EXHIBIT 10.85


                          AMENDMENT TO LEASE AGREEMENT

     This Amendment dated as of October 30, 2003 and is between Living in Style,
LLC ("Landlord") and National Medical Health Card Systems,  Inc.  ("NMHC").  All
defined terms used, but not otherwise defined herein,  shall have their meanings
set forth in the Lease Agreement  between NMHC and Landlord,  dated as of May 1,
2002,  as amended to date,  together with any and all  attachments  thereto (the
"Lease Agreement").

     WHEREAS,  NMHC and Landlord have entered into the Lease Agreement  pursuant
to which NMHC leases the  building  known as 30 9th Avenue,  Sea Cliff,  NY from
Landlord.

     WHEREAS,  simultaneously with the execution of this Amendment, NMHC and New
Mountain Partners,  L.P. (the "Purchaser") have entered into the Preferred Stock
Purchase  Agreement,  dated as of October 30, 2003,  pursuant to which NMHC will
issue  and sell to the  Purchaser  and the  Purchaser  will  purchase  from NMHC
6,956,522 shares of the Series A 7% convertible  preferred stock, par value 0.10
per share of NMHC (the "Series A Preferred  Stock"),  for an aggregate  purchase
price of $80,000,003 (the "Purchase Agreement");

     WHEREAS,  the parties desire to amend the Lease  Agreement and to make such
changes and modifications to the Lease Agreement as hereinafter set forth.

     NOW,  THEREFORE,  in  consideration  of  the  premises  and  covenants  and
agreements contained herein, the parties agree as follows:

     1. The Rider to the Lease  Agreement  shall be amended to add the following
provision as clause (e) of Section 22:

                  (e) Tenant may terminate this Lease by delivering written
                  notice to the Landlord not less than the greater of, (a) six
                  (6) months or (b) the period of time equal to 50% of the
                  remaining term of the Lease, prior to the effective date of
                  such termination.

     2. Except as expressly  provided  herein,  all terms and  conditions of the
Lease Agreement shall be unmodified and in full force and effect.

     3.  From and  after the  execution  and  delivery  of this  Amendment,  all
references to the Lease Agreement  contained in other agreements and instruments
executed and  delivered  pursuant to or in connection  with the Lease  Agreement
shall hereinafter mean and refer to the Lease Agreement as amended hereby.

     4. This Amendment may be executed in  counterparts  by the parties  hereto,
all of  which  shall  constitute  one  and  the  same  instrument.  A  facsimile
transmission of this signed  Amendment  bearing a signature on behalf of a party
hereto shall be binding on such party.

         5. This Amendment shall be governed by the laws of New York.

     6. This  Amendment  shall be effective and shall be binding on the Landlord
and  NMHC  upon  the  Closing  Date (as such  term is  defined  in the  Purchase
Agreement).



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


                                      LIVING IN STYLE, LLC

                                                  By:_______________________
                                                Name:_______________________
                                                Title:______________________


                                      NATIONAL MEDICAL HEALTH CARD SYSTEMS, INC.

                                             By:___________________________
                                           Name:___________________________
                                         Title:____________________________