EXHIBIT 10.42
<PAGE>
                      STAFF BUILDERS, INC.
                    1993 STOCK OPTION PLAN

                                        March 1, 1996         


Larry Campbell 
13626 Ashley Run
Houston, TX 77077-1509

          Re:  Grant of Nonqualifying Stock Options
               to Purchase Shares of the Class A Common 
               Stock of Staff Builders, Inc.       

Dear Larry:    

          You and Staff Builders, Inc., a Delaware corporation (the
"Corporation"), hereby agree as follows:

          1.   Reference.  This is the Stock Option Agreement
referred to in Section 7(k) of the Corporation's 1993 Stock Option
Plan (the "Plan").  The stock option this Agreement grants is a
Nonqualifying Stock Option, as set forth in Section 2 below.  This
Agreement incorporates all terms, conditions and provisions of the
Plan.

          2.   Stock Option.  The Corporation hereby grants to the
Optionee the option (the "Stock Option") to purchase that number of
shares of Class A Common Stock of the Corporation, par value $.01
per share, set forth on Schedule A.  The Corporation will issue
these shares as fully paid and nonassessable shares upon the
Optionee's exercise of the Stock Option.  The Optionee may exercise
the Stock Option in accordance with this Agreement any time prior
to the tenth anniversary of the date of grant of the Stock Option
evidenced by this Agreement, unless earlier terminated according to
the terms of this Agreement.  Schedule A sets forth the date or
dates after which the Optionee may exercise all or part of the
Stock Option, subject to the provisions of the Plan.

          3.   Exercise of Stock Option.  The Optionee may exercise
the Stock Option in whole or in part by written notice delivered to
the Corporation in the form of Schedule B to this Agreement.  If
exercisable Stock Options as to 100 or more shares are held by an
Optionee, then such Stock Options may not be exercised for fewer
than 100 shares at any time, and if exercisable Stock Options for
fewer than 100 shares are held by an Optionee, then Stock Options
for all such shares must be exercised at one time.  The Optionee
shall enclose with each such notice payment by cash or by valid
check in an amount equal to the number of shares as to which his
exercise is made, multiplied by the option price therefor;
provided, however, that if the Committee appointed by the Board of
Directors pursuant to Section 2 of the Plan shall, in its sole
discretion, approve, payment upon exercise of the Stock Option in
whole or in part may be made by surrender to the Corporation in due
form for transfer of shares of Class A Common Stock of the
Corporation. In the case of payment in the Corporation's Class A 
Common Stock, such stock shall be valued at its Fair Market Value
(as defined in Section 7(b) of the Plan) as of the date of
surrender of the stock.

          4.   Purchase Price.  The option price per share shall 
be that set forth on Schedule A.

          5.   No Rights in Option Stock.  Optionee shall have no
rights as a stockholder in respect of any shares subject to the
Stock Option unless and until Optionee has exercised the Stock
Option in complete accordance with the terms hereof, and shall have
no rights with respect to shares not expressly conferred by this
Agreement.

          6.   Shares Reserved.  The Corporation shall at all times
during the term of this Agreement reserve and keep available such
number of shares of Class A Common Stock as will be sufficient to
satisfy the requirements of this Agreement, and shall pay all
original issue taxes on the exercise of the Stock Option, and all
other fees and expenses necessarily incurred by the Corporation in
connection therewith.

          7.   Nonassignability.  The Stock Option and this
Agreement shall not be encumbered, disposed of, assigned or
transferred in whole or part, and, except as described in the Plan,
may only be exercised by the Optionee unless the prior written
consent of the Committee has been obtained.  All shares purchased
pursuant to this Agreement shall be purchased for investment by the
Optionee.

          8.   Effect Upon Employment.  Nothing in this Agreement
shall confer on the Optionee any right to continue in the
employment of the Corporation or shall interfere in any way with 
the right of the Corporation to terminate Optionee's employment at
any time.

          9.   Successors.  This agreement shall be binding upon 
any successor of the Corporation.

          In order to indicate your acceptance of the Stock Option
on the above terms and conditions, kindly sign the enclosed copy of
this letter agreement and return it to the Corporation.

                                   STAFF BUILDERS, INC.

                                        
                                   By:/s/Stephen Savitsky 

Accepted and Agreed to:

/s/ Larry Campbell              
         Larry Campbell                 

                    
                                        Schedule A


                   Nonqualifying Stock Options


Date of Grant: March 1, 1996  

Name of Optionee: Larry Campbell  

Number of Shares as to
which the Option is Granted: 100,000

Option Price per Share: $2.9375

Exercisability of Options:

          Number of Shares              Date after which the
          as to which the               Option is Exercisable
          Optionee May Exercise         (anniversaries refer
          the Option Granted            to the Date of Grant
          Hereby                        of the Stock Option  

               33,334                        March 1, 1996    

               33,333                        March 1, 1997   

               33,333                        March 1, 1998   
            ________________________________________
                                        Schedule B



                 NOTICE OF ELECTION TO EXERCISE


Staff Builders, Inc.


Attention:

Gentlemen:

          I hereby irrevocably elect to exercise the Stock Option
held by me under the 1993 Stock Option Plan of Staff Builders, Inc.
(the "Corporation") to purchase shares of the Class A Common Stock,
par value $.01 per share, of the Corporation at an option price of
$        per share.

          Enclosed is a check, payable to the order of the
Corporation, in the amount of $       .

          A completed Exercise of Stock Option Payment Remittance
Form is attached.

          Please instruct [                           ], Transfer
Agent, to issue         certificate(s) for         shares each and,
if applicable, a separate certificate for the remaining          
shares in my name as shown below.  The following address is for the
records of the Transfer Agent for mailing stockholder
communications:

                                                       
                              Name

                                                       
                      Taxpayer I.D. Number
             (i.e. Social Security/Insurance Number)

                                                       
                        Number and Street

                                                       
                 City       State       Zip Code


Please forward the certificate(s) to me at the following address:


                                                       
                        Number and Street

                                                       
                 City       State       Zip Code

          This election incorporates, and is subject to, all terms
and conditions of the Plan and my Stock Option Agreement with the
Corporation.  The Stock Option I am exercising is stated to be:

          [Check one]    (    )    Incentive Stock Option
               (    )    Nonqualifying Stock Option

          I am acquiring the foregoing shares for investment
purposes only, and not with a view to their sale or distribution.


Dated:                          



                                                        
                         Signature


                                                        
                         Print Name



                                                  Schedule B-1


                      STAFF BUILDERS, INC.

                              1993
                        STOCK OPTION PLAN

        Exercise of Stock Option Payment Remittance Form

          In fulfillment of the accompanying Notice of Election to
Exercise, which advises you of my intention to exercise options to
purchase           shares of Staff Builders, Inc. Common Stock at
an option price of $            per share, for a total purchase
price of $           , I enclose in full payment of the purchase 
price:

          bank check in the amount of . . . . . . $              
          made payable to Staff Builders, Inc.



Dated:                                                           
                                        Signature
(    )    Incentive Stock Option
(    )    Nonqualifying Stock Option                             
                                        Type Name











ed/cambop