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                                                                  EXHIBIT 10.93


                        CONSULTANT PHARMACIST AGREEMENT

                                 BY AND BETWEEN

                     AMERICAN PHARMACEUTICAL SERVICES, INC.

                                      AND


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                        CONSULTANT PHARMACIST AGREEMENT

         This Consultant Pharmacist Agreement ("Agreement") is made and entered
into as of the first day of January 2001, by and between American
Pharmaceutical Services, Inc., a Delaware corporation ("APS"), and
_____________________, a __________ corporation doing business as
____________________, 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, APS is a licensed pharmacy in the State of _______________
and provides services to and on behalf of nursing services, including pharmacy
consulting services;

         WHEREAS, APS and Facility have entered into a Pharmacy Dispensing
Services Agreement pursuant to which APS 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
APS 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 APS

1.1      Necessary Licenses and Qualifications. APS 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. APS 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, permits and
         licenses required pursuant to applicable federal, state and local laws
         and regulations to operate the Facility.


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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
                                  APS SERVICES

         APS shall provide the Pharmacy Consultant Services set forth in this
Article III 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. APS 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 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;

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


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         (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)      APS 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)      APS 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 APS. Facility shall be
         liable for, and shall indemnify and defend APS from and against, any
         and all damages, costs, liabilities, expenses and losses, including,
         without limitation, the cost of 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 APS for the


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         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.

5.3      Monthly Billing and Payment. APS 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 APS within
         thirty (30) days of receipt of an invoice from APS. 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 date
         first written above and shall continue for one (1) year. 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 thirty (30) 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, APS 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 8.10(b).


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                                  ARTICLE VII
                                    RECORDS

7.1      Records. Records shall be maintained by APS 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. APS 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 APS 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      APS Access to Records.

         (a)      The Facility shall give APS 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 APS, Facility shall give APS 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 APS.

                                  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)      APS 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, APS 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 APS
                  a certificate of insurance indicating that such coverage is
                  in effect and providing that APS 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 APS shall be a breach of this
                  Agreement.

8.4      Indemnification.

         (a)      Facility shall defend, indemnify, protect and hold harmless
                  APS 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)      APS 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 APS or its
                  affiliates in its performance under this Agreement.

8.5      Governing Law. Disputes arising under this Agreement shall be governed
         according to the internal laws of the State of ____________, without
         regard to the conflicts of laws provisions thereof.

8.6      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.

8.7      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.

8.8      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.


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8.9      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 APS to:

                                    American Pharmaceutical Services, Inc.
                                    1771 W. Diehl Road, Ste. 210
                                    Naperville, Illinois 60563
                                    Attn:   President

                                    with a copy to:

                                    American Pharmaceutical Services, Inc.
                                    1771 W. Diehl Road, Ste. 210
                                    Naperville, Illinois 60563
                                    Attn:   General Counsel

                                    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 8.9.

8.10     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 8.11, 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 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


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                  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.

8.11     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.

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

8.13     Nondiscrimination. APS 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.

AMERICAN PHARMACEUTICAL SERVICES, INC.

By:
   -------------------------------------
              Chris J. Mollet

Its:     Vice President

Date:    February _____, 2001


By:
   -------------------------------------
             Stefano M. Miele

Its:     Vice President

Date:    February _____, 2001


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                                   Exhibit A

                 PAYMENT RATES FOR PHARMACY CONSULTANT SERVICES

Pricing/Basic Rate
         -        APS will charge Facility $4.50 per licensed bed per month.

                                MEDICAL RECORDS

Pricing/Basic Rate
         -        APS will charge Facility $1.50 per patient per month.

        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/APS 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. Additional requests for medication
pass observation and training will be provided at $50.00 per hour.


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