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file006.txt

SUBSCRIPTION AGREEMENT







                             SUBSCRIPTION AGREEMENT

                             ----------------------



         THIS SUBSCRIPTION AGREEMENT (this "Agreement"), dated as of December 6,

2002, by and between ONCURE TECHNOLOGIES CORP., a Florida corporation (the

"Company"), and Charles J. Jacobson (the "Subscriber").



         WHEREAS, the Subscriber desires to purchase from the Company, and the

Company desires to issue and sell to Subscriber 35 shares of the Company's

Series H Cumulative Accelerating Redeemable Preferred Stock, par value $.001 per

share (the "Series H Stock"), subject to and in accordance with the terms and

conditions set forth herein.



         NOW, THEREFORE, for good and valuable consideration, the receipt and

sufficiency of which is hereby acknowledged, the parties hereto agree as

follows:



                                   SECTION 1

                             SUBSCRIPTION FOR SHARES

                             -----------------------



         1.1 Subscription Agreement. Subject to the terms and conditions of this

Agreement, the Subscriber hereby irrevocably subscribes for 35 shares (the

"Subscription Shares") of Series H Stock to be issued by the Company in

accordance with the terms hereof, at a purchase price of $2,000 per share, for a

total purchase price of $ 70,000 (the "Subscription Share Price"). The

Subscription Share Price shall be paid by check payable to the order of the

Company, or in such other manner as the Company in its discretion may deem

acceptable. Delivery by the Company of the Subscription Shares to the Subscriber

shall constitute the Company's acknowledgment that it has received the

Subscription Share Price in full.



                                   SECTION 2

            REPRESENTATIONS, WARRANTIES AND AGREEMENTS OF SUBSCRIBER

            --------------------------------------------------------



2.1      Subscriber Representations



         (a) The Subscriber is acquiring the Subscription Shares (and the shares

of the Company's common stock, $.001 par value per share (the "Common Stock"),

issuable upon conversion thereof) for its own account for investment and not

with a view to, or for sale in connection with, any public distribution thereof

in violation of the Securities Act of 1933, as amended ("Securities Act"). The

Subscriber understands that none of the Subscription Shares have been (nor will

the shares Common Stock issuable upon conversion thereof be) registered for sale

under the Securities Act, or the securities or similar laws of any foreign,

state or other jurisdiction, or qualified under applicable state securities laws

and that the Subscription Shares are being offered and sold to the Subscriber in

reliance on exemptions therefrom based, in part, upon the representations,

warranties, covenants and agreements of the Subscriber contained in this

Agreement. The Subscriber understands that it must bear the economic risk of its

investment in the Company for an indefinite period of time, as the Subscriber

cannot sell the Subscription Shares (or the shares of the Common Stock issuable

upon conversion thereof) unless they are subsequently registered under the

Securities Act and qualified under state securities laws, or unless an exemption

from such registration and qualification is available.









         (b) The Subscriber has carefully read and fully considered all

disclosures contained in the Company's Annual Report on Form 10KSB for the year

ended December 31, 2001 and all reports filed under the Securities Exchange Act

of 1934, as amended, since then as provided upon request by the Company or

available on the U.S. Securities and Exchange Commission EDGAR database at

www.sec.gov. The Subscriber understands that an investment in the Subscription

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