7

                         EXECUTIVE EMPLOYMENT AGREEMENT

     THIS AGREEMENT is made and entered into as of April 1, 1997 (the "Effective
Date"),  by and  between  AccuStaff  Incorporated,  a Florida  corporation  (the
"Employer") and Tim Payne, a resident of the State of Florida (the "Executive").

     In  consideration  of the mutual  promises,  agreements and covenants,  and
subject to the terms and conditions  contained in this  Agreement,  the Employer
and the Executive, intending to be legally bound, hereby agree as follows:

     1. Employment. The Employer hereby employs the Executive as Chief Operating
Officer of AccuStaff's Information Technology Division ("IT Division"),  and the
Executive hereby accepts such employment by the Employer, in accordance with and
subject to the terms and conditions of this Agreement. The Executive will report
directly to the Chief Executive Officer of Employer.

     2. Duties and Authority. As Chief Operating Officer of the IT Division, the
Executive  shall be responsible  for management,  fiscal  responsibilities,  and
strategic planning of the IT Division and shall perform such other duties as are
assigned to the Executive by the Chief  Executive  Officer of the Employer.  For
purposes of this  Agreement,  the IT Division  shall be defined as including all
the  subsidiaries  and  affiliates  of the Employer  performing  IT  consulting,
staffing or outplacement  services,  regardless of whether the Division shall at
some time take on another name or corporate form. The Executive agrees to devote
his full  time,  attention  and best  efforts to the  performance  of his duties
hereunder.

     3. Term,  Employment  Period.  The term of  employment  shall  begin on the
Effective Date and shah terminate on March 31, 2000, unless Otherwise renewed or
terminated  as  provided  herein.  For  purposes of this  Agreement,  the period
beginning  on the  Effective  Date and  ending  on the Date of  Termination  (as
defined in paragraph 8.F.  below) shah be referred to herein as the  "Employment
Period."

     4.  Compensation.  During the Employment Period, the Executive will receive
the following compensation:

     A. Base Salary.  A base annual  salary of $200,000  until  October 1, 1997,
then  increased  to  $250,000  for the next pay  period  thereafter  (the  "Base
Salary"),  payable in accordance with the Employer's standard practice for other
comparable executives.

     B.  Incentive   Compensation.   Additional   compensation  (the  "Incentive
Compensation")  shall be paid to the Executive in an amount as determined by the
Chief Executive Officer. The Incentive  Compensation payment shall be made on or
before March 31 of the year  following  the fiscal year to which such  Incentive
Compensation relates.

The  Incentive  Compensation  payment shall be made on or before March 31 of the
year following the fiscal year to which such Incentive  Compensation relates. 

     5. Stock  Options.  On the  Effective  Date,  AccuStaff  shall grant to the
Executive  200,000   non-incentive  stock  options  (the  "Options")  under  the
AccuStaff 1995 Stock Option Plan. The Options shall have an exercise price equal
to the fair market  value of the  Employer's  common stock on the date of grant.
The Options  shall be  exercisable  33.33% per year  beginning one year from the
Effective  Date.  A form of Stock  Option  Agreement  relating to the Options is
attached hereto as Exhibit A.

     6. Benefits.  During the term of this Agreement, the Employer shall provide
the Executive with all retirement,  welfare, deferred compensation,  disability,
life  insurance and other benefits  generally  provided to all of the Employer's
other senior  executive  officers.  The Executive  shall receive 20 days of paid
vacation per year. The Employer shall reimburse the Executive for all reasonable
and necessary  expenses  incurred while  conducting  the Employer's  business in
accordance with policies adopted by the Employer from time to time. The Employer
shall pay the Executive  $500 per month for an automobile  used by the Executive
for business purposes.  The Executive acknowledges that pursuant to the Internal
Revenue Code of 1986, as amended,  and the regulations  promulgated  thereunder,
the  Employer  may be  required to report for tax  purposes  all or a portion of
certain of the benefits and reimbursements  provided in this Agreement as income
in respect of the Executive.

     7. Non-Competition;  Non-Solicitation,  Non-Disclosure. In consideration of
the  employment  of the  Executive  by the  Employer,  the  Executive  agrees as
follows:

     A.  Non-Competition.  During the Employment  Period and for a period of two
(2) years after the Date of  Termination,  the Executive  will not,  directly or
indirectly, own, manage, be employed by, work for, consult for, be an officer or
director  of;  advise,  represent,  engage  in or  carry on any  business  which
competes  with the IT  staffing,  consulting  or  outplacement  business  of the
Employer as it exists at that time,  provided,  however,  that the Executive may
engage in providing  consulting services which do not compete with Employer's IT
Division.

