SUPPLEMENTAL INDENTURE

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Exhibit 4.4

SUPPLEMENTAL INDENTURE

        Supplemental Indenture (this " Supplemental Indenture "), dated as of October 1, 2008, among National Mentor Holdings, Inc., a Delaware corporation (the " Issuer "), CareMeridian, LLC, a Delaware limited liability company (the " Guaranteeing Subsidiary ") and a subsidiary of the Issuer, and U.S. Bank National Association, as trustee (the " Trustee ").

W I T N E S S E T H

        WHEREAS, each of the Issuer and the Guarantors (as defined in the Indenture referred to below) has heretofore executed and delivered to the Trustee an indenture (the " Indenture "), dated as of June 29, 2006, providing for the issuance of an unlimited aggregate principal amount of 11 ¹ / 4 % Senior Subordinated Notes due 2014 (the " Notes ");

        WHEREAS, the Indenture provides that under certain circumstances the Guaranteeing Subsidiary shall execute and deliver to the Trustee a supplemental indenture pursuant to which the Guaranteeing Subsidiary shall unconditionally guarantee all of the Issuer's Obligations under the Notes and the Indenture on the terms and conditions set forth herein and under the Indenture (the " Guarantee "); and

        WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee is authorized to execute and deliver this Supplemental Indenture.

        NOW THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the parties mutually covenant and agree for the equal and ratable benefit of the Holders of the Notes as follows:

        (1)    Capitalized Terms.     Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture.

        (2)    Agreement to be Bound.     The Guarantor hereby becomes a party to the Indenture as a Guarantor and as such will have all of the rights and be subject to all of the obligations and agreements of a Guarantor under the Indenture. The Guarantor agrees to be bound by all of the provisions of the Indenture applicable to a Guarantor and to perform all of the obligations and agreements of a Guarantor under the Indenture.

        (3)    Guarantee .    The Guarantor agrees, on a joint