                           Company.

         4.       Section 8.1 of the Plan shall be rewritten in its entirety as
                  follows:

                  8.1      Full Vesting. Participants will have a fully vested
                           interest in amounts credited to their accounts
                           hereunder upon Retirement, Severance while eligible
                           for Retirement, Permanent Disability or upon death
                           prior to Retirement or Permanent Disability. All
                           salary reduction contributions are fully vested.

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         5.       Section 10.1 (a) shall be rewritten in its entirety as
                  follows:

                  (a)      The Benefit Amounts shall become payable upon the
                           later of (i) the Participant's termination or
                           employment with the Company or Subsidiary or (ii) the
                           date the Participant ceases to be a Director of the
                           Company or (iii) the date selected by the Participant
                           ("Payment Date"). The vested portion of the Benefit
                           Amounts shall be valued and paid to the Participant
                           or his Beneficiary commencing as of the Valuation
                           Date coinciding with or next following the Payment
                           Date. The Payment Date shall not be subject to
                           modification unless one of the following events
                           occurs:

                           (1)      The Participant makes an election to change
                                    the Payment Date which is then in effect
                                    ("Modified Payment Date") provided that any
                                    such subsequent election must occur (i) no
                                    earlier than 1 year after the date on which
                                    the election then in effect was made and
                                    (ii) no less than 2 years prior to the
                                    Payment Date then in effect.

                           (2)      The Committee, in its sole and absolute
                                    discretion, consents to the Participants'
                                    election of a Modified Payment Date.

                           (3)      The Participant elects a Modified Payment
                                    Date and the election does not satisfy (1)
                                    or (2) above. In such event, the
                                    Participant's accounts under the Plan shall
                                    be reduced by an amount equal to 10% of the
                                    value of such accounts as of the Valuation
                                    Date coincident with or next following the
                                    Modified Payment Date.

         6.       In all other respects, the Plan shall remain in full force and
                  effect.

                                   CERTIFICATE

         The undersigned, Secretary of Roto-Rooter, Inc., hereby certifies that
the foregoing is a true and correct copy of Amendment No. 2 to its Excess
Benefit Plan No. 1.

         Signed in Cincinnati, Ohio as of this 7th day of November, 2003.

                                             /s/ Naomi C. Dallob
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                                             Naomi C. Dallob, Secretary