     B.  Non-Solicitation.  During the Employment Period and for a period of two
(2) years  after the Date of  Termination,  the  Executive  will not  solicit or
accept any IT  staffing,  consulting  or  outsourcing  business  from any of the
clients of Employer's IT Division. During this period, Executive shall not hire,
recruit or attempt to recruit,  for any business which competes with  Employer's
IT Division,  any person  employed or contracted  with Employer's IT Division or
employed  or  contracted  with  Employer's  IT  Division  at any time during the
previous twelve (12) months.

     C.  Non-Disclosure  of  Information.  The  Executive  will not at any time,
during or after the term of this  Agreement  in any  fashion,  form,  or manner,
either directly or indirectly,  divulge, disclose, or communicate to any person,
firm, or corporation,  in any manner whatsoever, any confidential,  proprietary,
or trade secrete information of any kind, nature, or description  concerning any
matters  affecting or relating to the business of the Employer,  including,  but
not limited to,  matters of a technical  nature,  such as formulae,  "know how",
schematics,  technical  drawings,  secret  processes  or  machines,  inventions,
computer software, product sources, product research and designs, and matters of
a  business  nature,  such as its  client  lists,  client  contact  information,
consultant or contractor information,  on-site program(s) and support materials,
candidate  and recruit lists and  information,  placement  information,  pricing
lists,  contracts,  sales reports, sales, financial and marketing data, systems,
forms, methods, procedures, and analyses, and any other proprietary information,
whether communicated orally or in documentary or other tangible form, concerning
how Employer's IT Division operates its business.  The parties to this Agreement
recognize  that Employer has invested  considerable  amount of time and money in
attaining  and  developing  all of  the  information  described  above  and  any
unauthorized disclosure or release of such Confidential  Information in any form
would irreparably harm Employer.

         9.         Termination of Employment.

     A.  Death  or  Disability.   The  Executive's  employment  shall  terminate
automatically   upon  the  Executive's  death  during  the  Employment   Period.
Additionally,  if the Employer  determines in good faith that a Total Disability
of the Executive has occurred,  it may give the Executive  written notice of its
intention  to  terminate  the  Executive's   employment.   In  such  event,  the
Executive's  employment with the Employer shall terminate  effective on the 30th
day after receipt of such notice by the  Executive  (the  "Disability  Effective
Date") if, within the 30 days after such receipt,  the Executive  shall not have
returned to full-time  performance of the  Executive's  duties.  For purposes of
this Agreement,  "Total  Disability" shall mean the physical or mental condition
rendering the Executive unable,  for a total of six (6) months during any twelve
month period, to perform the duties and bear the responsibilities referred to in
paragraph  No. 2 herein  which is  determined  to be total  and  permanent  by a
physician  selected  by the  Employer  or its  insurers  and  acceptable  to the
Executive  or  the  Executive's  legal  representative  (such  agreement  as  to
acceptability not to be withheld unreasonably).

     B. Cause. The Employer may terminate the Executive's  employment during the
Employment Period for Cause. For purposes of this Agreement,  "Cause" shall mean
(i) a material  breach by the  Executive of the  Executive's  obligations  under
paragraph  2 above  (other  than as a  result  of  temporary  incapacity  due to
physical or mental  illness,  or Disability)  which is willful and deliberate on
the  Executive's  part,  which is committed  in bad faith or without  reasonable
belief that such breach is in the best  interests of the Employer,  and which is
not remedied in a reasonable  period of time (to be not less than 15 days) after
receipt of written  notice from the Employer  specifying  such breach;  (ii) the
conviction of the Executive for a felony,  or (iii) a breach of the  Executive's
fiduciary duty to the Employer or willful  violation in the course of performing
his duties for the Employer of any law, rule or  regulation  (other than traffic
violation or other minor offenses).  No act or failure to act on the Executive's
part shall be considered  willful unless done or omitted to be done in bad faith
and  without  reasonable  belief  that the  action or  omission  was in the best
interest of the Employer.

