<PAGE>
EXHIBIT 10.7
November 9, 2005
Christopher Mack
21859 Hyde Park Drive
Ashburn, VA 20147
Dear Chris:
In
contemplation of your relocation to the Company's Franklin, TN
corporate
offices, we are pleased to offer you the regular, interim position
of Senior
Vice President and Interim Chief Financial Officer of Spheris
Operations Inc.,
effective November 15, 2005. As we discussed, your prior position
of Senior Vice
President of Operations shall remain open until such time as we
determine
whether your position as Chief Financial Officer will be a regular,
full-time
role for you.
As
Senior Vice President and Interim Chief Financial Officer reporting
to
Steve Simpson, you will be entitled to compensation and benefits as
follows:
BASE
COMPENSATION: Your base compensation will be $190,000 payable
biweekly
for as long as you remain Interim Chief Financial Officer or in the
event you
become the regular, full-time Chief Financial Officer.
BONUS PROGRAM: You will be eligible for the Spheris Exempt Employee
Bonus
Incentive Plan (the "Bonus Plan"). Payments under the Bonus Plan
are contingent
on meeting individual and Company goals. Under the Bonus Plan, you
will be able
to receive an amount up to and equal to 50% of your base salary as
Senior Vice
President and Interim Chief Financial Officer.
RESTRICTED STOCK GRANT. Subject to the approval of the Company's
Board of
Directors, you will be awarded an additional 100,000 shares of
common equity in
Spheris Holding III, Inc., for agreeing to serve as Senior Vice
President and
Interim Chief Financial Officer. These shares will vest over a four
(4) year
period and be subject to the terms and conditions of the Company's
Stock
Incentive Plan and a Restricted Stock Grant Notice.
<PAGE>
Page 2
November 9, 2005
Ltr./Christopher Mack
SEVERANCE: If the Company terminates your employment without cause
during
the first twelve months of your relocation to Tennessee, the
Company's sole and
exclusive obligation will be (a) to pay any base salary earned
through the date
of termination, and (b) continuation of base salary at the rate in
effect at the
date of termination for a period of 12 months. The obligation to
make payments
under clause (b) above shall be contingent upon your executing a
release of any
and all claims against the Company and its parent and subsidiary
companies,
affiliate companies and all officers, directors, employees, agents
and
shareholders of all such entities, whether known or unknown,
existing as of the
time of the receipt of such payment, with the release t
