Hythiam Audit Committee Charter 2007 as revised

HYTHIAM, INC. Audit Committee Charter Purpose The Audit Committee (“Committee”) of the Board of Directors (“Board”) of Hythiam, Inc. (“Hythiam” or the “Company”) is appointed and given authority by the Board to: 1. Assist the Board in monitoring (a) The integrity of the financial reporting process, systems of internal controls and financial statements and reports of the Company, (b) The performance of the Company’s internal audit function, and (c) The compliance by the Company with legal and regulatory requirements. 2. Be responsible for the appointment, compensation and oversight of the Company’s independent auditors (the “Auditors”). 3. Resolve disagreements between management and the Auditors. Committee Membership The Committee shall consist of no fewer than three members, as determined annually by the Board. The members of the Committee shall meet the independence and expertise requirements of the American Stock Exchange, Nasdaq National Market, or any other exchange on which the Company’s securities are traded, Section 10A(m)(3) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the rules and regulations of the Securities and Exchange Commission (the “SEC”). Committee members shall not serve simultaneously on the audit committees of more than two other public companies without the approval of the full Board. No member of the Committee shall receive directly or indirectly any consulting, advisory, or other ...