     C.  Good  Reason.  The  Executive's  employment  may be  terminated  by the
Executive at any time for Good Reason.  For  purposes of this  Agreement,  "Good
Reason" shall mean:

     (i) the  assignment  by the  Employer  of any  duties  inconsistent  in any
respect with the Executive's  position (including status,  offices,  titles, and
reporting requirement), authority, duties or responsibilities as contemplated by
paragraph 2 or any other action by the Employer which results in a diminution in
such  position,  authority,  duties,  or  responsibilities,  excluding  for this
purpose an  isolated,  insubstantial,  and  inadvertent  action not taken in bad
faith and which is remedied by the Employer  promptly  after  receipt of' notice
thereof given by the Executive;

     (ii) any failure by the  Employer to comply with any of the  provisions  of
this Agreement, other than an isolated,  insubstantial,  and inadvertent failure
not occurring in bad faith and which is remedied by the Employer  promptly after
receipt of notice thereof given by the Executive;

          (iii) a Change in Control. For the purposes of this Agreement, 'Change
          in Control' shall mean:

          (i) an  acquisition  of any voting  securities  of the Employer by any
          "Person"  (as the term person is used for  purposes of Section 3(d) or
          14(d)  of the  Securities  Exchange  Act of 1934  (the  "1934  Act")),
          immediately after which such Person has "Beneficial Ownership" (within
          the  meaning of Rule 13d-d  promulgated  under the 1934 Act) of 25% or
          more of either (a) the then outstanding  shares of common stock of the
          Employer  or (b) the  combined  voting  power of the then  outstanding
          voting  securities of the Employer  entitled to vote  generally in the
          election of directors;

          (ii) individuals  who, as of the Effective Date,  constitute the Board
          of Directors of Employer cease for any reason to constitute at least a
          majority of the Board; provided, however, that any individual becoming
          a  director  subsequent  to the  Effective  Date  whose  election,  or
          nomination for election by the Employer's  shareholders,  was approved
          by a vote of at least a majority of the directors then  comprising the
          Board of Directors  shall be considered as though such individual were
          a member of the Board of  Directors  of Employer  as of the  Effective
          Date;

          (iii) approval by the  shareholders  of Employer of a  reorganization,
          merger,  or  consolidation,  in each case unless the  shareholders  of
          Employer   immediately   before  such   reorganization,   merger,   or
          consolidation own, directly or indirectly,  immediately following such
          reorganization,  merger,  or  consolidation at least a majority of the
          combined  voting power of the  outstanding,  voting  securities of the
          corporation   resulting   from   such   reorganization,   merger,   or
          consolidation in substantially  the same proportion as their ownership
          of the  voting  securities  immediately  before  such  reorganization,
          merger, or consolidation; or

          (iv)  approval  by the  shareholders  of.  Employer  of (a) a complete
          liquidation  or  dissolution  of the Employer or (b) the sale or other
          disposition of all or substantially all of the assets of the Employer,

     D. Without  Cause.  Either the Employer or the Executive may terminate this
Agreement  without Cause or reason upon not less than 30 days written  notice to
the other, setting forth the effective date of termination.

     E. Notice of Termination.  Any termination by the Employer for Cause, or by
the  Executive  for Good  Reason,  shall be  communicated  to the other party by
Notice of Termination. For purposes of this Agreement, a "Notice of Termination"
means (i) a written notice which indicates the specific termination provision in
this  Agreement  relied  upon,  (ii) to the  extent  applicable  sets  forth  in
reasonable  detail  the facts and  circumstances  claimed to provide a basis for
termination  of the  Executive's  employment,  and (iii)  specifies  the Date of
Termination.  The failure by the  Executive  or the Employer to set forth in the
Notice of Termination any fact or circumstance which contributes to a showing of
Good Reason or Cause shall not waive any right of the  Executive or the Employer
hereunder or preclude the Executive or the Employer from  asserting such fact or
circumstance in enforcing the Executive's or the Employer's rights hereunder.

     F. Date of Termination. "Date of Termination" means (i) the end of the term
of the  Agreement  specified in  paragraph 3 (as such term may be extended  from
time to time by written  agreement  of both  parties) if Employer  has given any
combination of a total of six (6) months of notice or severance pay (such pay to
consist of the applicable prorated Base Salary and Incentive Compensation); (ii)
if the Executive's employment is terminated by the Employer for Cause, or by the
Executive for Good Reason,  the date  specified in the Notice of  Termination as
the Date of Termination;  (iii) if the  Executive's  employment is terminated by
reason  of death or  Disability,  the  date of  death  of the  Executive  or the
Disability  Effective  Date,  as the  case may be;  and (iv) if the  Executive's
employment is terminated by either party other than for death, Disability, Cause
or Good Reason,  the date set forth in the notice required under subparagraph D.
above as the Date of Termination is to be effective.

