Exhibit 10.1


                                   AGREEMENT
                                   ---------

THIS  AGREEMENT  (this  "Agreement")  is  entered into the 29th of October 2010,
between  Barclay  Lyons,  LLC  ("Lender")  and  PureSpectrum,  Inc.,  a Delaware
corporation ("PureSpectrum" or the "Company"), and The EP Group, Inc., War Chest
Capital  Multi-Strategy  Fund,  LLC  ("Creditors")  and  Gregory Clements, Chief
Executive  Officer  of  Purespectrum  ("Clements").

                                  WITNESSETH:

     WHEREAS,  PureSpectrum  and  Clements,  acknowledge  that  PureSpectrum  is
indebted  to  Lender  and  Creditors  in  the  principal  amounts  (plus accrued
interest)  set  forth at Exhibit A attached hereto, pursuant to numerous Secured
Convertible  Promissory  Notes  (the  "Notes");
     WHEREAS,  the  Notes  are  due  and  payable  on demand by their respective
holders;
     WHEREAS,  Lender  and  Creditors  have  demanded  payment  of the Notes and
PureSpectrum  has  acknowledged  that  it  is  unable  to  pay the principal and
interest  of  the  Notes  at  this  time;
     WHEREAS,  PureSpectrum  has  requested  that  Lender and Creditors forebear
foreclosure  and  collection  of proceeds from the sale of any inventory for the
Six  (6)  month  period that began on August 25, 2010 and ends February 25, 2011
(the  "Period");
     WHEREAS,  Lender  is  willing  to  forebear  foreclosure  and collection of
proceeds  of  the  sale  of  inventory  for  the Period in consideration for the
issuance  of  Two  Million (2,000,000) shares of Series B Preferred Stock of the
Company  and  amendment of all promissory notes to convertible promissory notes;
and
     WHEREAS,  Creditors  will forbear foreclosure and collection on the sale of
inventory  for  the  Period  provided  that  the Company modifies the Creditors'
outstanding  debt contracts to provide more favorable terms for the Creditors by
December  20,  2010  including  amending  all  promissory  notes  to convertible
promissory  notes.

     NOW,  THEREFORE,  the  parties  hereto  agree  as  follows:

     1.   PureSpectrum  and  Greg  Clements  acknowledge that PureSpectrum is in
          default  of  the  Notes  and  have requested that Lender and Creditors
          agree  to  forebear foreclosure and collection of proceeds of the sale
          of  inventory  for  the  Period.

     2.   Lender  and  Creditors are willing to forbear their right to foreclose
          and  collect  the  proceeds  from the sale of inventory for the Period
          upon  the  following  conditions:
<PAGE>

          a.   The  Company  shall  assign  to  Lender  Two  Million (2,000,000)
               shares  of  PureSpectrum  Series  B  Preferred  Stock.

          b.   Upon  receipt  of  this  executed  Agreement, PureSpectrum  shall
               immediately instruct its stock transfer agent to issue the Series
               B Preferred  Stock  to  Lender.

          c.   PureSpectrum  will  modify all existing debt contracts to provide
               more  favorable  terms  for  the  Creditors by December 20, 2010.

     3.   The  Parties agree that all rights and obligations of the Notes remain
          in  full  force  and  effect and execution of this Agreement in no way
          alters  the  secured  interests  of  the Lender and the Creditors. All
          amounts of principal and interest are still due and owing and interest
          will  continue  to  accrue  on  the Notes.

This Agreement may be executed in one or more counterparts, and when each of the
undersigned has executed at least one counterpart, the agreement shall be deemed
adopted  and  in  full  force  and  effect  as  of  the date first listed above.

                           [SIGNATURE PAGE TO FOLLOW]
<PAGE>

     IN  WITNESS  WHEREOF,  the  undersigned  have executed this agreement to be
effective  the  date  first  listed  above.


THE COMPANY:                                 CREDITORS:

--------------------------------------------------------------------------------
PureSpectrum, Inc.                           The EP Group, Inc.


By:  /s/Gregory Clements                     By:  /s/ Evan Prizer
   ---------------------                        -----------------
Gregory  Clements                            Evan  Prizer
Chief  Executive  Officer
--------------------------------------------------------------------------------

LENDER:

--------------------------------------------------------------------------------

Barclay  Lyons  LLC                   War Chest Capital Multi-Strategy Fund, LLC

                                      By: War Chest Capital Partners, LLC
By:  /s/Todd Violette                 Managing  Member
   ------------------
Todd  Violette
Managing  Director
                                      By:  /s/Howard Blum
                                         ----------------
                                      Howard  Blum,  Managing  Member
--------------------------------------------------------------------------------

Greyhawk  Equities,  LLC


By:  /s/Dan Garber
   ---------------
Dan  Garber
Managing  Member

<PAGE>

                                   Exhibit A
                    Amount of Debts for Lender and Creditors

--------------------------------------------------------------------------------
Lender/Creditor                              Total Principal Amount of Debt (not
                                             including interest)
--------------------------------------------------------------------------------
Barclay Lyons, LLC                           $280,000
--------------------------------------------------------------------------------
The EP Group, Inc.                           $275,000
--------------------------------------------------------------------------------
War Chest Capital Multi-Strategy Fund, LLC   $175,000
--------------------------------------------------------------------------------
Greyhawk Equities, LLC                       $75,000
--------------------------------------------------------------------------------