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                                                                   EXHIBIT 10.29

                         CONSULTANT PHARMACIST AGREEMENT

                                 BY AND BETWEEN

                     -------------------------------------,
                               D/B/A NEIGHBORCARE

                                       AND

                     --------------------------------------




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                         CONSULTANT PHARMACIST AGREEMENT

         This Consultant Pharmacist Agreement ("Agreement") is made and entered
into as of the________________________ , by and between___________________,
d/b/a NeighborCare, a _____________corporation ("NEIGHBORCARE"), and
_____________________, a __________ corporation doing business as
____________________, solely in connection with the facility located at
___________ ("Facility").

                                    RECITALS

         WHEREAS, the Facility is engaged in the operation of a nursing
facility, for which it requires pharmacy consulting services in accordance with
applicable local, state and federal laws, rules and regulations;

         WHEREAS, NEIGHBORCARE is a licensed pharmacy in the State of
_______________ and provides services to and on behalf of nursing services,
including pharmacy consulting services;

         WHEREAS, NEIGHBORCARE and Facility have entered into a Pharmacy
Dispensing Services Agreement pursuant to which NEIGHBORCARE has agreed to
supply certain pharmacy supplies and services to Facility; and

         WHEREAS, the parties hereto desire to enter into this Agreement with
respect to the provision of the pharmacy consulting services set forth herein
and as identified on Exhibit A hereto (the "Consultant Pharmacy Services") by
NEIGHBORCARE to Facility;

         NOW, THEREFORE, for and in consideration of the foregoing recitals and
of the mutual promises contained in this Agreement the parties hereto hereby
agree as follows:

                                    ARTICLE I
                 REPRESENTATIONS AND WARRANTIES OF NEIGHBORCARE

1.1      Necessary Licenses and Qualifications. NEIGHBORCARE represents and
         warrants that it has and shall maintain for the term hereof all
         necessary qualifications, certificates, approvals, permits and licenses
         required pursuant to applicable federal, state and local laws and
         regulations to provide the Pharmacy Consultant Services under this
         Agreement.

1.2      Authority. NEIGHBORCARE represents and warrants that it has all
         necessary power and authority to execute, deliver and perform this
         Agreement.

                                   ARTICLE II
                   REPRESENTATIONS AND WARRANTIES OF FACILITY

2.1      Necessary Licenses and Qualifications. Facility represents and warrants
         that it has and shall maintain for the term hereof all necessary
         qualifications, certificates, approvals,


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         permits and licenses required pursuant to applicable federal, state and
         local laws and regulations to operate the Facility.

2.2      Authority. Facility represents and warrants that it has all necessary
         power and authority to execute, deliver and perform this Agreement with
         respect to the Facility.

2.3      Professional Management Responsibility. Facility hereby represents and
         warrants that it retains professional management responsibility over
         all services furnished hereunder, and retains all management and
         administrative rights and responsibilities normally assumed by the
         operator of a nursing facility.

                                   ARTICLE III
                              NEIGHBORCARE SERVICES

         NEIGHBORCARE shall provide the Pharmacy Consultant Services set forth
in this Article III and as further described in Exhibit "A" attached hereto and
made a part hereof, to the Facility in compliance with the standards set forth
herein and as may be otherwise required by applicable law.

3.1      Consultant Pharmacy Services. NEIGHBORCARE shall provide to Facility
         the services of a duly licensed pharmacist (the "Consultant
         Pharmacist") who shall be responsible for the general supervision of
         the Facility's pharmaceutical services, and the Consultant Pharmacist
         shall use the pharmacy standards of the State where both the Consultant
         Pharmacist and the Facility are located. More specifically, these
         services shall include:

         (a)      Review of the Facility's procedures for the control and
                  accountability of all drugs and biologicals throughout the
                  Facility. Such drugs and biologicals shall be approved and
                  dispensed in compliance with federal and state laws;

