EXHIBIT 10.22
                            FIRST AMENDMENT TO THE
                              CHEMED/ROTO-ROOTER
                           SAVINGS & RETIREMENT PLAN

1.   Section 2.11 of the Plan is hereby amended in its entirety to read as
     follows:

     2.11 "Eligible Employee"shall mean each Employee who is employed by an
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Employing Unit excluding the following:

1.   Union Employee,
2.   Leased Employee,
3.   any individual who performs service for an Employing Unit pursuant to a
     written agreement which provides that such individual shall not be eligible
     to participate in the Plan, or
4.   any individual who performs service for an Employing Unit which classifies
     and treats such individual as an independent contractor, even if such
     individual is subsequently classified by the Internal Revenue Service as a
     common law employee of an Employing Unit.

2.   Section 2.20 of the Plan is hereby amended in its entirety to read
     as follows:

     2.20  "Entry Date" shall mean the first day of the first payroll
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period coincident with or immediately following the first day of each month or
any other date specified by Chemed with respect to an Employing Unit.

3.   Section 4.2 of the Plan is hereby amended in its entirety to read
     as follows:

     4.2  Basic Employee Contributions.
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          (a)   Except as provided in (b) below, a Participant will
     automatically have deducted from his Compensation and contributed to his
     401(k) Contribution Account under the Plan as a Basic Employee Contribution
     an amount equal to 2% of his Compensation. Such automatic 2% deduction and
     contribution shall continue until the Participant elects to change or
     discontinue such contribution in accordance with administrative procedures
     established by the Plan Administrator.

          (b)   Notwithstanding (a) above, a Participant may affirmatively elect
     to contribute Basic Employee Contributions in an amount other than the
     automatic 2% contribution in an integral percentage up to 6% of his
     Compensation. A Participant electing to make such contributions shall
     specify whether such contributions shall be made wholly to his 401(k)
     Contribution Account or to his Thrift Contribution Account or, in specified

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          increments of 1% of his Compensation, to his 401(k) Contribution
          Account and to this Thrift Contribution Account.

     4.   Section 4.5 (b) of the Plan is hereby amended in its entirety to read
          as follows:

          (b)  Reinstate suspended Basic Employee Contributions or Supplemental
          Employee Contributions in accordance with procedures established by
          the Plan Administrator. A Participant cannot reinstate suspended
          Supplemental Employee Contributions unless he is then making, or
          concurrently reinstates, the required amount of Basic Employee
          Contributions.

     5.   Appendix B is hereby amended in its entirety as follows:

                          APPENDIX B - SERVICE CREDIT
                          ---------------------------

     Service with the following companies will be credited under the Plan for
purposes of eligibility and vesting:

     1.  Caldwell Heating and Air Conditioning of Newnan, Inc.
     2.  Reliance Plumbing, Inc.
     3.  Extra Speedy Service, Inc.
     4.  Pete Edmiston Plumbing & Heating
     5.  Boyd Air Conditioning and Insulation Co.
     6.  ServiceAIR, Inc.
     7.  LaNois' Walrus Air Co., Inc.
     8.  D. Kilian, Inc.
     9.  Claymon Corp.
     10. A-aachen Citywide Plumbing, Inc.
     11. Cassidy Plumbing and Heating, Inc.
     12. Diversified Mechanical Services, Inc.
     13. A-1 Rootmaster, Inc.
     14. Geoson, Inc. & Daniels-Dallaire, Inc.
     15. Catons' Plumbing, Heating & Air Conditioning, Inc.
     16. Environmental Pipe, Inc.
     17. Dolfran, Inc. & Ridin Pipeline, Inc.
     18. Roto-Rooter of Kitsap County, Inc.
     19. Drain Masters RTP, Inc.
     20. Starburst, Inc.
     21. Sure Flow, Inc.; provided, however, the earliest date on which any
         Employee who was formerly employed by Sure Flow, Inc. may become a
         Participant in the Plan is May 1, 1999
     22. Service as an employee of Job Corps but only while performing services
         on behalf of Roto-Rooter, Inc. or an Affiliated Company
     23. Rusk Heating and Air Conditioning, Inc.
     24. HDH Services, Inc.

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     25. Kennell Enterprises, Inc.

     IN WITNESS WHEREOF, Chemed Corporation has caused its name to be subscribed
to this amendment effective on the 6/th/ day of September, 2000.

                                            CHEMED CORPORATION

                                            By: /s/ Naomi C. Dallob
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