O Donnell William T Jr

                   VOTING TRUST AGREEMENT

     THIS  VOTING TRUST AGREEMENT is made and entered into
as  of the  30th  day  of  December, 1999,  by  and  between
MARY  BETH O'DONNELL (the "Shareholder"), a shareholder of
NEXTHEALTH, INC., a   Delaware  corporation  (the
"Corporation")  and  WILLIAM   T O'DONNELL, JR. (the "Voting
Trustee").
                          RECITALS
     A.   The  Shareholder is entitled to receive 500,000 shares
of the Corporation's Common Stock (the "Subject Shares")
from the Voting Trustee in his individual  . . .

                   VOTING TRUST AGREEMENT

     THIS  VOTING TRUST AGREEMENT is made and entered into
as  of the  30th  day  of  December, 1999,  by  and  between
MARY  BETH O'DONNELL (the "Shareholder"), a shareholder of
NEXTHEALTH, INC., a   Delaware  corporation  (the
"Corporation")  and  WILLIAM   T O'DONNELL, JR. (the "Voting
Trustee").
                          RECITALS
     A.   The  Shareholder is entitled to receive 500,000 shares
of the Corporation's Common Stock (the "Subject Shares")
from the Voting Trustee in his individual  . . .