<PAGE>

                                                                   Exhibit 10.23

                         SEVERANCE AND RELEASE AGREEMENT

      James Ingraham ("EMPLOYEE") and HRB Management, Inc. enter into this
Separation and Release Agreement ("Release Agreement") under the terms and
conditions recited below:

I.    RECITATIONS

      A.    Due to changing business needs EMPLOYEE has been notified that his
            employment with HRB Management, Inc. will end on February 10, 2004
            (the "Separation Date") due to elimination of his position.

      B.    EMPLOYEE and HRB Management, Inc. want to enter into a full and
            final settlement of all issues and matters between them, occurring
            on or before the later of the Separation Date or the date EMPLOYEE
            signs this Release Agreement. These include, but are not limited to,
            any issues and matters that may have arisen out of EMPLOYEE's
            employment with or separation from HRB Management, Inc..

      C.    For that reason and in exchange for the mutual promises of EMPLOYEE
            and HRB Management, Inc. set forth in this Release Agreement (which
            both parties agree are sufficient and valuable consideration),
            EMPLOYEE and HRB Management, Inc. have agreed to the terms and
            conditions set out below.

II.   BASIC TERMS OF THE RELEASE AGREEMENT

      A.    HRB MANAGEMENT, INC. AGREES TO THE FOLLOWING:

            1.    Upon receipt of a fully executed copy of this Release
                  Agreement and after the expiration of the period defined in
                  paragraph

                                        1

<PAGE>

                  III(B) below, HRB Management, Inc. agrees to provide EMPLOYEE
                  with the payments and benefits to which EMPLOYEE would be
                  entitled under the H&R Block Severance Plan (the "Plan"). A
                  copy of the Plan is attached to this Release Agreement as
                  Exhibit A. To be fully executed, EMPLOYEE's signature must be
                  notarized. EMPLOYEE is not entitled to any payments or
                  benefits under the Plan unless EMPLOYEE signs and returns this
                  Release Agreement within twenty-one (21) calendar days of
                  being presented with it. EMPLOYEE may, at his option, elect to
                  waive the twenty-one (21) calendar day consideration period,
                  through signature of this Release Agreement, at any time prior
                  to the conclusion of the twenty-one (21) day period. Assuming
                  EMPLOYEE chooses to sign this Release Agreement and that such
                  signature becomes binding because EMPLOYEE has not revoked his
                  signature within seven (7) calendar days after signing, the
                  terms of the Plan govern the payments and benefits to which
                  EMPLOYEE is entitled. EMPLOYEE is not entitled to any payments
                  or benefits under the Plan unless EMPLOYEE fully executes and
                  returns this Release Agreement to: Connie Greenfield,
                  Compensation Department, H&R Block, 4400 Main Street, Kansas
                  City, MO 64111.

                                        2

<PAGE>

            2.    As set forth in the Plan (in the event of any discrepancy, the
                  terms of the Plan control), the payments available to the
                  EMPLOYEE under the Plan are:

                  NONDISCRETIONARY AMOUNT: $441,000.00 (to be paid in
                  semi-monthly or bi-weekly installments as determined by HRB
                  Management, Inc. during the Severance period).

                  SEVERANCE PERIOD: 12.00 months (unless earlier terminated in
                  accordance with the Plan).

                  Any change to the consideration given for this Release

                  Agreement, whether material or immaterial, shall not cause the

                  21-day period to start over.

      B.    EMPLOYEE AGREES TO THE FOLLOWING:

            1.    Release of Claims. EMPLOYEE agrees to release and discharge
                  HRB Management, Inc., and any of its related companies,
                  present and former officers, agents, successors, assigns,
                  other employees and attorneys from any and all claims arising
                  before the later of the Separation Date or the date EMPLOYEE
                  signs the Release and Agreement including, without limitation,
                  any claims that may have arisen from EMPLOYEE's employment
                  with or separation from HRB Management, Inc., all as more
                  fully set forth in paragraphs IV(A) through (E) below.

                                        3

<PAGE>

            2.    Confidential Information. EMPLOYEE agrees, during and after
                  the term of this Release Agreement he will not, without the
                  prior written consent of HRB Management, Inc., directly or
                  indirectly use for the benefit of any person or entity other
                  than HRB Management, Inc., or make known, divulge or
                  communicate to any person, firm, corporation or other entity,
                  any confidential or proprietary information, knowledge or
                  trade secrets acquired, developed or learned of by EMPLOYEE
                  during his employment with HRB Management, Inc.. EMPLOYEE
                  shall not retain after the Separation Date, any document,
                  record, paper, disk, tape or compilation of information
                  relating to any such confidential information.

