EXHIBIT 10.10

                             Audit Committee Charter
                                       of
                            SFBC International, Inc.
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                      As approved by the Board of Directors
                                       of
                            SFBC International, Inc.

                                on July 7, 2000.

1.       Organization

         (a) There shall be a committee of the board of directors of SFBC
International, Inc. (the "Company") to be known as the audit committee. The
audit committee shall have at least three members, comprised solely of
Independent Directors (as defined in Section 1 (b) below), each of whom is able
to read and understand fundamental financial statements, including the Company's
balance sheet, income statement, and cash flow statement or will become able to
do so within a reasonable period of time after his or her appointment to the
audit committee. At least one member of the audit committee shall have had past
employment experience in finance or accounting, requisite professional
certification in accounting, or any other comparable experience or background
which results in the individual's financial sophistication, including being or
having been a chief executive officer, chief financial officer or other senior
officer with financial oversight responsibilities.

         (b) Independent Directors shall not be officers or employees of the
Company or its subsidiaries or any other individual having a relationship which
in the opinion of the Company's board of directors, would interfere with the
exercise of independent judgment in carrying out the responsibilities of a
director. The following persons shall not be considered independent:

                  (i) a director who is employed by the Company or any of its
         affiliates for the current year or any of the past three years;

                  (ii) a director who accepts any compensation from the Company
         or any of its affiliates in excess of $60,000 during the previous
         fiscal year, other than compensation for board service, benefits under
         a tax-qualified retirement plan, or non-discretionary compensation;

                  (iii) a director who is a member of the immediate family of an
         individual who is, or has been in any of the past three years, employed
         by the Company or any of its affiliates as an executive officer.
         Immediate family includes a person's spouse, parents, children,
         siblings, mother-in-law, father-in-law, brother-in-law, sister-in-law,
         son-in-law, daughter-in-law, and anyone who resides in such person's
         home;

                  (iv) a director who is a partner in, or a controlling
         shareholder or an executive officer of, any for-profit business
         organization to which the Company made, or from


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         which the Company received, payments (other than those arising solely
         from investments in the corporation's securities) that exceed 5% of the
         Company's or business organization's consolidated gross revenues for
         that year, or $200,000, whichever is more, in any of the past three
         years;

                  (v) a director who is employed as an executive of another
         entity where any of the Company's executives serve on that entity's
         compensation committee.

         (c) Notwithstanding Section 1(b) above, one director who is not
independent, and is not a current employee or an immediate family member of the
Company, may be appointed to the audit committee, if the board of directors,
under exceptional and limited circumstances, determines that membership on the
audit committee by the individual is required by the best interests of the
Company and its shareholders, and the board of directors discloses, in the next
annual proxy statement subsequent to such determination, the nature of the
relationship and the reasons for that determination.

2.       Statement of Policy

         The audit committee shall provide assistance to the Company's board of
directors in fulfilling its oversight responsibility to the stockholders,
potential stockholders, and investment community relating to internal financial
reporting practices of the Company, and the quality and integrity of the
financial statements of the Company. In addition, the audit committee shall
provide such assistance with regard to the systems of internal accounting and
financial controls, the annual independent audit of the company's financial
statements, and the legal compliance and ethics programs as established by
management and the board. In so doing, it is the responsibility of the audit
committee to maintain free and open means of communication between the
directors, the independent auditors, and the financial management of the
Company. The board of directors and audit committee, as representatives of the
stockholders, are charged with the ultimate authority and responsibility to
select, evaluate, and where appropriate, replace the Company's independent
auditors (or nominate the independent auditors to be proposed for stockholder
approval in any proxy statement).

3.       Responsibilities

         In carrying out its responsibilities hereunder, the audit committee's
policies and procedures should remain flexible, in order to best react to
changing conditions and to ensure to the directors and stockholders that the
corporate accounting and reporting practices of the Company are in accordance
with all current requirements and are of the highest quality. The audit
committee shall review and reassess the adequacy of this charter in meeting
these objectives on an annual basis.

    In carrying out these responsibilities, the audit committee shall:

o   Review and recommend to the board of directors the independent auditors to
    be selected to audit the financial statements of the Company and any
    divisions and subsidiaries;

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o   Meet with the independent auditors and financial management of the Company
    to review the scope of the proposed audit for the current year and the audit
    procedures to be utilized, and at the conclusion thereof review such audit,
    including any comments or recommendations of the independent auditors;

o   Review with the independent auditors, and the Company's financial and
    accounting management, the adequacy and effectiveness of the accounting and
    financial controls of the Company, and elicit any recommendations for the
    improvement of such internal control procedures or particular areas where
    new or more detailed controls or procedures are desirable. Particular
    emphasis should be given to the adequacy of such internal controls to expose
    any payments, transactions, or procedures that might be deemed illegal or
    otherwise improper;

    o   Review the financial statements to be included in the Annual Report on
        Form 10-K with management and the independent auditors to determine that
        the independent auditors are satisfied with the disclosure and content
        of the financial statements. Any changes in accounting procedures should
        be explained in the Annual Report;

o   The committee shall review the interim financial statements with management
    and the independent auditors prior to the filing of the company's Quarterly
    Report on Form 10-Q. Also, the committee shall discuss the results of the
    quarterly review and any other matters required to be communicated to the
    committee by the independent auditors under generally accepted auditing
    standards. The chair of the committee may represent the entire committee for
    the purposes of this review;

    o   Provide sufficient opportunity for the independent auditors to meet with
        the members of the audit committee without members of management
        present. Among the items to be discussed in these meetings are the
        independent auditor's evaluation of the Company's financial and
        accounting personnel, and the cooperation that the independent auditors
        received during the course of the audit;

    o   Ensure receipt from the independent auditors of a formal written
        statement delineating all relationships between the auditor and the
        Company, consistent with Independent Standards Board Standard 1, and
        actively engage in a dialogue with the auditors with respect to any
        disclosed relationships or services that may impact the objectivity and
        independence of the auditors and, take, or recommend that the full board
        take, appropriate action to oversee the independence of the outside
        auditors;

    o   Inquire about the independent auditors' past and continuing compliance
        with auditor independence rules and about their program for enhancing
        safeguards to ensure that conflicts to not arise in the future;

o   Submit the minutes of all meetings of the audit committee to, or discuss the
    matters discussed at each committee meeting with, the board of directors;
    and


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o   Investigate any matter brought to its attention within the scope of its
    duties, with the power to retain outside counsel for this purpose if, in its
    judgment, that is appropriate.

4.       Effective Date

         This Audit Committee Charter shall become effective immediately upon
its approval and adoption by the board of directors of the Company, with the
exception that Section 1(b) of this Audit Committee Charter defining an
Independent Director shall not become effective until June 1, 2001. This Audit
Committee Charter shall be reviewed on an annual basis to assess its adequacy.