Vitas Healthcare Corp.

Mr. O Toole is an Executive Vice President of the Company and has held this position since May 1992. He is Chief Executive Officer of Vitas Healthcare Corporation ( Vitas ), a wholly-owned subsidiary of the Company, and has held this position since February 2004. Previously, from May 1992 to February 2004, he also served the Company as Treasurer.

Promoted to his current position in the fall of 2004, David Wester joined VITAS in 1997 as Vice President and Chief Financial Officer. As a member of senior management, Wester has helped guide VITAS through a period of record growth and expansion. He brings more than 20 years of experience in healthcare finance to his role at VITAS, the nation's largest and one of the nation's oldest providers of end-of-life care. He is responsible for treasury and finance, strategic planning, information technology, human resources and all other back-office and support operations. Wester was promoted to Executive Vice President and CFO in the summer of 2002. Wester came to VITAS from Foundation Health, a Florida Health Plan, Inc., where he served as Executive Vice President with oversight responsibility for statewide operations and revenues of approximately $300 million. Foundation Health is a diversified provider of managed health care benefits and related services for individuals, employers and government agencies. He previously served as Executive Vice President and Chief Financial Officer of Care Florida, Inc. (formerly Heritage Health Plan), where he had operational and financial responsibility for a $190 million HMO. Before his work with two of Florida's largest managed care organizations, Wester served in various senior capacities for companies affiliated with Foster Management, a private investment firm, where he assisted in the development of several healthcare companies involved in physical therapy, orthopedics and prosthetics, and managed care. Wester began his career as a Senior Accountant with Price Waterhouse offices in New York City and Milwaukee, where he mainly worked with public corporations. He is a Certified Public Accountant and a member of the American Institute of Certified Public Accountants, the Florida Institute of Certified Public Accountants, Financial Executives Institute and Treasury Management Association. He also serves on the board of Medical Staffing Network, a publicly held company providing staffing services to the healthcare industry. He served on the VITAS Board of Directors from 2002 to 2004. David Wester received a bachelor's degree in business administration from the University of Wisconsin, Madison.

Barry M. Kinzbrunner, MD and FACP, is Senior Vice President and Chief Medical Officer for Vitas Healthcare Corporation of Miami, Florida. He received his medical degree at Downstate Medical Center, Brooklyn, N.Y., and completed an internal medicine residency at Staten Island Hospital. Fellowship training in Medical Oncology was received at Downstate Medical Center. He is board certified in Internal Medicine and Medical Oncology, and Hospice and Palliative Medicine. Dr. Kinzbrunner returned to school and in 1992 earned a Masters degree in Jewish Studies from Barry University in Miami. In May, 2001, he began studies with the Pirchei Shoshanim organization, leading to Orthodox rabbinic ordination in Jerusalem, Israel in July, 2002. He continues rabbinic studies with Pirchei Shoshanim. Dr. Kinzbrunner spent nine years in the private practice of Medical Oncology/Hematology in Tamarac, Florida. During that time, he also served part time as the Medical Director of Hospice, Incorporated, an operational unit of what is now known as Vitas Healthcare Corporation. The growth of the Hospice, Incorporated program coupled with his professional growth led directly to his full time position as Vice President and National Medical Director of Vitas Healthcare Corporation, where he has assumed full time administrative duties. He continued in that position for over 12 years, and in October, 2004, was promoted to Senior Vice President and Chief Medical Officer. Dr. Kinzbrunner has acquired extensive experience in the development of professional performance standards, pain and symptom management guidelines, quality assurance, marketing, and serving as a liaison between the hospice program and community physicians. He developed a research program and a medical education program in hospice and palliative care for third year medical students at the University of Miami. He has published several articles in major peer-reviewed journals, authored a chapter on the care of the terminally ill cancer patient for a new major medical oncology textbook published in March, 1995 (second edition, January, 2000). He has also written chapters on the treatment of cancer pain and the team approach to pain management in a pain management handbook, published in February, 1996. In September 2001, Dr. Kinzbrunner completed a book project. Entitled "20 Common Problems in End of Life Care" and published by the McGraw Hill Publishing Company, Dr. Kinzbrunner was the lead editor and contributed several chapters. During the summer of 2005, Dr. Kinzbrunner and several other Vitas Medical Directors proctored a six week summer elective on end of life care organized by the American Medical Student's Association (AMSA) and co-sponsored by Vitas and several other organizations. He also provides on-going lectures on end of life care to geriatric fellows and residents at the Miami VA Medical Center. In coordination with other physicians and pharmacists, Dr. Kinzbrunner developed and published Pain Management Guidelines in order to ensure that effective pain management is provided to terminally ill patients in the outpatient setting. A similar handbook, addressing the management of symptoms other than pain has also been completed. He is working closely with operational managers in the development of clinical pathways that can be integrated into electronic charting system, and a medication formulary that will be included in a pharmacy adjudication system. He served on the AHCPR review panel for the development of guidelines for the management of cancer pain. He has also served on a sub-committee of the Standards Committee of the National Hospice Organization to develop guidelines for identification of patients with diagnoses other than cancer who are eligible for the hospice benefit. He was elected to the Board of Directors of the Academy of Hospice and Palliative Medicine in 2000 (having served since 1999) and as chair of the Medical Director Standards Task Force has submitted...

