OFFER OF EMPLOYMENT

Exhibit 10.2

PERSONAL AND CONFIDENTIAL

Dear Karen:

I am pleased to present this offer of employment to join APAC Customer Service, Inc. (“APAC”) as Senior Vice President, Human Resources reporting to me. The following terms will apply:

1.             Your start date will be June 13, 2005.

2.             Your starting base salary will be $237,500, on an annualized basis payable bi-weekly (This “base salary” is stated for convenience only and is not intended as an annual contract of employment.)  Your base salary will be reviewed each year at the time when increases for executives of APAC are considered.  At the present time that occurs on or about April 1 of each year.

3.             You will be a participant in APAC’s annual Management Incentive Compensation Plan (“MIP”) as it exists from year to year (copy enclosed).  We envision an opportunity of 10%-40%-80% for threshold-target-maximum performance, respectively.  The payout of MIP will depend on APAC’s meeting its budgeted financial performance and your meeting your individual and team performance goals that will be established each year between you and the executive to whom you report.