EMPLOYMENT AGREEMENT

                            EMPLOYMENT AGREEMENT

     EMPLOYMENT AGREEMENT is entered into February 25, 2009 and effective
January 1, 2009, as approved by the Compensation Committee and the Board, by
and between DIALYSIS CORPORATION OF AMERICA, a Florida corporation (the
"Company"), and THOMAS P. CAREY (the "Executive").

                            W I T N E S S E T H:

     WHEREAS, the Executive has been employed by the Company since April,
2007, and has been actively involved in certain management, operations, and
performance of services, and the Company desires to continue the employ of
the Executive upon the terms and conditions hereinafter set forth; and

     WHEREAS, the Company and the Executive desire to set forth in writing
the terms and conditions of their agreements and understandings with respect
to the Executive's employment by the Company.

     NOW, THEREFORE, in consideration of the premises and the mutual and
dependant promises contained herein, and the parties intending to be legally
bound, the Company and the Executive hereby agree to the following terms and
conditions:

1. DEFINITIONS
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     1.1  "Base Rate" shall mean the current annual base salary for the
Executive of $180,000, less standard withholdings and authorized deductions.

     1.2.  "Base Salary" shall mean the Base Rate as may be increased
pursuant to the recommendation of the President and CEO of the Company to and
approved by the Compensation Committee within the compensation philosophy and
objectives of the Company and policies provided for in the Compensation
Committee Charter.

     1.3  "Beneficial Ownership" shall have the meaning given to such term in
Rule 13d-3 under the Exchange Act (as defined below); provided, however, that
Beneficial Owner shall exclude any Person (as defined below) otherwise
becoming a Beneficial Owner by reason of the stockholders of the Company
approving a merger of the Company with another entity.

     1.4  "Board" shall mean the board of directors of the Company.

     1.5  "CEO" shall mean the Chief Executive Officer.

     1.6  "Cause" shall mean:

          (a)  the Executive is convicted of, pleads guilty to, or confesses
or otherwise admits to any felony, misdemeanor (other than a minor
misdemeanor or traffic violation), or any act of fraud, misappropriation or
embezzlement;

          (b)  any act or omission by the Executive involving dishonesty,
malfeasance or gross negligence in the performance of the Executive's duties
and responsibilities under this Agreement;

          (c)  any material breach or default by the Executive of any of the
terms and conditions of this Agreement or any provision of any code of
conduct adopted by the Company which

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applies to the Executive if the consequences of such violation ordinarily
would be a termination of his employment by the Company, provided any such
breach, default or failure to perform by the Executive, assuming the same is
not so egregious as could be cured, continues for a period of seven (7) days
following the date of receipt of written notice from the Company specifying
the breach, default, or failure to perform by the Executive;

          (d)  sanctions against the Executive in his capacity as an employee
of the Company by any regulatory board, agency or commission or against the
Company because of wrongful acts or conduct of the Executive;

          (e)  the Executive's commission of any improper act or conduct that
subjects the Company to disrespect or injures the reputation of the Company;
or

          (f)  the Executive terminates his relationship with the Company
without Good Reason.

     1.7  "Change in Control" shall mean any one of the following events to
occur after the date of this Agreement:

          (a)  Acquisition of Stock by Third Party.  Any Person (as defined
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below) or Persons acting as a group that is or becomes the Beneficial Owner,
directly or indirectly, of securities of the Company representing fifty
percent (50%) or more of the combined voting power of the Company's then
outstanding securities eligible to vote for the election of members of the
Board unless such Person is: (i) the Company; (ii) an employee benefit plan
(or a trust which is part of such plan) which provides benefits exclusively
to, or on behalf of, employees or former employees of the Company; (iii) an
underwriter temporarily holding such securities pursuant to an offering of
such securities; or (iv) the Executive, a Person (or Persons) controlled by
the Executive, or a group which includes the Executive;

          (b)  Change in Board of Directors.  During any period of two (2)
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consecutive years (not including any period prior to the execution of this
Agreement), individuals who at the beginning of such period constitute the
Board, and any new director (other than a director designated by a Person who
has entered into an agreement with the Company to effect a transaction
described in subsections (a),(c) or (d)) whose election by the Board or
nomination for election by the Company's stockholders was approved by a vote
of at least two-thirds of the directors then still in office who either were
directors at the beginning of the period or whose election or nomination for
election was previously so approved, cease for any reason to constitute a
least a majority of the members of the Board;

          (c)  Corporate Transactions.  The effective date of a merger or
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consolidation of the Company with any other entity, other than a merger or
consolidation which would result: (i) in the voting securities of the
Company, which are outstanding immediately prior to such merger or
consolidation, continuing to represent (either by remaining outstanding or by
being converted into voting securities of the surviving entity) more than 50%
of the combined voting power of the voting securities of the surviving entity
outstanding immediately after such merger or consolidation and with the power
to elect at least a majority of the board of directors or other governing
body of such surviving entity; or (ii) any transaction with or on behalf of
an Executive or a Person within the exception as provided in subparagraph
(a)(iv) above;

          (d)  Liquidation.  The approval by the stockholders of the Company
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of a complete liquidation of the Company or an agreement for the sale or
disposition by the Company of all or substantially all of the Company's
assets; and

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          (e)  Other Events.  There occurs any other event of a nature that
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would be required to be reported in response to Item 6(e) of Schedule 14A of
Regulation 14A (or a response to any similar item on any similar schedule or
form) promulgated under the Exchange Act (as defined below), whether or not
the Company is then subject to such reporting requirement.

