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                                                                   EXHIBIT 10.15

                               AMENDMENT NO. 1 TO
                         EXECUTIVE EMPLOYMENT AGREEMENT

                                 GARY M. NELSON

This Amendment, dated as of November 21, 2002, amends certain provisions of the
Executive Employment Agreement, dated as of January 29, 2002 ("Agreement"),
between Ceridian Corporation and Gary M. Nelson ("Executive"). Unless otherwise
defined herein, capitalized terms used in this Amendment have the meanings given
to them in the Agreement. In consideration of you continuing in your employment
with Ceridian for the remaining term of the Agreement, and the mutual promises
and obligations contained in the Agreement as modified by this Amendment,
Executive and Ceridian agree to amend the Agreement as follows:

1.       Section 4.06 of the Agreement shall be renamed Section 4.07 of the
         Agreement.

2.       A new Section 4.06 shall be added to the Agreement to read as follows:

         "4.06    Long Term Care Insurance. Ceridian provides Executive and, if
                  applicable, Executive's spouse with insurance coverage related
                  to the payment of certain nursing home and home health care
                  expenses (the "Long Term Care Policy"). Ceridian shall
                  continue to pay any remaining premiums under the Long Term
                  Care Policy for Executive and, if applicable, Executive's
                  spouse in the event of (a) Executive's retirement after the
                  age of 55 with 10 years of "continuous service" to Ceridian,
                  (b) Executive's termination without cause by Ceridian or (c) a
                  Change of Control Termination. If Executive's termination of
                  employment is as a result of Executive's death and Executive
                  has a spouse with a Long Term Care Policy, then Ceridian shall
                  continue to pay any remaining premiums under the Long Term
                  Care Policy for Executive's spouse. For purposes of this
                  Section 4.06, "continuous service" shall have the meaning set
                  forth in the Ceridian Corporation Retirement Plan, regardless
                  of whether or not Executive is eligible to participate in this
                  pension plan."

3.       Section 7.03(a) of the Agreement shall be amended in its entirety to
         read as follows:

         "(a)     In the event of a Change of Control Termination, Ceridian
                  shall, within five days of such termination, make a lump sum
                  payment to Executive in an amount equal to three times the sum
                  of (i) 12 months of Base Salary at the rate in effect at the
                  time of Executive's termination (without giving effect to any
                  reduction in Base Salary constituting Good Reason), (ii) the
                  bonus, if any, that Executive would have earned under all
                  applicable Ceridian bonus plans for the year in which the
                  termination occurs had "superior" goals been achieved (without
                  giving effect to any reduction in bonus opportunity
                  constituting Good Reason), (iii) the annual perquisite cash
                  adder Executive would have received in the year in which the
                  termination occurs (without giving effect to any reduction in
                  the annual perquisite cash adder constituting Good Reason),
                  (iv) the highest annual aggregate amount of basic and
                  performance matching contributions made by Ceridian on behalf
                  of Executive into the Ceridian Corporation Savings and
                  Investment Plan ("401(k) Plan") over the last three fiscal
                  years prior to termination of Executive, and (v) the highest
                  annual aggregate amount of 401(k) Restoration Match (as
                  defined in the Ceridian Corporation Deferred Compensation Plan
                  ("DCP")) and Supplemental Matching Credit (as defined in the
                  DCP) made by Ceridian on behalf of Executive into the DCP over
                  the last three fiscal years prior to termination of Executive.
                  Ceridian shall also pay to Executive, within five days of such
                  termination, a prorated portion of Executive's bonus
                  compensation for the fiscal year in which the Change of
                  Control Termination occurs (assuming that any applicable
                  performance objectives were achieved at the "target" level of
                  performance and without giving effect to any reduction in
                  bonus opportunity constituting Good Reason) calculated by
                  multiplying (A) the maximum achievable amount of such bonus
                  compensation by (B) a fraction, the numerator of which is the
                  number of days in the applicable fiscal year through the date
                  of termination and the denominator of which is 365."






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4.       This Amendment is governed by, and shall be construed in accordance
         with, the laws of the State of Minnesota.

5.       Except as herein expressly amended, the Agreement is ratified and
         confirmed in all respects and shall remain in full force and effect in
         accordance with its terms.

6.       This Amendment may be executed in two or more counterparts, each of
         which shall be deemed an original, but all of which together shall
         constitute one and the same instrument.

Ceridian and Executive have caused this Amendment to be duly executed and
delivered, and this Amendment shall be effective, as of the date first written
above. Following the effectiveness of this Amendment, each reference in the
Agreement to "this Agreement," "hereunder," "herein," "hereof," or words of like
import shall mean and be a reference to the Agreement as amended by this
Amendment.

EXECUTIVE                          CERIDIAN CORPORATION


/s/ Gary M. Nelson                 By:/s/ Shirley J. Hughes
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Gary M. Nelson                            Shirley J. Hughes
                                          Senior Vice President, Human Resources
Address:

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