A coronary care nurse by training with service at two leading academic medical centers, Deirdre Lawe brings nearly 20 years of experience in hospice management and operations to her position as Executive Vice President of Development and Public Affairs at VITAS Healthcare Corporation, the nation's largest and one of the nation's oldest providers of end-of-life care. Lawe joined VITAS in 1987 as an admissions counselor in Broward County, Florida. In this role she was charged with educating patients and families about hospice care and ensuring a smooth admissions process for VITAS patients. She quickly was promoted to Director of Admissions for VITAS in Broward County and in 1989 was named General Manager for the Broward program, where she was responsible for admissions, clinical care, staff recruitment and retention, compliance and administration. A year later Lawe was appointed VITAS Regional Vice President for Florida, and served in that capacity for five years until she was named Regional Vice President for California. While there she was charged with managing the acquisition and integration of Anaheim-based Community Hospice Care, Inc., the largest hospice acquisition in the history of VITAS. Lawe returned to South Florida at the end of 1996 to assume the role of Senior Vice President for Marketing & Admissions. Three years later she was named Senior Vice President and Chief of Hospice Operations. She held this position until she was appointed Executive Vice President for Strategic Development in the summer of 2002, in which role she served until her promotion to her current position in the fall of 2004. While never far from her roots as a critical care nurse, Lawe helped VITAS achieve unprecedented growth over the last five years, during which time the company doubled its revenues and increased its patient census by 50 percent. In addition, she helped design and implement a new hospice service continuous care which grew to represent 10 percent of corporate revenues in just three years. In her current position Lawe plans and executes VITAS' aggressive strategy to grow its hospice operations through a combination of start-up hospice programs and acquisition of existing hospice programs. She also develops new products and services and works to market VITAS' proprietary systems, services and products to independent hospices through a management services organization. In addition, Lawe leads VITAS' public affairs and public policy programs at the federal, state and local levels, working to ensure that Medicare and Medicaid continue to support high-quality, cost-effective end-of-life care. Lawe received an A.A.S. degree in nursing from Misericordia Hospital School of Nursing in the Bronx, New York, after which she participated in the health services/nursing curriculum at Mercy College in Dobbs Ferry, New York. She is a registered professional nurse in the states of New York and Florida, and a member of the American Association of Critical Care Nurses.

Mack joined VITAS in 1991 as a team manager for several teams in the Miami-Dade program. He transferred to the admissions department in 1993 as an admissions nurse, in which role he assisted with creating VITAS' new palliative care liaison position. He became a VITAS representative in 1996 and introduced VITAS to the Miami Beach community. Mack moved to VITAS' program in Broward County in 1998, serving as an admissions nurse and then a senior admissions nurse. He was promoted to admissions manager in Broward in 2004, a position he held until his recent promotion to patient care administrator. Mack earned an associate's degree in nursing from George C. Wallace Community College in Dothan, Alabama. Prior to joining VITAS, he served as nursing supervisor for Cleveland Clinic Hospital and Broward General Medical Center in Ft. Lauderdale.

Bel brings three decades of experience as a patient care provider, administrator and entrepreneur to this position. In her new role, she will serve as liaison between VITAS and local nursing schools that have students rotate through the VITAS Dade-Monroe program. She will mentor team managers and new patient care administrators, and oversee the program's disaster preparedness planning and customer service program. She will work closely with General Manager Dian Johnson as they manage all aspects of this large hospice program, which provides end-of-life care and support to more than 1,300 patients and their families. Bel joined VITAS in 2003 as a patient care administrator in Dade-Monroe. She was promoted to senior patient care administrator in 2005. In these positions, she provided oversight for patient care teams and services, assisted patient care teams in developing palliative care measures for pain and symptom management, and offered mentoring and staff training. She was named to the 2004 VITAS Leadership Council, a select group of top-performing managers and patient advocates who embody VITAS' mission and values.

Kevin J. McNamara, 53, is President and Chief Executive Officer of the Company and has held these positions since August 1994 and May 2001, respectively. Previously, he served as Executive Vice President, Secretary, and General Counsel from November 1993, August 1986, and August 1986, respectively, to August 1994.

Margaret H. Jordan is Executive Vice President for Corporate Affairs at Texas Health Resources (THR). She is responsible for developing and maintaining external stakeholder relations critical to achieving THR's mission. Her areas of responsibility are community health, government affairs, General Health Services, and corporate and business relations. She serves as THR liaison to the Harris Methodist Health Foundation, the Presbyterian Healthcare Foundation and the Presbyterian Village North Foundation. She also spearheads the System's diversity initiative and officially represents the System in activities to increase public and corporate awareness. Prior to joining THR, Jordan was president and chief executive officer of the Margaret Jordan Group L.L.C., based in Dallas. Additional professional experience includes: president and chief executive officer of Texas Medical Resource; vice president of Healthcare and Employee Services for Southern California Edison Company; senior management positions with Kaiser Foundation Health Plans of Texas, Georgia and California; associate bureau director for the Department of Health and Human Services in Rockville, Maryland; associate administrator for San Francisco General Hospital Medical Center in San Francisco, California; and, various positions with the U.S. Public Health Service in San Francisco, California. Jordan has a Master of Public Health degree from the University of California- Berkeley, and a Bachelor of Science in Nursing degree from Georgetown University in Washington, D.C. She also graduated from the advanced management program at Harvard University School of Business. Jordan currently serves on the boards of directors North Texas Commission, Texas Institute for Health Policy Research, The Public Health Institute, and United Way of Metropolitan Dallas. She is a Director of Colonial Bank, Texas Region and the VITAS Healthcare Corporation. She also serves on the board of regents of Georgetown University. She is a member of the Executive Leadership Council and of The Committee of 200. She is an appointed member of the Competitive Pricing Advisory Committee of HCFA. Jordan has received many awards, including: Distinguished Alumnus Award, Georgetown University, School of Nursing; Alumni of the Year, School of Public Health, University of California Berkeley; named one of "21 Women of Power and Influence in Corporate America" by Black Enterprise Magazine; named to the Movers and Shakers list by Business Week Magazine and featured in cover story of March 03 Eclipse Magazine as one of three dynamic women exceeding expectations to reach executive status.