X0303 4 2008-08-28 0 0001017813 CAREGUIDE INC CGDE 0001318047 WAXMAN ALBERT S C/O PSILOS GROUP MANAGERS, L.L.C. 140 BROADWAY, 51ST FLOOR NEW YORK NY 10005 1 0 0 0 0001082390 PSILOS GROUP PARTNERS L P 140 BROADWAY, 51ST FLOOR NEW YORK NY 10005 0 0 1 0 0001351691 PSILOS GROUP PARTNERS II, L.P. 140 BROADWAY, 51ST FLOOR NEW YORK NY 10005 0 0 1 0 Warrant (right to buy) 0.08 2008-08-28 4 A 0 333333 0.00 A 2008-08-31 2012-01-01 Common Stock 333333 333333 I By fund Warrant (right to buy) 0.1438 2008-09-01 4 A 0 101391 0.00 A 2008-09-01 2012-10-01 Common Stock 101391 101391 I By fund Of the shares issuable upon exercise of the warrant, one-half were vested on August 31, 2008, with the remainder vesting in four equal monthly installments through December 31, 2008. The warrants were issued to Psilos/CareGuide Investment, L.P. in consideration for its commitment to fund the operations of the Issuer through January 1, 2009. Securities are owned of record by Psilos/CareGuide Investment, L.P. Albert S. Waxman is the senior managing member of Psilos Group Investors III, LLC, which is the general partner of Psilos/CareGuide Investment, L.P., and therefore may be deemed to beneficially own the securities owned by Psilos/CareGuide Investment, L.P. Dr. Waxman disclaims beneficial ownership of the reported securities herein except to the extent of his pecuniary interest therein. The warrants were issued to Psilos Group Partners II, L.P. in consideration for its guarantee of the Issuer's obligations under a debt facility. Securities are owned of record by Psilos Group Partners II, L.P. Dr. Waxman, a director of the issuer, is the senior managing member of Psilos Group Investors II, LLC, which is the general partner of Psilos Group Partners II, L.P., and therefore may be deemed to beneficially own the securities owned by Psilos Group Partners II, L.P. Dr. Waxman disclaims beneficial ownership of the reported securities herein except to the extent of his pecuniary interest therein. /s/ Brian F. Leaf, attorney-in-fact 2008-09-02 Brian F. Leaf, attorney-in-fact 2008-09-02 Brian F. Leaf, attorney-in-fact 2008-09-02