         (b)      Assist in establishing policies and procedures to control the
                  distribution and administration of drugs, biologicals and
                  pharmaceutical supplies;

         (c)      Review of the records of receipt and disposition of all legend
                  drugs and the maintenance of such records in sufficient detail
                  so as to allow an accurate reconciliation;

         (d)      Monthly review of the drug regimen of each Resident;

         (e)      Review of the labeling of all drugs and biologicals to ensure
                  that such labeling is based on currently accepted professional
                  principles and includes the appropriate accessory and
                  cautionary instructions, as well as, the expiration date when
                  applicable;

         (f)      Recommendations, plans for implementation and continuing
                  assessment through dated, signed reports, which are given to
                  and retained by the administrator of the Facility for
                  follow-up action and evaluation of performance;


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         (g)      Written reports to the pharmaceutical services committee, on
                  the status of the Facility's pharmaceutical services and
                  staff's performance;

         (h)      Serve as an active member of the Quality Assurance Committee,
                  and make recommendations as appropriate. Participate in the
                  individual plan of care of each Resident as determined by
                  Facility policy;

         (i)      Provision, when requested by the Administrator, for programs
                  for in-service education for professional staff of the
                  Facility which would enhance the effectiveness of the
                  pharmaceutical services said in-service education, to be
                  conducted by the Consultant Pharmacist or his designee;

         (j)      Assist in the destruction of discontinued and expired
                  medications, as prescribed by law; and

         (k)      All other responsibilities required of a consultant pharmacist
                  as set forth in any federal or state law, statute, or
                  regulation, as enacted, or as may be enacted or amended.

3.2      Hours; Replacement.

         (a)      NEIGHBORCARE shall arrange to provide the services of another
                  pharmacist during any absence, vacation, or period of illness
                  of the Consultant Pharmacist.

         (b)      The Consultant Pharmacist shall devote a sufficient number of
                  hours, based upon the needs of the Facility, to carry out the
                  Consultant Pharmacy Services set forth in Section 3.1 above.

3.3      Additional Responsibilities.

         (a)      The Consultant Pharmacist shall retain as confidential all
                  information relating to the policies, procedures and records
                  of the Facility.

         (b)      NEIGHBORCARE shall provide and make available to the Facility
                  on loan, certain equipment and reference materials that may be
                  necessary or useful, for the purpose of providing proper
                  pharmaceutical services. The Facility agrees to promptly
                  return same in good condition at the termination of this
                  Agreement.

                                   ARTICLE IV
                  FACILITY OBLIGATIONS WITH RESPECT TO SERVICES

         In connection with the ordering and receipt of the Pharmacy Consultant
Services set forth in Article III, Facility agrees that:

4.1      Use of Material and Equipment Provided by NEIGHBORCARE. Facility shall
         be liable for, and shall indemnify and defend NEIGHBORCARE from and
         against, any and all damages, costs, liabilities, expenses and losses,
         including, without limitation, the cost of


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         repairs or replacement, whatsoever sustained or incurred as a result of
         casualty to or loss of, or the misuse or otherwise improper use of, any
         and all material and equipment provided by NEIGHBORCARE for the use of
         Facility in connection with the provision of Pharmacy Consultant
         Services pursuant to the terms hereof.

                                    ARTICLE V
                               BILLING AND PAYMENT

5.1      Billing and Payment for Pharmacy Supplies. The payment rates applicable
         to the Pharmacy Consultant Services provided hereunder shall be as set
         forth in Exhibit A attached hereto.

5.2      Monthly Billing and Payment. NEIGHBORCARE shall bill Facility on a
         monthly basis by the fifth (5th) working day of each month for Facility
         charges incurred during the past month. Facility shall pay NEIGHBORCARE
         within thirty (30) days of receipt of an invoice from NEIGHBORCARE. All
         amounts past due by more than thirty (30) days shall bear interest at
         the rate of one and one-half percent (1.5%) per month, or the maximum
         monthly rate of interest permitted by applicable law, whichever is
         less.