            3.    Return of HRB Management, Inc.'s Property. EMPLOYEE shall
                  return to HRB Management, Inc. by the Separation Date, any and
                  all things in his possession or control relating to HRB
                  Management, Inc. and its related entities, including but not
                  limited to any equipment issued to EMPLOYEE, all
                  correspondence, reports, contracts, financial or budget
                  information, personnel or labor relations files, office keys,
                  manuals, and all similar materials not specifically listed
                  here.

            4.    Non-solicitation of HRB Management, Inc.'s Employees. EMPLOYEE
                  shall not solicit any HRB Management, Inc. employee or any
                  employee of HRB Management, Inc.'s parent,

                                        4

<PAGE>

                  subsidiary or affiliate companies, for any purpose whatsoever
                  for a one-year period after the Termination Date.

            5.    Non-disparagement. EMPLOYEE agrees he will not disparage HRB
                  Management, Inc. or make or solicit any comments to the media
                  or others that may be considered derogatory or detrimental to
                  the good business name or reputation of HRB Management, Inc..
                  This clause has no application to any communications with the
                  Equal Employment Opportunity Commission or any state or local
                  agency responsible for investigation and enforcement of
                  discrimination laws.

III.  ACKNOWLEDGMENTS AND ADDITIONAL TERMS

      A.    Revocation Period. EMPLOYEE acknowledges that if he accepts the
            terms of this Release Agreement he will have seven (7) calendar days
            after the date he signs this Release Agreement to revoke her/his
            acceptance of its terms. Such revocation, to be effective, must be
            delivered by written notice, in a manner so the notice is received
            on or before the seventh day by: Connie Greenfield, Compensation
            Department, H&R Block, 4400 Main Street, Kansas City, MO 64111.

      B.    Opportunity to Consult Attorney. EMPLOYEE acknowledges he has
            consulted or has had the opportunity to consult with her/his
            attorney prior to executing the Release Agreement.

      C.    No Admission of Liability. EMPLOYEE and HRB Management, Inc. agree
            nothing in this Release Agreement is an admission by either of

                                        5

<PAGE>

            any wrongdoing, either in violation of an applicable law or
            otherwise, and that nothing in this Release Agreement is to be
            construed as such by anyone.

      D.    Additional Consideration. EMPLOYEE agrees provision of the payments
            and benefits set forth in paragraph II(A)(1) is valuable
            consideration to which EMPLOYEE would not otherwise be entitled.

      E.    Choice of Law. All disputes which arise out of the interpretation
            and enforcement of this Release Agreement shall be governed by the
            laws of the State of Missouri without giving effect to its choice of
            law provisions.

      F.    Entire Agreement. This Release Agreement, including the terms of the
            Plan attached as Exhibit A, is the entire agreement between the
            parties. The parties acknowledge the terms of the Plan can be
            terminated or changed according to the terms set forth in the Plan.
            The parties acknowledge the terms of this Release Agreement can only
            be changed by a written amendment to the Release Agreement signed by
            both parties.

      G.    No Reliance. The parties have not relied on any representations,
            promises, or agreements of any kind made to them in connection with
            this Release and Agreement, except for those set forth in writing in
            this Release Agreement or in the Plan.

                                        6

<PAGE>

      H.    Separate Signatures. Separate copies of this Release Agreement shall
            constitute originals which may be signed separately but which
            together will constitute one single agreement.

      I.    Effective Date. This Release Agreement becomes effective and binding
            on the eighth calendar day following EMPLOYEE's execution of the
            Release Agreement.

      J.    Severability. If any provision of this Release Agreement, including
            the Plan, is held to be invalid, the remaining provisions shall
            remain in full force and effect.

      K.    Continuing Obligations. Any continuing obligations EMPLOYEE has
            after separation of employment pursuant to any employment agreement
            with HRB Management, Inc., the Plan, or by operation of law survive
            this Release Agreement. The terms of this Release Agreement add to
            any such obligations and are not intended to otherwise modify them
            in any way.

      L.    Paragraph Headings. Paragraph headings contained in this Release
            Agreement are for convenience only and shall not in any manner be
            construed as a part of this Release Agreement.