     10.  Obligations of the Employer upon Termination.  Upon the termination of
the  Executive's  employment for any reason,  the Executive shall be entitled to
Base Salary and all benefits  (including  accrued  vacation) through the Date of
Termination.  Upon the termination of the Executive's  employment  other than by
(i) the  expiration  of the  Employment  Period (or any extension of such term),
(ii) the Executive  without Good Reason,  or (iii) the Employer with Cause,  the
Executive  shall in addition be entitled to receive (i) a lump sum payment equal
to the  present  value of the  Executive's  annual Base Salary as of the Date of
Termination  (ii) a lump  sum  payment  of the  present  value  of the pro  rata
Incentive  Compensation  payment as determined  through the Date of Termination;
and (iii) all unvested options to acquire the Employer's common stock granted to
the Executive  pursuant to the Stock Option Agreement  between the Executive and
the  Employer  of  even  date  herewith  shall   immediately   vest  and  become
exercisable. For purposes of this Agreement, "present value" shall be determined
by using the "Applicable  Federal Rate" for the period  corresponding  with that
period over which the present  value is being  determined.  The lump sum payment
shall be paid no later  than  thirty  days  after  the  Date of  Termination  in
immediately available United States funds.

     11. Mitigation of Damages.  The Executive shall not be required to mitigate
damages or the  amount of any  payment  provided  for under  this  Agreement  by
seeking  other  employment  or  otherwise,  nor shall the amount of any  payment
provided for under this Agreement be reduced by any  compensation  earned by the
Executive as the result of  self-employment or employment by another employer or
otherwise.

     12. Mandatory Deductions. Any amounts to which the Executive is entitled as
compensation,  bonus, merit bonus, or any other form of compensation  subject to
withholding shall be subject to usual deduction for appropriate federal,  state,
and local income tax obligations of the Executive.

     13.  Notices.  Any notice  provided for in this Agreement shall be given in
writing.  Notices  shall be  effective  from the date of receipt,  if  delivered
personally  to the party to whom  notice is to be given,  or on the  second  day
after mailing, if mailed by first class mail, postage prepaid.  Notices shall be
properly addressed to the parties at their respective  addresses set forth below
or to such  other  address  as either  party may later  specify by notice to the
other:

                  If to the Employer:

                           AccuStaff Incorporated
                           6440 Atlantic Boulevard
                           Jacksonville, Florida 32211
                           Attn: Chief Executive Officer
                           or Its Then Current Address

                  If to the Executive:

          To  the  then  current  address  of  the  Executive  appearing  in the
          corporate records of the Company

     14. Entire  Agreement.  This  Agreement  contains the entire  agreement and
supersedes  all prior  agreements  and  understandings,  oral or  written,  with
respect to the subject matter  hereof.  This Agreement may be changed only by an
agreement  in  writing  signed by the party  against  whom any  waiver,  change,
amendment or modification is sought.

     15. Waiver. The waiver by one party of a breach of any of the provisions of
this Agreement by the other shall not be construed as a waiver of any subsequent
breach.

     16.  Governing Law, Venue. The Agreement shall be construed and enforced in
accordance with the laws of the State of Florida.  Duval County,  Florida, shall
be the proper venue for any litigation arising out of this Agreement.

     17. Paragraph Headings. Paragraph headings are for convenience only and are
not intended to expand or restrict the scope or substance of the  provisions  of
this Agreement.

     18.  Assignability.  The rights and  obligations of the Employer under this
Agreement shall inure to the benefit of and shall be binding upon the successors
and assigns of the Employer.  This Agreement is a personal employment  agreement
and the rights, obligations, and interests of the Executive hereunder may not be
sold, assigned, transferred, pledged, or hypothecated.

     19. Severability.  If any provision of this Agreement is held by a court of
competent  jurisdiction  to be invalid or  unenforceable,  the  remainder of the
Agreement shall remain in full force and shall in no way be impaired.

     20.   Counterparts.   This  Agreement  may  be  executed  in  two  or  more
counterparts,  each of which  shall be deemed an  original,  and it shall not be
necessary,  in making proof of this  Agreement to account for more than one such
counterpart.

          IN WITNESS WHEREOF, the parties have executed this Agreement as of the
          date first above written.

                             ACCUSTAFF INCORPORATED


                         By: /s/ Derek E. Dewan________
                                 Derek E. Dewan
                 Chairman, President and Chief Executive Officer


                                  THE EXECUTIVE
                         By: /s/ Timothy D. Payne______
                                    Tim Payne