Leading Proxy Advisory Firm Glass Lewis Recommends Chemed Corporation Stockholders Vote FOR All Chemed Nominees on the WHITE Proxy Card

* Reuters is not responsible for the content in this press release.

Mon May 18, 2009 9:00am EDT

CINCINNATI--(Business Wire)--
Chemed Corporation (NYSE:CHE) today announced that Glass Lewis & Co., a leading
independent proxy advisory firm, recommends that Chemed stockholders vote FOR
all of the Company`s director nominees at Chemed`s 2009 Annual Meeting of
Stockholders to be held on May 29, 2009. 

Chemed's CEO, Kevin J. McNamara, and Chairman, George J. Walsh, issued the
following joint statement: 

"We are pleased that Glass Lewis recommends that stockholders elect Chemed`s
director nominees. This recommendation reaffirms our strong belief that we have
the right nominees to continue creating value for all stockholders by building
on the Company`s proven track record of success while at the same time taking
the appropriate steps to facilitate a separation of Chemed`s businesses when the
time is right. We strongly urge all Chemed stockholders to protect their
investment by voting the WHITE proxy card today." 

In its May 15, 2009 report recommending the election of all Chemed nominees,
Glass Lewis states*:

* "[W]e do not believe the Dissident has made a compelling case against the
Company`s board or management." 
* "Furthermore, we see no reason to doubt the board`s assertion that a
separation of the Company`s Vitas and Roto-Rooter businesses, while
strategically compelling, is not advisable at this time due to market
conditions. Furthermore, we have found that the Company`s stock price has
continued to outperform relevant indices in recent years." 
* "In this case, the board appears open to a spin-off or similar separation
transaction in the future, but believes that conducting such a transaction in
the current market environment is risky and could impair shareholder value."

In its analysis, Glass Lewis also notes*:

* "[T]he Company has shown strong stock price performance, outperforming
relevant indices in recent years. During the two year period prior to the
Dissident's public letter to the Company concerning a spin-off transaction
(between closing on February 11, 2007 and February 11, 2009), the Company's
stock price increased by approximately 7.4%, compared to declines of
approximately 28.1% by the S&P Small Cap 600 Health Services Index and 42.0% by
the S&P 500 Index (source: FactSet)." 
* "Moreover, the Company's operating performance has shown improvement in
certain areas as well. Between fiscal years 2007 and 2009, the Company's revenue
and EBITDA increased by approximately 4.4% and 0.4%, respectively. The Company
reported net income from fiscal 2008 of approximately $72.1 million, compared to
net income of approximately $62.8 million for fiscal 2007. Additionally, the
Company's return on assets ("ROA") and return on equity ("ROE") each increased
between fiscal 2007 and 2008 (source: FactSet)."

Chemed`s Board unanimously recommends that stockholders follow the Glass Lewis
recommendation and vote FOR all of the Company`s director nominees by voting the
WHITE proxy card by telephone or via the Internet. Chemed`s Board additionally
unanimously recommends that stockholders discard any materials received from
dissident hedge fund MMI Investments, L.P. 

TIME IS SHORT AND YOUR VOTE IS IMPORTANT

To insure that your vote is represented at the meeting, we urge you to vote
TODAY by telephone or via the Internet by following the simple instructions on
the WHITE proxy card

If you have questions about how to vote your shares, or need additional
assistance, please contact the firm assisting us in the solicitation of proxies:


INNISFREE M&A INCORPORATED
Stockholders Call Toll-Free:(877) 825-8631
Banks and Brokers Call Collect:(212) 750-5833

IMPORTANT
We urge you NOT to sign any Gold proxy card sent to you by MMI.
If you have already done so, you have every legal right to change your vote by
using the WHITE proxy card to vote TODAY-by telephone, via the Internet, or by
signing, dating and returning the WHITE proxy card in the postage-paid envelope
previously provided. 