      M.    Waive Notice Period. By this Severance and Release Agreement, the
            parties agree to waive any notice of termination required by either
            Section 1.06(b) of the Employment Agreement dated as of September
            12, 2001 between HRB Management, Inc. and EMPLOYEE (the "Employment
            Agreement") or any HRB Management, Inc. policy,

                                        7

<PAGE>

            without such waiver affecting any of HRB Management, Inc.'s or
            EMPLOYEE's rights or benefits dependent on such notice.

IV.   RELEASE

      A.    In consideration of the recitations and agreements listed above,
            EMPLOYEE releases, and forever discharges HRB Management, Inc., and
            each and every one of its parent, affiliate, subsidiary, component,
            predecessor, and successor companies, and their respective past and
            present agents, officers, executives, employees, attorneys,
            directors, and assigns (collectively the "Releasees"), from any and
            all matters, claims, charges, demands, damages, causes of action,
            debts, liabilities, controversies, claims for attorneys' fees,
            judgments, and suits of every kind and nature whatsoever, foreseen
            or unforeseen, known or unknown, which have arisen between EMPLOYEE
            and the Releasees up to the later of the Separation Date or the date
            EMPLOYEE signs this Release Agreement.

      B.    This release of claims includes, but is not limited to: (1) any
            claims he may have relating to any aspect of her/his employment with
            the Releasees and/or the separation of that employment, (2) any
            breach of an actual or implied contract of employment between
            EMPLOYEE and the Releasees, (3) any claim of unjust or tortious
            discharge, (4) any common-law claim (including but not limited to
            fraud, negligence, intentional or negligent infliction of emotional
            distress, negligent hiring/retention/supervision, or defamation),
            and (5)(i) any claims of

                                        8

<PAGE>

            violations arising under the Civil Rights Act of 1866, 42 U.S.C.
            Section 1981, (ii) the Civil Rights Act of 1964, 42 U.S.C. Sections
            2000e, et seq., as amended by the Civil Rights Act of 1991, (iii)
            the Age Discrimination in Employment Act, 29 U.S.C. Sections 621, et
            seq. (including but not limited to the Older Worker Benefit
            Protection Act), (iv) the Employee Retirement Income Security Act,
            29 U.S.C. Sections  1001, et seq., (v) the Fair Labor Standards Act
            of 1938, 29 U.S.C. Sections 201, et seq., (vi) the Rehabilitation
            Act of 1973, 29 U.S.C. Sections 701, et seq., (vii) the American
            with Disabilities Act, 42 U.S.C. Sections 12101, et seq., (viii) the
            Family and Medical Leave Act, 29 U.S.C.Section 2601, et seq., (ix)
            the Occupational Safety and Health Act, 29 U.S.C. Sections 651, et.
            seq., (x) the National Labor Relations Act, 29 U.S.C. Sections 151,
            et. seq., (xi) the Worker Adjustment and Retraining Notification
            Act, 29 U.S.C. Sections 2101, et seq., (6) any applicable state
            employment discrimination statute, (7) any applicable state worker's
            compensation statute, and (8) any other federal, state, or local
            statutes or ordinances.

      C.    EMPLOYEE further agrees in the event any person or entity should
            bring such a charge, claim, complaint, or action on her/his behalf,
            he hereby waives and forfeits any right to recovery under said claim
            and will exercise every good faith effort to have such claim
            dismissed. This Release Agreement does not affect, however, the
            Equal Employment

                                        9

<PAGE>

            Opportunity Commission's ("EEOC's") rights and responsibilities to
            investigate or enforce applicable employment discrimination
            statutes.

      D.    For purposes of the Age Discrimination in Employment Act ("ADEA")
            only, this Release Agreement does not affect the EEOC's rights and
            responsibilities to enforce the ADEA, nor does this Agreement
            prohibit EMPLOYEE from filing a charge under the ADEA (including a
            challenge to the validity of the waiver of claims in this Release
            Agreement) with the EEOC, or participating in any investigation or
            proceeding conducted by the EEOC. Nevertheless, EMPLOYEE agrees that
            the Releasees will be shielded against any recovery by EMPLOYEE,
            provided this Release Agreement is valid under applicable law.

      E.    EMPLOYEE agrees he waives any right to participate in any
            settlement, verdict or judgment in any class action against the
            Releasees arising from conduct occurring on or before the date
            EMPLOYEE signs this Release Agreement, and that he waives any right
            to accept anything of value or any injunctive relief associated with
            any such pending or threatened class action against the Releasees.

