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Exhibit 10.2
 PERSONAL AND CONFIDENTIAL
  
   1.
    
    Your start date will be March 24, 2008.
 2.
    
    Your starting base salary will be $285,000.00 on an annualized basis, payable
bi-weekly. (This base salary is stated for convenience only and is not intended as an
annual contract of employment.) Your base salary will be reviewed each year at the time
when increases for executives of APAC are considered. At the present time that occurs on or
about April 1 of each year.
 3.
    
    You will receive a sign-on bonus in the amount of $45,000, payable in 2 installments,
the first at the end of April, 2008 and the second at the end of June 2008.
 4.
    
    You will be a participant in an incentive compensation plan as described in the
attached document titled 2008 Plan. Your target for this plan will be 50% of base pay
with upside opportunity as detailed in the attachment.
 5.
    
    You will be entitled to paid vacation of four (4) weeks and will also be entitled to
participate in all employee benefit plans and programs extended to employees at the
executive level.
 6.
    
    Based on your official start date, you will be granted options to purchase 300,000
shares of APAC stock at an exercise price equal to the official closing price of APACs
common stock on that date. These options will vest at the rate of 20% per year during the
first five years of your employment.
 7.
    
    Upon joining the company, you will receive an Employment Security Agreement, which
outlines additional cash compensation protection in the event of Change in Control of the
Company (draft copy enclosed). As a condition of employment, you will sign an Agreement
Protecting Company Interests, a copy of which is enclosed.
 8.
    
    As a condition of employment, you will sign an Agreement Protecting Company
Interests, a copy of which is enclosed.
 9.
    
    Except for (1.) your termination of employment in connection with a change in control
as defined in the Employment Security Agreement referenced above, or (2.) your termination
of employment by APAC for cause (Defined as (i) gross misconduct or gross negligence in
the performance of your employment duties; (ii) willful disobedience by you of the lawful
directions received from the Company or from the person to whom you directly report or of
established policies of the Company; or (iii) commission by you of a crime involving fraud
or moral turpitude that can reasonably be expected to have an adverse effect on the
business, reputation or financial situation of the Company), and provided you sign a
then-current Waiver & Release Agreement, APAC will pay you severance equal to one-half
(1/2) of the monthly amount of your then-current Base Salary during each of the following
twelve (12) months following such termination. Severance payments will be made in
accordance with either this agreement or the prevailing change of control agreement,
whichever is more advantageous to you; but in no event will severance payments be made under both
agreements. Such payments will be made on APACs customary payroll dates in installment
equal to one-half (1/2) of your regular biweekly salary, less all applicable withholding
taxes.




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Mr. Arthur Di Bari
March 11, 2008
Page 2 of 2
  10.
    
    This offer is extended contingent upon receipt of a completed Application for
Employment, satisfactory references, and adequate results of a background investigation.
 11.
    
    You hereby represent and warrant that you are not subject to any covenants, agreements
of restrictions, including, without limitation, any covenants, agreements or restrictions
arising out of your prior employment or independent contractor relationships, which would
be breached or violated by your acceptance of this offer of employment or by your
performance of your duties. You acknowledge that it is APACs express policy to abstain
from the use or disclosure of the trade secrets and proprietary information of third
parties, and you hereby expressly covenant that you will not use or disclose trade secrets
or proprietary information of third parties while working at APAC.
   APAC CUSTOMER SERVICES, INC.
 /s/ Michael P. Marrow
 
  ACCEPTED BY:/s/ Arthur Di BariArthur Di Bari3/13/08Date