MANOR CARE, INC.



                           6.25% Senior Notes due 2013



                               Purchase Agreement



                                                                April 10, 2003



J.P. Morgan Securities Inc.

Merrill Lynch, Pierce, Fenner & Smith

            Incorporated

UBS Warburg LLC

Banc of America Securities LLC

BNY Capital Markets, Inc.

NatCity Investments, Inc.

SunTrust Capital Markets, Inc.

c/o J.P. Morgan Securities Inc.

270 Park Avenue

New York, New York  10017



Ladies and Gentlemen:



     Manor Care, Inc., a Delaware corporation (the "Company"), proposes to issue

and sell (the "Offering") $200,000,000 aggregate principal amount of its 6.25%

Senior Notes due 2013 (the "Securities"). The Securities will be issued pursuant

to an Indenture to be dated as of April 15, 2003 (the "Indenture") between the

Company, each of the subsidiaries of the Company listed on Schedule 1 hereto

(each a "Guarantor" and together, the "Guarantors") and National City Bank, as

trustee (the "Trustee"). The Securities will be guaranteed by guarantees (the

"Guarantees", and each a "Guarantee") of each of the Guarantors. The Company

hereby confirms its agreement with J.P. Morgan Securities Inc. ("JPMorgan"),

Merrill Lynch, Pierce, Fenner & Smith Incorporated, UBS Warburg LLC, Bank of

America Securities LLC, BNY Capital Markets, Inc., NatCity Investments, Inc. and

SunTrust Capital Markets, Inc. (together with JPMorgan, the "Initial

Purchasers") concerning the purchase of the Securities from the Company by the

several Initial Purchasers.



     The Securities will be offered and sold to the Initial Purchasers without

being registered under the Securities Act of 1933, as amended (the "Securities

Act"), in reliance upon an exemption therefrom. The Company has prepared a

preliminary offering memorandum dated April 9, 2003 (the "Preliminary Offering

Memorandum") and will prepare an offering memorandum dated the date hereof (the

"Offering





{PAGE}



Memorandum") setting forth information concerning the Company and the

Securities. Copies of the Preliminary Offering Memorandum have been, and copies

of the Offering Memorandum will be, delivered by the Company to the Initial

Purchasers pursuant to the terms of this Agreement. Any references herein to the

Preliminary Offering Memorandum and the Offering Memorandum shall be deemed to

include all amendments and supplements thereto, unless otherwise noted. The

Company hereby confirms that it has authorized the use of the Preliminary

Offering Memorandum and the Offering Memorandum in connection with the offering

and resale of the Securities by the Initial Purchasers in accordance with

Section 2.



     Holders of the Securities (including the Initial Purchasers and their

direct and indirect transferees) will be entitled to the benefits of an Exchange

and Registration Rights Agreement, substantially in the form attached hereto as

Annex A (the "Registration Rights Agreement"), pursuant to which the Company

will agree to file with the Securities and Exchange Commission (the

"Commission") a registration statement under the Securities Act (the "Exchange

Offer Registration Statement") registering an issue of senior notes of the

Company and related guarantees of each of Guarantors (the "Exchange Securities")

which are identical in all material respects to the Securities (except that the

Exchange Securities will not contain terms with respect to transfer

restrictions) and the Guarantees and under certain circumstances, a shelf

registration statement pursuant to Rule 415 under the Securities Act (the "Shelf

Registration Statement").



     Concurrently with the consummation of the Offering, or shortly thereafter

the Company intends to (i) enter into a revolving credit facility with Bank of

America, N.A., as administrative agent, JPMorgan Chase Bank, as syndication

agent, Banc of America Securities LLC, as sole lead arranger and sole book

manager, the lenders named therein and the subsidiary guarantors named therein

for an aggregate borrowing of up to $200,000,000 (the "New Credit Facility"),

and (ii) issue and sell $90,000,000 aggregate principal amount of its

Convertible Senior Notes due 2023 (the "Convertible Notes"). The Convertible

Notes will be issued pursuant to an indenture to be dated as of April 15, 2003

(the "Convertible Notes Indenture") among the Company, the subsidiary guarantors

named therein and the Trustee. Assuming these transactions are consummated

concurrently, the proceeds from the sale of the Securities, together with

borrowings under the New Credit Facility and proceeds of the sale of the

Convertible Notes, will be used (i) to repay outstanding indebtedness of the

Company under its existing credit facility, (ii) purchase shares of the

Company's common stock (iii) to pay related fees and expenses and (iv) for

general corporate purposes, including additional repurchases of shares of the

Company's common stock.



     Capitalized terms used but not defined herein shall have the meanings given

to such terms in the Offering Memorandum.



     1.  Representations, Warranties and Agreements of the Company and each of

the Guarantors. The Company and the Guarantors jointly and severally represent

and warrant to, and agree with, the several Initial Purchasers on and as of the

date hereof and the Closing Date (as defined in Section 3) that:

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