                                   ARTICLE VI
                              TERM AND TERMINATION

6.1      Term. The initial term of this Agreement shall commence on the
         Effective Date (as defined in the Settlement Agreement re Pharmacy
         Supply Contracts dated August ___, 2001) and will continue in full
         force and effect for eighteen months. Thereafter, this Agreement shall
         automatically renew for successive one (1) year terms, and during any
         such renewal term either party shall have the right to terminate this
         Agreement without cause by providing to the other party not less than
         sixty (60) days prior written notice of termination.

6.2      Termination.

         (a)      This Agreement shall automatically terminate with respect to
                  the Facility upon the revocation or cancellation of the
                  Facility's license or certification.

         (b)      Upon the suspension of the Facility's license or
                  certification, NEIGHBORCARE shall have the right to terminate
                  this Agreement immediately upon written notice to Facility.

         (c)      If either party should materially fail to fulfill its
                  obligations or conditions set forth herein and such default
                  shall not be cured within thirty (30) days after written
                  notice from the other party specifying the nature of default,
                  the aggrieved party shall have the right to terminate this
                  Agreement by giving written notice of termination to the
                  defaulting party, and this Agreement shall terminate on the
                  thirtieth (30th) day after such notice is given. Either party
                  shall have the right to cure any such default up to, but not
                  after, the giving of such notice of termination.

         (d)      This Agreement may be terminated pursuant to the terms of
                  Section 8.9 (b).


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                                   ARTICLE VII
                                     RECORDS

7.1      Records. Records shall be maintained by NEIGHBORCARE of the Pharmacy
         Consultant Services supplied hereunder. Notwithstanding the foregoing,
         the production of medical records shall remain the responsibility of
         the Facility.

7.2      Government Access to Records. NEIGHBORCARE and its subcontractors shall
         make available, upon written request from the Secretary of the U.S.
         Department of Health and Human Services, or the Comptroller General of
         the United States General Accounting Office, or any of their duly
         authorized representatives, this Agreement, and the books, documents
         and records of NEIGHBORCARE that are necessary to verify the extent of
         costs incurred by Facility with respect to providing services under
         this Agreement for four (4) years thereafter the provision of such
         services.

7.3      NEIGHBORCARE Access to Records.

         (a)      The Facility shall give NEIGHBORCARE and the Pharmacy
                  Consultant reasonable access to all resident records,
                  facilities and supplies necessary for the performance of their
                  duties herein.

         (b)      In the event of any dispute arising from any claim or bill
                  submitted by NEIGHBORCARE, Facility shall give NEIGHBORCARE
                  access to all reasonable and necessary documents and records
                  to investigate the accuracy of the claim. Such access shall be
                  during normal business hours following reasonable advance
                  notice from NEIGHBORCARE.

                                  ARTICLE VIII
                                  MISCELLANEOUS

8.1      Independent Contractors. In the performance by each party hereto of
         their respective obligations hereunder, the parties shall at all times
         hereunder be deemed to be independent contractors, and not the agent of
         the other. Except to the extent expressly provided for herein to the
         contrary, neither party shall have the right or power to bind the
         other.

8.2      Insurance.

         (a)      NEIGHBORCARE shall maintain, during the term of this
                  Agreement, liability insurance coverage for its acts and
                  omissions in amounts of no less than one million dollars per
                  claim and three million dollars annual aggregate. Prior to the
                  commencement of this Agreement, NEIGHBORCARE shall provide to
                  Facility a certificate of insurance indicating that such
                  coverage is in effect and providing that Facility will be
                  notified at least thirty (30) days prior to any modification,
                  cancellation, reduction or non-renewal of such coverage. Any
                  substantial change in coverage that might adversely affect or
                  actually materially adversely affects Facility shall be a
                  breach of this Agreement.


