Gentiva Health Services (GTIV) 10-Q 2011 Q2 Quarterly report

EXHIBIT 10.3

Gentiva Health Services, Inc.

Summary Sheet of Non-Employee Director Compensation

(Effective May 12, 2011)

1.      Annual Cash Retainer : $50,000
2.      Annual Deferred Stock Unit Award : $120,000 value
3.      Meeting Fees :
•        Board	$2,000 ($750 if attendance is by telephone)*
•        Committee	$2,000 ($750 if attendance is by telephone)*

4.      Committee Chairperson Annual Retainer :
•        Audit Committee	$20,000
•        Compensation, Corporate Governance and Nominating Committee	$10,000
•        Clinical Quality Committee	$10,000
5.      Lead Director Annual Retainer :	$20,000
6.      Reimbursement : All Directors, regardless of whether they are employees of the Company, receive reimbursement for out-of-pocket expenses incurred in connection with attending meetings of the Board of Directors or any of its Committees.

* Attendance at business updates conducted by management will be compensated at the telephone meeting fee rate.