AMENDMENT NO. 8 TO REVOLVING CREDIT AND SECURITY AGREEMENT

Exhibit 10.1

EXECUTION COPY

AMENDMENT NO. 8 TO

REVOLVING CREDIT AND SECURITY AGREEMENT

among

UNIFORCE SERVICES, INC.,

BRENTWOOD SERVICE GROUP, INC.,

CLINICAL LABFORCE OF AMERICA, INC.,

COMFORCE INFORMATION TECHNOLOGIES, INC.,

COMFORCE TECHNICAL, LLC,

COMFORCE TECHNICAL SERVICES, INC.,

COMFORCE TELECOM, INC.,

CTS OF WASHINGTON, LLC,

PRO CLINICAL SUPPORT SERVICES, LLC,

PRO UNLIMITED GLOBAL, LTD (UK),

PRO UNLIMITED GLOBAL (HK) LIMITED,

PRO UNLIMITED GLOBAL JAPAN, LTD

a/k/a PRO UNLIMITED GLOBAL JAPAN, YK,

PRO UNLIMITED, INC.,

PRO UNLIMITED MPS, INC.,

TEMPORARY HELP INDUSTRY SERVICING COMPANY, INC.,

UNIFORCE STAFFING SERVICES, INC.,

SUMTEC CORPORATION,

THISCO OF CANADA, INC.,

CTS GLOBAL, INC.

(as Borrowers)

and

COMFORCE OPERATING, INC.

(as Borrowing Agent)

and

COMFORCE CORPORATION

(as Guarantor)

and

PNC BANK, NATIONAL ASSOCIATION

(as Administrative Agent and Lender)

and

THE OTHER LENDERS PARTY HERETO

as of June 6, 2008

AMENDMENT NO. 8 TO CREDIT AGREEMENT

This Amendment No. 8 to Credit Agreement (this “ Amendment ”) is executed and delivered by the undersigned as of June 6, 2008.  Reference is hereby made to the Revolving Credit and Security Agreement, dated as of June 25, 2003, as amended, among COMFORCE Operating, Inc. (“ COI ”), as Borrowing Agent (in such capacity, “ Borrowing Agent ”), the Borrowers named therein, COMFORCE Corporation, a Delaware corporation, as guarantor, GE Business Financial Services Inc. and JPMorgan Chase Bank, N.A., as Co-Syndication Agents for the Lenders and as Lenders, Webster Business Credit Corporation, as Documentation Agent for the Lenders and as Lender, the other financial institutions which hereafter become a party thereto (the “ Lenders ”), and PNC Bank, National Association, as Administrative Agent for the Lenders (in such capacity, “ Administrative Agent ”) and as Lender (as the same may be from time to time further amended, extended, restated, supplemented or otherwise modified, the “ Credit Agreement ”).  Capitalized terms used, but not defined herein, shall have the meanings ascribed to them in the Credit Agreement.

WHEREAS, COI desires to repurchase the Senior 12% Notes;

WHEREAS, the Borrowers have requested that the Lenders amend the Credit Agreement as set forth below to facilitate the payment of the Senior 12% Notes.

NOW THEREFORE, in consideration of the foregoing and for other consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, intending to be legally bound, hereby agree as follows:

“7.19                       Senior 12% Notes; Subordinated Notes .  At any time, directly or indirectly, prepay, repurchase, redeem, retire or otherwise acquire, or make any payment on account of any principal of, interest on or premium payable in connection with the repayment or redemption of the Senior 12% Notes or Subordinated Notes; provided that, notwithstanding the foregoing, (a) COI may repurchase or prepay any portion of the Senior 12% Notes if (i) immediately before and after giving effect to such repurchase or prepayment (and all fees, penalties, costs and expenses incurred in connection therewith), no Default or Event of Default shall exist hereunder, and (ii) during the period beginning twenty (20) Business Days prior to any such repurchase or prepayment and ending ten (10) Business Days after giving effect to such repurchase or prepayment, Borrowers shall have an average Undrawn Availability throughout such period of not less than $2,500,000, provided , however, that such amount shall increase by $1,000,000 each month commencing on the first day of the month after the month in which COI repurchases or prepays any Senior 12% Notes or Subordinated Notes until such amount reaches $7,500,000, and (b) provided there are no available options to pay in kind, COI and Holdings may make regularly scheduled interest payments in cash then due under and pursuant to the Senior 12% Notes and the Subordinated Notes as in effect on the date hereof, respectively, if no Default or Event of Default shall have occurred and be continuing immediately before any such payment or after

giving effect to any such payment, and (c) the aggregate amount of all such prepayments and repurchases permitted by clause (a) of this Section 7.19 shall not exceed $15,000,000 (the “Redemption Allowance”) in any calendar year; provided, however, that to the extent any portion of the Redemption Allowance for any such calendar year is not expended to prepay or repurchase the Senior 12% Notes in such calendar year, then COI may apply all of such unused portion towards the prepayment or repurchase of the Senior 12% Notes pursuant to clause (a) of this Section 7.19(a) in any succeeding calendar year to the extent such prepayment or repurchase is otherwise permitted under clause (a) of this Section 7.19(a).”

“10.23                      Undrawn Availability shall (a) at any time be less than $2,500,000, provided, however, such amount shall increase by $500,000 each month commencing the first day of the month after the month in which COI repurchases or prepays any Senior 12% Notes or Subordinated Notes until such amount reaches $5,000,000, or (b) at any time within ten (10) Business Days after the consummation of any Permitted Acquisition, be less than $10,000,000; provided that no more than once per calendar year if Undrawn Availability shall fall below the minimum amount required by clause (a) above, no Event of Default shall exist solely by virtue thereof if within seven (7) days of the date that Undrawn Availability fell below the minimum amount required by clause (a), Undrawn Availability shall increase to such minimum amount