Exhibit 10.2


            June 13, 2008


            Butler Service Group, Inc.

            110 Summit Avenue

            Montvale, New Jersey 07645


                                Re:           Butler Third Amendment to Second Lien Credit Agreement


            Ladies and Gentlemen:


                      Reference is made to the Third Amendment to Second Lien Credit Agreement (the “Third Amendment”) dated as of May 28, 2008. Unless otherwise defined herein, capitalized terms used herein shall have the respective meanings provided in the Third Amendment and if not defined therein shall have the respective meanings provided for in the
            Credit Agreement (as defined in the Third Amendment).


                      This letter modifies the Third Amendment by amending and restating Section 4(a)(iii) to read as follows:


                                (iii)          “ Forbearance Termination Date” means the earlier to occur of (i) 5:00 p.m. (Chicago time) on July 1, 2008, and (ii) the date upon which a Forbearance Default occurs.


            [Signature page follows]

            


            

            


                      Please indicate your acceptance of and agreement to the foregoing by signing and returning, by facsimile (312-258-8350), this Letter to Monroe Capital Management Advisors, LLC, Attention: Mark Bohntinsky.


            	
                         

                    	
                         

                    	
                         

                    
	
                         

                    	
                        Very truly yours,

                    
	
                         

                    	
                         

                    
	
                         

                    	
                        MONROE CAPITAL MANAGEMENT ADVISORS LLC

                    
	
                         

                    	
                         

                    
	
                         

                    	
                        By:

                    	
                        /s/ Mark Bohntinsky

                    
	
                         

                    	
                         

                    	
                        

                    
	
                         

                    	
                        Title:

                    	
                        SVP

                    
	
                         

                    	
                         

                    
	
                         

                    	
                        GARRISON FUNDING 2008-1 LTD.

                    
	
                         

                    	
                         

                    
	
                         

                    	
                        By: /s/ Joseph Tansey

                    
	
                         

                    	
                         

                    	
                        

                    
	
                         

                    	
                        Title: President

                    
	
                         

                    	
                         

                    	
                        

                    
	
                         

                    	
                         

                    
	
                         

                    	
                        MC FUNDING, LTD.

                    
	
                         

                    	
                        By: Monroe Capital Management, LLC,

                    
	
                         

                    	
                        as Collateral Manager

                    
	
                         

                    	
                         

                    
	
                         

                    	
                        By:

                    	
                        /s/ Mark Bohntinsky

                    
	
                         

                    	
                         

                    	
                        

                    
	
                         

                    	
                        Title:

                    	
                        SVP

                    


            


            	
                         

                    	
                         

                    
	
                        AGREED TO AND ACCEPTED AS OF

                    
	
                        THIS ________ DAY OF JUNE, 2008.

                    
	
                         

                    
	
                        BUTLER SERVICE GROUP, INC.

                    
	
                         

                    
	
                        By:

                    	
                        /s/ Mark Koscinski

                    
	
                         

                    	
                        

                    
	
                        Title:

                    	
                        SVP, CFO

                    
	
                         

                    	
                        

                    



            -2-