      F.    Notwithstanding the foregoing, the termination of EMPLOYEE's
            employment and the foregoing release will not affect or terminate
            any of the obligations of HRB Management, Inc. under this Severance
            and Release Agreement; any provisions of the Employment Agreement
            which,

                                       10

<PAGE>

            by their express terms as set forth therein, impose continuing
            obligations on HRB Management, Inc. or its affiliates following
            termination of the Employee Agreement, including, but not limited
            to, the indemnification provisions under Section 4.06 of the
            Employment Agreement; or any post-termination obligations under any
            employee benefit plan in which EMPLOYEE participated during his
            employment.

                                       11

<PAGE>

           THIS IS A RELEASE OF CLAIMS - READ CAREFULLY BEFORE SIGNING

I HAVE READ THIS SEVERANCE AND RELEASE AGREEMENT. I HAVE HAD THE OPPORTUNITY TO
OBTAIN THE ADVICE OF LEGAL COUNSEL CONCERNING THE MEANING AND EFFECT OF THIS
RELEASE AGREEMENT. HRB MANAGEMENT, INC. ADVISED ME TO SEEK THE ADVICE OF COUNSEL
ON THIS ISSUE. I FULLY UNDERSTAND THE TERMS OF THIS RELEASE AGREEMENT AND I
UNDERSTAND IT IS A COMPLETE AND FINAL RELEASE OF ANY OF MY CLAIMS AGAINST HRB
MANAGEMENT, INC.. I SIGN THE RELEASE AGREEMENT AS MY OWN FREE ACT AND DEED.

    2/10/04                                          /s/ James H. Ingraham
-----------                                          ---------------------------
Date                                                 EMPLOYEE

            Subscribed and sworn to before me, a Notary Public, this 10th day of
February, 2004.

                                                     /s/ Paula Panarisi
                                                     ---------------------------
                                                     NOTARY PUBLIC

My Commission expires:

     12/25/04

                                       12

<PAGE>

                                                     HRB Management, Inc.

Date February 11, 2004                               By: /s/ Mark A. Ernst

                                       13

<PAGE>
                                                                       EXHIBIT A

                            H&R BLOCK SEVERANCE PLAN

                      AMENDED AND RESTATED AUGUST 11, 2003

1.    Purpose. The H&R Block Severance Plan is a welfare benefit plan
established by HRB Management, Inc., an indirect subsidiary of H&R Block, Inc.,
for the benefit of certain subsidiaries of H&R Block, Inc. in order to provide
severance compensation and benefits to certain employees of such subsidiaries
whose employment is involuntarily terminated under the conditions set forth
herein. This document constitutes both the plan document and the summary plan
description required by the Employee Retirement Income Security Act of 1974.

2.    Definitions.

      (a)   "Cause" means one or more of the following grounds of an Employee's
      termination of employment with a Participating Employer:

            (i)   misconduct that interferes with or prejudices the proper
            conduct of the Company, the Employee's Participating Employer, or
            any other affiliate of the Company, or which may reasonably result
            in harm to the reputation of the Company, the Employee's
            Participating Employer, or any other affiliate of the Company;

            (ii)  commission of an act of dishonesty or breach of trust
            resulting or intending to result in material personal gain or
            enrichment of the Employee at the expense of the Company, the
            Employee's Participating Employer, or any other affiliate of the
            Company;

            (iii) commission of an act materially and demonstrably detrimental
            to the good will of the Company, the Employee's Participating
            Employer, or any other affiliate of the Company, which act
            constitutes gross negligence or willful misconduct by the Employee
            in the performance of the Employee's material duties;

            (iv)  material violations of the policies or procedures of the
            Employee's Participating Employer, including, but not limited to,
            the H&R Block Code of Business Ethics & Conduct, except those
            policies or procedures with respect to which an exception has been
            granted under authority exercised or delegated by the Participating
            Employer;

            (v)   disobedience, insubordination or failure to discharge
            employment duties;

            (vi)  conviction of, or entrance of a plea of guilty or no contest,
            to a misdemeanor (involving an act of moral turpitude) or a felony;

                                       2

<PAGE>

            (vii) inability of the Employee, the Company, the Employee's
            Participating Employer, and/or any other affiliate of the Company to
            participate, in whole or in part, in any activity subject to
            governmental regulation as the result of any action or inaction on
            the part of the Employee;

            (viii) the Employee's death or total and permanent disability. The
            term "total and permanent disability" will have the meaning ascribed
            thereto under any long-term disability plan maintained by the
            Employee's Participating Employer;

            (ix)  any grounds described as a discharge or other similar term on
            the Participating Employer's separation review form or other similar
            document stating the reason for the Employee's termination of
            employment, including poor performance; or

            (x)   any other grounds of termination of employment that the
            Participating Employer deems for cause.

