EMPLOYMENT AGREEMENT

EMPLOYMENT AGREEMENT dated as of December 13, 2006 between AMERICAN MEDICAL ALERT CORP., a New York corporation (the "Company"), with offices located at 3265 Lawson Boulevard, Oceanside, New York 11572 and HOWARD M. SIEGEL, an individual having an address at 131 Montauk Highway, West Hampton, New York 11977 ("Siegel").

WHEREAS , the Company desires to retain the services of Siegel upon the terms and conditions stated herein; and

WHEREAS , Siegel desires to continue to be employed by the Company upon the terms and conditions stated herein.

NOW, THEREFORE , in consideration of the mutual covenants, conditions and promises contained herein, the parties hereby agree as follows:

1. Employment; Location . The Company hereby employs Siegel for the period beginning as of January 1, 2007 and ending December 31, 2009, unless earlier terminated pursuant hereto (the "Employment Period"). The Company and Siegel agree that Siegel may provide the services described in Section 2 below either remotely (e.g., offsite) or at the Company's current location in Oceanside, Long Island; provided, however, that if the Company elects to vacate its Oceanside facility, it will give Siegel 6 months notice prior to the expiration of the existing lease currently in force, and will arrange for a physical office for Employee to render services in Nassau or Suffolk County together with secretarial access.

2. Duties; Authority . During the Employment Period, subject to the authority of the Board of Directors of the Company (the "Board"), Siegel shall be employed as the Company's Senior Advisor. Siegel will render advisory or consultative services related to the Company’s strategic position, plans, prospects and objectives. Such services shall be rendered based upon discussions and input between Siegel on the one hand, and the Board and/or senior management of the Company on the other hand, and may include, without limitation, traveling, attendance at meetings or participation in conference calls, all as directed by the Board or senior management. Siegel shall have no authority to enter into any contracts or to otherwise bind the Company, except as expressly agreed to between Siegel on the one hand, and the Board and/or the Chief Executive Officer of the Company on the other hand.

2A.   Chairman of the Board Position . The Company recognizes that it is the intent and spirit of this Agreement that Siegel shall continue to serve as Chairman of the Board. Notwithstanding the foregoing, Siegel recognizes that neither the Board, nor any committee thereof, including the Nominating Committee (collectively, the "Committees"), nor any officer or agent of the Company, may legally commit, agree, recommend or support this action due to, among other matters, principles of corporate or common law, fiduciary obligations, the applicability of current or future legislation, changes in the nature of the Company's business, its management, Board or Committee composition or otherwise. Therefore, although it is recognized that the Company, acting through its Board and its Committees, may consistent with its fiduciary and other obligations and as further set forth above, strongly consider nominating Siegel to the Company's Board at the annual meeting of the Company's shareholders, Siegel recognizes and acknowledges, and he has sought independent counsel for this and the other matters set forth in this Agreement, that there shall be no liability to the Company, the Board, its members, the Committees, their members, advisors or other agents of the Company, should (i) Siegel not be nominated to the Board or not be elected therefore even if nominated, or (ii) Siegel not be appointed as the Chairman of the Board, even if elected to the Board.

3. Hourly Commitment . (a) From January 1, 2007 through December 31, 2007, Siegel will devote his full time and attention during regular business hours to the business and affairs of the Company;

(b) From January 1, 2008 through December 31, 2008, Siegel shall devote 80 hours per month to the business and affairs of the Company.

(c) From January 1, 2009 through December 31, 2009, Siegel shall devote 70 hours per month to the business and affairs of the Company.

(d)   The foregoing shall not prevent (i) the purchase, ownership or sale by Siegel of investments or securities of publicly held companies and any other business that is not competitive with the Company or any subsidiary of the Company so long as such investment does not, during the time that Siegel is a full time employee, require active participation of Siegel in the management of the business of such publicly held companies, does not interfere or conflict with the performance of Siegel's duties hereunder and does not otherwise violate any of the provisions of this Agreement, or (ii) Siegel's participation in philanthropic organizations to the extent that such participation does not interfere or conflict with the performance of Siegel's duties hereunder and does not otherwise violate any provision of this Agreement.

