Incorporated in Delaware in Aug. 1983.

On Feb. 26, 1988, Co. acquired Health Care Services, Inc. for $250,000 in cash and 1,100,000 shs. of Co. com. stock.

In Sept. 1989, Co. acquired HPI Health Care Services, Inc. for approx. $19,900,000 in cash and 250,000 of Co. com. stock.

On July 28, 1990, Co., thru subsidiary, acquired EPIC Heath Group. Inc. for $13,600,000 cash.

On Sept. 18, 1990, Co.'s wholly owned mail prescription subsidiary, HCS, acquired, by assignment, the mail prescription business held by a subsidiary of Rite Aid Corp. for $5,000,000.

On Mar. 24, 1993, Co. purchased a 15% equity interest in Medical Service Agency Inc., ("Mednet"), together with options, which (if exercised) would extend Co.'s ownership to 25%, for $750,000 in cash.

On Oct. 26, 1993, Co. acquired Chronitech Health Services, Inc. The acquisition was valued at approximately $9,000,000 in cash and Co. stock, of which $3,000,000 was placed in escrow pending achievement of certain operating targets.

On Oct. 29, 1993, Co. acquired Perform Cost Management Services, Inc. for approximately $27,000,000 in cash.

During 1995, Co. purchased substantially all of the remaining outside ownership (72 partnership units or approximately 62%) of Springfield Diagnostek Imaging Center ("SDIC") from approximately 50 individuals in exchange for 43,200 shares (valued at approximately $662,000) of Company common stock.