Exhibit 4
                                                       (Exhibit 5)

                             December 5, 1995

Roto-Rooter, Inc.
2500 Chemed Center
Cincinnati, Ohio 45202

Dear Sir or Madam:          

         In connection with the Registration Statement on Form S-8
to be filed by Roto-Rooter, Inc. (the "Corporation") with the
Securities and Exchange Commission covering shares of the
Corporation's common stock, par value $1 per share (the "Common
Stock"), to be issued pursuant to the Corporation's 1995 Stock
Incentive Plan (the "Plan"), you have requested me as Secretary and
General Counsel to the Corporation to render my opinion with
respect to the matters to which reference is made herein.         

         I have examined and am familiar with the Certificate of
Incorporation and By-laws of the Corporation, the minutes of the
meetings of its directors and stockholders, the Plan and the stock
incentives to be granted pursuant thereto.           

         Based upon the foregoing, I am of the opinion that the
shares of Common Stock issued pursuant to stock incentives granted
pursuant to and in accordance with the terms of the Plan will, when
issued in accordance with the terms of said stock incentives, be
validly issued and outstanding, fully paid and non-assessable
shares of Common Stock of the Corporation.          

         I hereby consent to the filing of this opinion as an
exhibit to said Registration Statement.                           

                             Sincerely,


                             /S/ NAOMI C. DALLOB
                             _______________________________
                             Naomi C. Dallob
                             Secretary and General Counsel   











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