     1.8  "Company" shall mean Dialysis Corporation of America and all of
its current and future subsidiaries and affiliated companies and entities and
their respective successors and assigns.

     1.9  "Compensation Committee" shall mean that committee of the Board
established by the Compensation Committee Charter and consisting of those
independent directors responsible for considering the compensation of the
Company's executives together with the other compensation related matters and
policies provided for in the Compensation Committee Charter.

     1.10  "Competitive Associate" shall have the meaning as defined in
Section 8.1.

     1.11  "Confidential Information" shall have the meaning as defined in
Section 7.1.

     1.12  "Current Board" shall mean all the members of the Board as
constituted on the date of this Agreement.

     1.13  "Date of Termination" shall mean the date of the Executive's
death, the Disability Effective Date, the date on which the Executive's
employment terminates by expiration of the Term, termination of the Executive
for Cause or without Cause, in each case termination to be effective on the
thirtieth (30th) day from notice by the Company, provided if termination is
by the Company for Cause and the Cause is not so egregious as determined
solely in the good faith of the Board, then seven (7) days from the date of
notice to terminate for Cause for the Executive to cure such Cause and the
Board reasonably and in good faith then determines the Cause continues to
exist, or by the Executive for Good Reason becomes effective in accordance
with Section 1.19, or the Effective Date for a Change in Control, each as the
case may be.

     1.14  "Disability" shall mean the Executive's incapacity or inability to
perform the Executive's duties and responsibilities as contemplated by this
Agreement for a period of no less than eight (8) consecutive weeks as a
result of physical or mental illness or injury.

     1.15  "Disability Effective Date" shall be the effective date of
termination of the Executive for Disability, which shall be the third
business day after the Company has provided written notice to the Executive
of termination of the Executive's employment for Disability.

     1.16  "Effective Date" shall mean either the date which includes the
"closing" (as such term is commonly understood) of the transaction which
makes a Change in Control effective if the Change in Control is made
effective through a transaction which has such a "closing," or the earliest
date a Change in Control is reported in accordance with any applicable law,
regulation, rule or common practice, whichever (the closing or reporting) is
first to occur.

     1.17  "Exchange Act" shall mean the Securities Exchange Act of 1934, as
amended.

      1.18  "Executive" shall mean Thomas P. Carey.

      1.19  "Good Reason" shall mean:

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          (a)  any failure by the Company to comply with any provision of
Section 5 of this Agreement other than an insubstantial or inadvertent
failure that is not made in bad faith and is remedied by the Company promptly
after receipt of notice thereof from the Executive;

          (b)  any termination of the Executive's employment by the Company
for a reason or in a manner not permitted by this Agreement;

          (c)  any other material breach of this Agreement by the Company
that either is not made in good faith or is not remedied by the Company
promptly after receipt of notice thereof from the Executive;

           No such act or omission as provided in subparagraphs (a) - (c) of
this Section 1.18 shall be deemed "Good Reason" under this Agreement unless
the Executive delivers to the Compensation Committee (1) a detailed, written
statement of the basis for the Executive's belief that such act or omission
constitutes Good Reason, (2) within a (90) day period which starts on the
date there is an act or omission which forms the basis for the Executive's
belief that Good Reason exists, (3) the Executive gives such Board a thirty
(30) day period after the delivery of such statement to cure the basis for
such belief, and (4) the Executive actually submits the Executive's written
resignation to the Board during the sixty (60) day period which begins
immediately after the end of such thirty (30) day period if the Executive
reasonably and in good faith determines that Good Reason continues to exist
after the end of such thirty (30) day cure period.

      1.20  "Inventions" shall mean all patents, patent applications and
other proprietary rights in and to any discovery, concept, idea of any kind
or nature, whether patentable or not, including but not limited to processes,
methods, formulas and techniques, as well as improvements thereon, or know-
how related thereto, concerning anything in the present or prospective
activities of the Company, made, developed or conceived by the Executive
during the Term, whether or not during the hours of employment or with the
use of the Company's name or facilities.

     1.21  "Person" shall mean any individual, corporation, company, general
or limited partnership, limited liability company, joint venture, trust, or
other entity, or as set forth in Sections 13(d) and 14(d) of the Exchange
Act.

     1.22  "Restricted Activity" shall have the meaning as defined in Section
8.1 of this Agreement.

     1.23  "Restricted Period" shall mean the Term and for a period of one
(1) year from the Date of Termination for whatever reason or occurrence,
provided in the event of any violation of Section 8, the Restricted Period
shall be extended by a period of time equal to that period beginning when the
violation commenced and ending when the violation terminated.

     1.24  "Stock" shall mean the common stock, $.01 par value per share, of
the Company's authorized capital.