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         (b)      Facility shall maintain, during the term of this Agreement,
                  liability insurance coverage for its acts and omissions in
                  amounts of no less than one million dollars per claim and
                  three million dollars annual aggregate. Prior to the
                  commencement of this Agreement, Facility shall provide to
                  NEIGHBORCARE a certificate of insurance indicating that such
                  coverage is in effect and providing that NEIGHBORCARE will be
                  notified at least thirty (30) days prior to any modification,
                  cancellation, reduction or non-renewal of such coverage. Any
                  substantial change in coverage that might adversely affect or
                  actually materially adversely affects NEIGHBORCARE shall be a
                  breach of this Agreement.

8.3      Indemnification.

         (a)      Facility shall defend, indemnify, protect and hold harmless
                  NEIGHBORCARE and its affiliates, and the officers, directors,
                  employees and agents of each of them, from and against any and
                  all liability, obligation, damage, loss, cost, claim,
                  judgment, settlement, expense or demand whatsoever, of any
                  kind or nature, including reasonable attorneys fees and
                  defense costs in connection therewith, arising directly or
                  indirectly from actions taken or omissions made by Facility in
                  its performance under this Agreement.

         (b)      NEIGHBORCARE shall defend, indemnify, protect and hold
                  harmless Facility and its affiliates, and the officers,
                  directors, employees and agents of each of them, from and
                  against any and all liability, obligation, damage, loss, cost,
                  claim, judgment, settlement, expense or demand whatsoever, of
                  any kind or nature, including reasonable attorneys fees and
                  defense costs in connection therewith, arising directly or
                  indirectly from actions taken or omissions made by
                  NEIGHBORCARE or its affiliates in its performance under this
                  Agreement.

         (c)      Section 8.3 will survive termination of this Agreement and
                  completion of the parties' duties under this Agreement.

8.4      Governing Law. Disputes arising under this Agreement shall be governed
         according to the internal laws of the state of the location of the
         facility, without regard to the conflicts of laws provisions thereof.

8.5      Compliance with Applicable Law. In all aspects relative to the
         performance of their respective obligations under this Agreement, both
         parties shall conduct their respective businesses in accordance with
         applicable law.

8.6      Successors and Assigns. This Agreement shall be binding upon either
         party's purchasers, transferees, successors and assigns, whether by
         operation of law or otherwise, including but not limited to the sale of
         the stock, assets or any other ownership interest of a party hereto to
         another, or the merger or consolidation of a party hereto into another,
         or any transaction by which a party to this Agreement transfers its
         business to another as to which the duties and obligations provided for
         under this Agreement by either or both parties hereto arise.


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8.7      Waiver of Breach. The waiver of any breach of this Agreement by either
         party shall not constitute a continuing waiver or a waiver of any
         subsequent breach of either the same or any other provision of this
         Agreement.

8.8      Notices. Any notice or other communication made or contemplated to be
         made under this Agreement shall be in writing and shall be deemed to
         have been received by the party to whom it is addressed on the date of
         delivery, if delivered by hand, or three (3) business days after it is
         deposited in the United States Mail, postage prepaid, return receipt
         requested, or the next business day after it is transmitted by Federal
         Express or similar overnight delivery services, addressed, in the case
         of NEIGHBORCARE to:

                                    NeighborCare
                                    7 East Lee Street
                                    Baltimore, MD 21202
                                    Attn:   President

                                    with a copy to:

                                    NeighborCare
                                    101 East State Street
                                    Kennett Square, PA 19348
                                    Attn:   Law Department

                                    and in the case of Facility to:

                                    -----------------------------------

                                    -----------------------------------

                                    -----------------------------------
                                    Attn:   Administrator

         Either party may change its address for notices given hereunder by
         giving fifteen (15) days prior written notice in accordance with this
         Section 8.8.

8.9      Entire Agreement; Amendments.

         (a)      This Agreement, together with all Exhibits hereto, which are
                  incorporated herein and made a part hereof by this reference,
                  constitutes the entire Agreement between the parties hereto
                  and supersedes and cancels any other prior agreements or
                  understandings whether written, oral or implied. This
                  Agreement may not be amended except by an instrument in
                  writing signed by both the parties hereto.