Cravath, Swaine & Moore LLP is acting as legal advisor to Chemed and Lazard
Frères & Co. LLC and J.P. Morgan Securities Inc. are acting as financial
advisors. 

* Permission to use quotations was neither sought nor obtained.

About Chemed

Listed on the New York Stock Exchange and headquartered in Cincinnati, Ohio,
Chemed Corporation (www.chemed.com) operates two wholly owned subsidiaries:
VITAS Healthcare and Roto-Rooter. VITAS is the nation`s largest provider of
end-of-life hospice care, and Roto-Rooter is the nation`s leading provider of
plumbing and drain cleaning services. 

Forward Looking Statements

Certain statements contained in this press release or in other Chemed
communications are "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995. The words "believe," "expect,"
"hope," "anticipate," "plan" and similar expressions identify forward-looking
statements, which speak only as of the date the statement was made. Chemed does
not undertake and specifically disclaims any obligation to publicly update or
revise any forward-looking statements, whether as a result of new information,
future events or otherwise. These statements are based on current expectations
and assumptions and involve various risks and uncertainties, which could cause
Chemed's actual results to differ from those expressed in such forward-looking
statements. These risks and uncertainties arise from, among other things,
possible changes in regulations governing the hospice care or plumbing and drain
cleaning industries; periodic changes in reimbursement levels and procedures
under Medicare and Medicaid programs; difficulties predicting patient length of
stay and estimating potential Medicare reimbursement obligations; challenges
inherent in Chemed's growth strategy; the current shortage of qualified nurses,
other healthcare professionals and licensed plumbing and drain cleaning
technicians; Chemed`s dependence on patient referral sources; and other factors
detailed under the caption "Description of Business by Segment" or "Risk
Factors" in Chemed`s most recent report on form 10-Q or 10-K and its other
filings with the United States Securities and Exchange Commission (the "SEC").
You are cautioned not to place undue reliance on such forward-looking statements
and there are no assurances that the matters contained in such statements will
be achieved.

Important Information

Chemed filed with the SEC, on April 29, 2009, a definitive proxy statement in
connection with its 2009 annual meeting, and is mailing the definitive proxy
statement to its stockholders.Investors and security holders are urged to read
the definitive proxy statement relating to the 2009 Annual Meeting and any other
relevant documents filed with the SEC (when available) because they contain
important information. Investors and security holders may obtain a free copy of
the definitive proxy statement and other documents that Chemed files with the
SEC (when available) at the SEC`s website at www.sec.gov and Chemed`s website at
www.chemed.com. In addition, the definitive proxy statement and other documents
filed by Chemed with the SEC (when available) may be obtained from Chemed free
of charge by directing a request to Chemed Corporation, Attn: Investor
Relations, Chemed Corporation, 2600 Chemed Center, 255 East Fifth Street,
Cincinnati, OH 45202-4726.

Certain Information Regarding Participants

Chemed, its directors and certain executive officers and employees are
participants in the solicitation of Chemed`s security holders in connection with
its 2009 Annual Meeting. Security holders may obtain information regarding the
names, affiliations and interests of such individuals in Chemed`s Annual Report
on Form 10-K for the year ended December 31, 2008, which was filed with the SEC
on February 27, 2009, and its definitive proxy statement for the 2009 Annual
Meeting, which was filed with the SEC on April 29, 2009. To the extent holdings
of Chemed securities have changed since the amounts printed in the definitive
proxy statement for the 2009 Annual Meeting, such changes have been or will be
reflected on Statements of Change in Ownership on Form 4 filed with the SEC.
These documents may be obtained free of charge (when available) from the SEC`s
website at www.sec.gov and Chemed`s website at www.chemed.com.





Chemed Corporation
David P. Williams, 513-762-6901
or
Joele Frank, Wilkinson Brimmer Katcher
Andy Brimmer/Andrew Siegel, 212-355-4449 



Copyright Business Wire 2009

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