      Notwithstanding the definition of Cause above, if an Employee's employment
      with a Participating Employer is subject to an employment agreement that
      contains a definition of "cause" for purposes of termination of
      employment, such definition of "cause" in such employment agreement shall
      replace the definition of Cause herein for the purpose of determining
      whether the Employee has incurred a Qualifying Termination, but only with
      respect to such Employee.

      (b)   "Company" means H&R Block, Inc.

      (c)   "Employee" means a regular full-time or part-time, active employee
      of a Participating Employer whose employment with a Participating Employer
      is not subject to an employment contract that contains a provision that
      includes severance benefits. This definition expressly excludes employees
      of a Participating Employer classified as seasonal, temporary and/or
      inactive and employees who are customarily employed by a Participating
      Employer less than 20 hours per week.

      (d)   "ERISA" means the Employee Retirement Income Security Act of 1974,
      as amended.

      (e)   "Hour of Service" means each hour for which an individual was
      entitled to compensation as a regular full-time or part-time employee from
      a subsidiary of the Company.

      (f)   "Line of Business of the Company" with respect to a Participant
      means any line of business of the Participating Employer by which the
      Participant was employed as of the Termination Date, as well as any one or
      more lines of business of any other subsidiary of the Company by which the
      Participant was employed during the two-year period preceding the
      Termination Date, provided that, if Participant's employment was, as of
      the Termination Date or during the two-year period

                                        3

<PAGE>

      immediately prior to the Termination Date, with HRB Management, Inc. or
      any successor entity thereto, "Line of Business of the Company" shall mean
      any lines of business of the Company and all of its subsidiaries.

      (g)   "Monthly Salary" means -

            (i)   with respect to an Employee paid on a salary basis, the
            Employee's current annual salary divided by 12; and

            (ii)  with respect to an Employee paid on an hourly basis, the
            Employee's current hourly rate times the number of hours he or she
            is regularly scheduled to work per week multiplied by 52 and then
            divided by 12.

      (h)   "Participant" means an Employee who has incurred a Qualifying
      Termination and has signed a Release that has not been revoked during any
      revocation period provided under the Release.

      (i)   "Participating Employer" means a direct or indirect subsidiary of
      the Company (i) listed on Schedule A, attached hereto, which may change
      from time to time to reflect new Participating Employers or withdrawing
      Participating Employers, and (ii) approved by the Plan Sponsor for
      participation in the Plan.

      (j)   "Plan" means the "H&R Block Severance Plan," as stated herein, and
      as may be amended from time to time.

      (k)   "Plan Administrator" and "Plan Sponsor" means HRB Management, Inc.
      The address and telephone number of HRB Management, Inc. is 4400 Main
      Street, Kansas City, Missouri 64111, (816) 753-6900. The Employer
      Identification Number assigned to HRB Management, Inc. by the Internal
      Revenue Service is 43-1632589.

      (l)   "Qualifying Termination" means the involuntary termination of an
      Employee, but does not include a termination resulting from:

            (i)   the elimination of the Employee's position where the Employee
            was offered another position with a subsidiary of the Company at a
            comparable salary and benefit level, or where the termination
            results from a sale of assets or other corporate acquisition or
            disposition;

            (ii)  the redefinition of an Employee's position to a lower salary
            rate or grade;

            (iii) the termination of an Employee for Cause; or

            (iv)  the non-renewal of employment contracts.

      (m)   "Release" means that agreement signed by and between an Employee who
      is eligible to participate in the Plan and the Employee's Participating
      Employer under which the Employee releases all known and potential claims
      against the Employee's

                                        4

<PAGE>

      Participating Employer and all of such employer's parents, subsidiaries,
      and affiliates.

      (n)   "Release Date" means, with respect to a Release that includes a
      revocation period, the date immediately following the expiration date of
      the revocation period in the Release that has been fully executed by both
      parties. "Release Date" means, with respect to a Release that does not
      include a revocation period, the date the Release has been fully executed
      by both parties.