         (b)      In the event of any material change in statutes, regulations,
                  or enforceable governmental policies applicable to either
                  party's obligations arising under this Agreement, or in the
                  event of the severance of any provision hereof pursuant to
                  Section 8.10, and either party is materially and adversely
                  affected thereby so as to materially diminish the benefits of
                  this Agreement reasonably intended by such affected party,
                  such affected party may provide notice of such material
                  adverse


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                  effect to the other, and request that this Agreement be
                  amended to resolve such material adverse effect. The parties
                  shall then be obligated to engage in good faith negotiations
                  in an attempt to agree upon an acceptable amendment to this
                  Agreement for the purpose of resolving the material adverse
                  effect. If the parties fail to agree to amend this Agreement
                  within thirty (30) days after receipt of notice of material
                  adverse effect, the affected party may terminate this
                  Agreement at any time thereafter, upon notice given to the
                  other party.

8.10     Severability. The invalidity or unenforceability of any term or
         provision hereof shall not affect the validity or enforceability of any
         other term or provision hereof.

8.11     Section Headings. The section headings contained in this Agreement are
         for reference purposes only and shall not affect the construction of
         this Agreement.

8.12     Nondiscrimination. NEIGHBORCARE and the Consultant Pharmacist shall
         provide all Pharmacy Consultant Services and otherwise perform all of
         their respective duties and responsibilities hereunder without unlawful
         discrimination on the basis of race, color, religion, national origin,
         sex ancestry, disability or any other basis protected by law.

                            [SIGNATURE PAGE FOLLOWS]
                                      * * *


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         IN WITNESS WHEREOF, the parties have executed this Agreement in
multiple counterparts, each of which shall be deemed to be an original, and all
of which together shall constitute this Agreement, effective as of the date
first written above.

NEIGHBORCARE:



By:
   ---------------------------------

Its:     Sr. Vice President

Date:                  , 2001
     ------------- ----

FACILITY:



------------------------------------------



By:
   ---------------------------------

Its:     Vice President

Date:                  , 2001
     ------------- ----


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                                    Exhibit A

                 PAYMENT RATES FOR PHARMACY CONSULTANT SERVICES

Pricing/Basic Rate

         -        NEIGHBORCARE will charge Facility $4.50 per licensed bed per
                  month.

                                 MEDICAL RECORDS

Pricing/Basic Rate

         -        NEIGHBORCARE will charge Facility $1.50 per patient per month.
                  In the event NEIGHBORCARE is not the provider of pharmacy
                  dispensing services to Facility pursuant to a separate written
                  agreement, NEIGHBORCARE will charge Facility $4.50 per patient
                  per month, in recognition of the additional costs incurred by
                  NEIGHBORCARE to provide Facility with medical records where
                  NEIGHBORCARE is not the provider of pharmacy dispensing
                  services to Facility.

         REQUIRED STANDARDS OF SERVICE FOR PHARMACY CONSULTATION PROGRAM

Monthly Services

         -        Resident chart review - Drug Regimen Review

         -        Written Consultation Reports

         -        Oversee Facility pharmacy systems, policies, and procedures

         -        Drug Formulary management to support compliance with the
                  MPAN/NEIGHBORCARE Preferred Drug List Formulary

         -        Observe and participate in drug destruction per state
                  regulations

Quarterly Services

         -        Medication cart and medication room audits

         -        Controlled drug audit

         -        Attend QA meeting

         -        One (1) medication pass training per Facility

Annual Services

         -        Two (2) inservice programs

Requests for additional Pharmacy Consultant support will be provided as
available at the rate of $50.00 per hour ($65.00 per hour in CA). Additional
requests for medication pass observation and training will be provided at $50.00
per hour ($65.00 per hour in CA).


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