May 26, 1995 C. Arnold Renschler, M.D. 408 Barbara Lane Bryn Mawr, PA 19010 Dear Arnie: This confirms our understanding with respect to the terms of your continued employment by NovaCare (the "Company"). The terms and conditions of your agreement with...

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                                                                    EXHIBIT 10-F


[NOVACARE LETTERHEAD]


                                                   May 26, 1995

▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, M.D.
▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇
▇▇▇▇ ▇▇▇▇, ▇▇  ▇▇▇▇▇

Dear ▇▇▇▇▇:

This confirms our understanding with respect to the terms of your continued
employment by NovaCare (the "Company").  The terms and conditions of your
agreement with the Company dated as of January 3, 1994 (the "Agreement"), a
copy of which is attached hereto and which is incorporated herein by reference,
are hereby ratified and affirmed except as specifically modified below:

1.  The first and last sentences of Paragraph 2 of the Agreement are deleted in
    their entirety and the following is substituted in place of the first
    sentence:

         "2.  Position, Duties.  The Employee shall serve as the Company's
    Senior Vice President, Chief Clinical Officer and President and General
    Manager, NewCo, a professional services consulting and management division,
    yet to be named."

2.  You have been granted, subject to the approval of the Compensation
    Committee of the Board of Directors, a non qualified stock option, pursuant
    to the NovaCare 1986 Stock Option Plan (the "Plan"), to purchase 110,000
    shares of NovaCare common stock at $7.375, the exercise price at the close
    of business yesterday.  Such options shall vest over five years in annual
    cumulative installments of 20% per year, commencing May 25, 1996, and shall
    become fully vested immediately (1) if you are directed to report, without
    your prior written approval, to someone other than ▇▇▇▇ ▇. ▇▇▇▇▇▇ or
    ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, or (2) if there is a change of control of the Company.
    "Change of control" for purposes of this paragraph shall mean that voting
    control of twenty percent or more of the common shares of the Company vests
    in a person (as defined in Section 13(d)(3) of the Securities Exchange Act
    of 1934) other than a group of which you are a member.  You remain eligible
    for annual option grants pursuant to paragraph 3.4 of the Agreement.

3.  Paragraph 8.1 of the Agreement is amended by substituting for the first
    portion of the second sentence thereof ending with "...  or (b)" the
    following:





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▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, M.D.
May 26, 1995
Page 2




         "The Employee agrees that, in consideration of his employment
    hereunder, the Employee will not, for a period of one (1) year commencing
    on the date of termination for any reason of his employment with the
    Company, (a) engage, directly or indirectly, whether as principal, agent,
    distributor, representative, consultant, stockholder (other than an
    investment of not more than 5% of the stock or equity of any corporation
    the stock of which is publicly traded), employee or otherwise, in any
    activity or business venture which is competitive with any business
    conducted or proposed to be conducted by the Company as of the date of
    termination of his employment with the Company (it being understood and
    agreed that the Employee shall not be considered to have violated the
    foregoing covenant if, subsequent to his employment by the Company, he
    engages in the skilled nursing facility, including sub-acute services
    (other than contract sub-acute services), assisted living or senior living
    housing business or the physician services (other than contract
    rehabilitation management) business), or (b) ..."

Except as modified above, the Agreement remains in full force and effect.

If you agree to the foregoing, please sign the enclosed executed copy of this
letter and return it to me.

                                                   Sincerely,

                                                   /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
                                                   ---------------------
                                                   ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇


Agreed to:

/s/ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇,                           Date:  5/26/95
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▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, M.D.



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Enclosure