4. Compensation . (a) In consideration of the duties and services to be performed by Siegel pursuant to Section 2 hereof, the Company agrees to pay, and Siegel agrees to accept the amounts set forth below, to be paid on a bi-weekly basis:

(i)   $300,000 per annum during the period beginning January 1, 2007 and ending December 31, 2007;

(ii)   $225,000 per annum during the period beginning January 1, 2008 and ending December 31, 2008, and

(iii)   $175,000 per annum during the period beginning January 1, 2009 and ending December 31, 2009.

(b) As additional compensation, in each case, based on the Board's assessment of Siegel's performance in relation to achievement of the following EBIT (as hereinafter defined) targets:

(i)   with respect to the fiscal year ending December 31, 2007, the following number of shares of the Company's common stock based on the Company's EBIT for such fiscal year ("2007 EBIT") meeting or exceeding the following targets: 115% of the Company's EBIT for the fiscal year ending December 31, 2006 ("2006 EBIT") - 6,000 shares, and an additional 400 shares for each additional one (1%) percent growth in 2007 EBIT over 2006 EBIT, up to a maximum of 10,000 shares if 2007 EBIT equals to or exceeds 125% if 2006 EBIT;

(ii)   with respect to the fiscal year ending December 31, 2008, the following number of shares of the Company's common stock based on the Company's EBIT for such fiscal year ("2008 EBIT") meeting or exceeding the following targets: 115% of the 2007 EBIT - 4,500 shares, and an additional 300 shares for each additional one (1%) percent growth in 2008 EBIT over 2007 EBIT, up to a maximum of 7,500 shares if 2008 EBIT equals to or exceeds 125% of 2007 EBIT; and

(iii)   with respect to the fiscal year ending December 31, 2009, the following number of shares of the Company's common stock based on the Company's EBIT for such fiscal year ("2009 EBIT") meeting or exceeding the following targets: 115% of the Company's 2008 EBIT - 3,600 shares, and an additional 240 shares for each additional one (1%) percent growth in 2009 EBIT over 2008 EBIT, up to a maximum of 6,000 shares if 2009 EBIT equals to or exceeds 125% of 2008 EBIT.

In the event that the minimum EBIT growth percentage is not met for a particular fiscal year, Siegel will have the opportunity to earn back the minimum performance bonus grant for such fiscal year as follows: if the EBIT growth percentage in the subsequent fiscal year combined with the EBIT growth percentage of the prior fiscal year meets or exceeds 30%, then the number of percentage points needed to be added to the prior fiscal year's EBIT growth percentage to equal up to 15%, shall be deducted from the subsequent fiscal year EBIT growth percentage and added to the prior fiscal year EBIT growth percentage, and Siegel shall be granted such number of shares of common stock for the prior fiscal year based on such year's formula, and an additional number of shares of common stock determined based on the above formula and the reduced subsequent year EBIT growth percentage.

For the sake of clarity, and as an example only, if 2006 EBIT equals $2,000,000, 2007 EBIT equals $2,400,000, 2008 EBIT equals $2,500,000 and 2009 EBIT equals $3,200,000, then Siegel shall be entitled to 8,000 shares for 2007 (2007 EBIT = 120% of 2006 EBIT; 6,000 shares +(5 x 400 shares)), 4,500 shares for 2008 (2008 EBIT is 104% of 2007 EBIT, but, 2009 EBIT = 128% of 2008 EBIT, so 11% of the 2009 EBIT growth is added to the 2008 EBIT growth, for a total of 115%), and 4,080 shares for 2009 (3,600 shares + (2 x 240 shares) since 2009 EBIT = 117% of 2008 EBIT (128% - the 11% added to 2008 EBIT)).

For the purposes of this Agreement, "EBIT" shall mean for each fiscal year, the Company's earnings before deduction of interest and taxes, as set forth in the consolidated audited financial statements of the Company, for such fiscal year, and before any adjustment for the effect of the additional compensation pursuant to paragraph 4(b) hereof, determined in accordance with generally accepted accounting principles, as consistently applied by the Company.

(c) In addition to the compensation provided for in Section 4(b), the Board may in its discretion grant additional shares, not to exce