VENCOR INC /NEW/
10-Q, EX-10.9, 2000-11-14
NURSING & PERSONAL CARE FACILITIES
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                                                                    EXHIBIT 10.9

                                AMENDMENT NO. 1
                                    TO THE
                 RETIREMENT SAVINGS PLAN FOR CERTAIN EMPLOYEES
                         OF VENCOR AND ITS AFFILIATES

     This is Amendment No. 1 to the Retirement Savings Plan For Certain
Employees of Vencor and Its Affiliates (the "Plan") as amended and restated as
of March 1, 2000, which Amendment shall be effective as of the date of its
adoption.

                                    RECITAL
                                    -------

     WHEREAS, Vencor, Inc. (the "Company") maintains the Plan and has reserved
the right in Section 9.1 of the Plan to amend the Plan from time to time in its
discretion.

     WHEREAS, the Company now wishes to amend the Hardship Withdrawal provisions
of the Plan to allow withdrawal for funeral expenses of a spouse or legal
dependent.


                         AMENDMENT TO SECTION  6.1(b)
                         ----------------------------

     Section 6.1(b) of the Plan is hereby amended by adding an additional
paragraph (6) which shall read in its entirety as follows:

     (6)  expenses for the funeral of the spouse or legal dependent of a
          Participant, provided the Committee determines, based on all facts and
          circumstances, that the funeral expenses constitute an immediate and
          heavy financial need of the Participant.

     IN WITNESS WHEREOF, this Amendment No. 1 is hereby adopted this 26th day of
September, 2000.


                                    By: /s/ Owen E. Dorsey
                                        ------------------

                                    Title: Chief Administrative Officer
                                           ----------------------------


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