     1.25  "Term" shall have the meaning as set forth in Section 3.1 of this
Agreement.

     1.26  "Third Party" (plural "Third Parties") shall mean any Person,
other than the Company.

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2. EMPLOYMENT
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     2.1 Employment and Title.  The Company hereby continues to employ the
         --------------------
Executive as its Vice President of Operations, and the Executive hereby
accepts such employment by the Company, upon all the terms and conditions of
this Agreement. 

3. TERM
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     3.1 Term.  Subject to earlier termination as provided in Section 6, this
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Agreement shall be for three (3) years commencing on January 1, 2009 and
ending December 31, 2011 (the "Term," which includes any renewal period). 
The Term shall automatically renew each year for an additional one (1) year
period, unless either party provides written notice to the other party no
more than 75 days and no less than 20 days prior to the expiration of the
Term, of such party's intent not to renew the Term for another one (1) year
period, and accordingly this Agreement will then terminate at the earlier of
the end of the current Term or the Date of Termination.  Any such non-renewal
shall not be deemed a termination of employment under Section 6 of this
Agreement, and accordingly shall not provide for any additional compensation
as otherwise provided under that Section.

4. DUTIES AND EXTENT OF SERVICES
   -----------------------------

     4.1 Duties.  The Executive shall report directly to the President and
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CEO.  The Executive shall be involved with, responsible for and oversee the
Company's operations, and perform such other duties and responsibilities as
required of the Executive from time to time commensurate with his title and
position as described in this Section 4.1, by the President and CEO.  During
the Term, the Executive shall also serve in such other offices and positions
to which he may be appointed by the President and CEO for no further
consideration except as may be approved by the Compensation Committee and the
Board.  The Executive agrees to devote in good faith his full time, skill,
attention, diligence and energy exclusively to the Company, and shall use his
best efforts to be loyal and faithful at all times, and to exercise his
talents and capabilities toward the interests and operations of the Company. 
The Executive agrees to perform such duties and responsibilities in
conformity with and observe and abide by the standards and policies
established by the Board. 

     4.2 Outside Activities.  It shall not be considered a violation of the
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foregoing for the Executive to provide assistance and services to charitable,
industry or community organizations, boards and committees, and manage
Executive's personal investments, so long as such activities do not conflict
or interfere with the Company's policies and procedures or the Executive's
performance of his duties under this Agreement and such are adequately
disclosed as required by law.  The Executive agrees not to enter into any
other employment agreement during the Term.  The Executive shall not serve on
any board of directors or become a trustee of any trust or member of any
partnership or other entity and shall not provide services (whether as an
employee or independent contractor) to any for-profit Third Party; or any
non-profit Third Party, and only as to the latter, involved in any form of
dialysis services (which term throughout this Agreement includes the sale,
lease or use of dialysis equipment, or providing pharmaceuticals or therapies
relating to dialysis and similar services) during the Term absent the written
consent of the Board, which consent shall not be unreasonably withheld.

     4.3 Primary Work Site.  Executive's primary work site for the Term shall
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be either at the Company's headquarters in Linthicum, Maryland or Camp Hill,
Pennsylvania, or other locations as may be mutually agreed upon by the
Executive and the Board.  However, the Executive agrees and undertakes to
travel to the extent necessary, and shall work from such temporary work sites
as necessary or appropriate to fulfill the Executive's duties and
responsibilities under the terms of this Agreement.

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5. COMPENSATION AND BENEFITS
   -------------------------

     5.1 Base Salary.  During the Term, the Company will compensate the
         -----------
Executive for the services to be rendered pursuant to this Agreement with the
Base Salary payable in accordance with the Company's normal payroll
procedures.  Base Salary for a portion of any period will be pro rated.

     5.2 Annual Bonus.  The Executive may be eligible during the Term to
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receive an annual bonus as recommended by the President and CEO to the
Compensation Committee, which Committee shall review and may, at its
discretion, recommend such bonus, as the Committee may adjust, to the Board,
which Board shall determine whether to grant any such bonus in any particular
year.  A bonus, if any, shall be reasonable in light of the contributions
made by the Executive to the Company and the overall performance of the
Company and the specific performance of the Executive for such year.  Any
such bonus that may have been determined by the Compensation Committee or the
Board to be granted shall only be earned and payable if the Executive remains
actively employed through the end of the fiscal year for which a bonus is to
be paid.

     5.3 Executive Plans.  The Executive shall be eligible (subject to the
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terms and conditions of particular plans and programs) to participate in such
medical, hospitalization, group health, dental, accident, disability and life
insurance programs and plans, such 401(k) plans, profit sharing, stock
option, incentive compensation and stock purchase plans and such other
employee benefit programs to the same extent such plans and programs are made
generally available by the Company to all of its other similarly-situated
executive employees.  The Company may alter, modify, add to or delete its
benefit plans at any time as the Company or its Board may determine, in its
sole judgment, to be appropriate without recourse by the Executive, provided
the same does not single out the Executive.  Nothing herein shall be
construed as requiring the Company to establish or continue any particular
benefit plan in discharge of its obligations under this Agreement.

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