      (o)   "Severance Period" means the period of time during which a
      Participant may receive benefits under this Plan. The Severance Period
      with respect to a Participant begins on the Termination Date. A
      Participant's Severance Period will be the shorter of (i) 12 months or
      (ii) a number of months equal to the whole number of Years of Service
      determined under Section 2(q), unless earlier terminated in accordance
      with Section 8 of the Plan.

      (p)   "Termination Date" means the date the Employee severs employment
      with a Participating Employer.

      (q)   "Year of Service" means each period of 12 consecutive months ending
      on the Employee's employment anniversary date during which the Employee
      had at least 1,000 Hours of Service. In determining a Participant's Years
      of Service, the Participant will be credited with a partial Year of
      Service for his or her final period of employment commencing on his or her
      most recent employment anniversary date equal to a fraction calculated in
      accordance with the following formula:

I.    NUMBER OF DAYS SINCE MOST RECENT EMPLOYMENT ANNIVERSARY DATE

                                       365

      Despite an Employee's Years of Service calculated in accordance with the
      above, an Employee whose pay grade at his or her Participating Employer
      fits in the following categories at the time of the Qualifying Termination
      will be credited with no less than the specified Minimum Years of Service
      and no more than the specified Maximum Years of Service listed in the
      following table as applicable to such pay grade:

<TABLE>
<CAPTION>
      Pay Grade          A. Minimum Years of Service   Maximum Years of Service
--------------------     ---------------------------   ------------------------
<S>                      <C>                           <C>
  81-89 and 231-235                  6                            18

   65-80, 140-145,                   3                            18
185-190, and 218-230

   57-64, 115-135,                   1                            18
175-180, and 210-217
</TABLE>

                                        5

<PAGE>

<TABLE>
<S>                                <C>                          <C>
 48-56, 100-110,                   1                            18
170, and 200-209
</TABLE>

      Notwithstanding the above, if an Employee has received credit for Years of
      Service under this Plan or under any previous plan, program, or agreement
      for the purpose of receiving severance benefits before a Qualifying
      Termination, such Years of Service will be disregarded when calculating
      Years of Service for such Qualifying Termination under the Plan; provided,
      however, that if such severance benefits were terminated prior to
      completion because the Employee was rehired by any subsidiary of the
      Company then the Employee will be re-credited with full Years of Service
      for which severance benefits were not paid in full or in part because of
      such termination.

3.    Eligibility and Participation.

      An Employee who incurs a Qualifying Termination and signs a Release that
      has not been revoked during any revocation period under the Release is
      eligible to participate in the Plan. An eligible Employee will become a
      Participant in the Plan as of the Termination Date.

4.    Severance Compensation.

      (a)   Amount. Subject to Section 8, each Participant will receive during
      the Severance Period from the applicable Participating Employer aggregate
      severance compensation equal to:

            (i)   the Participant's Monthly Salary multiplied by the
            Participant's Years of Service; plus

            (ii)  one-twelfth of the Participant's target payout under the
            Short-Term Incentive Program of the Participating Employer in effect
            at the time of his or her Termination Date multiplied by the
            Participant's Years of Service; plus

            (iii) an amount to be determined by the Participating Employer at
            its sole discretion, which amount may be zero.

      (b)   Timing of Payments. Except as stated in Section 4(c), and subject to
      Section 8,

            (i)   the sum of any amounts determined under Sections 4(a)(i) and
            4(a)(ii) of the Plan will be paid in semi-monthly or bi-weekly
            installments (the timing and amount of each installment as
            determined by the Participating Employer) during the Severance
            Period beginning after the later of the Termination Date or the
            Release Date; and

            (ii)  any amounts determined under Section 4(a)(iii) of the Plan
            will be paid in one lump sum within 15 days after the later of the
            Termination Date

                                        6

<PAGE>

            or the Release Date, unless otherwise agreed in writing by the
            Participating Employer and Participant or otherwise required by law.

      (c)   Death. In the event of the Participant's death prior to receiving
      all payments due under this Section 4, any unpaid severance compensation
      will be paid (i) in the same manner as are death benefits under the
      Participant's basic life insurance coverage provided by the Participant's
      Participating Employer, and (ii) in accordance with the Participant's
      beneficiary designation under such coverage. If no such coverage exists,
      or if no beneficiary designation exists under such coverage as of the date
      of death of the Participant, the severance compensation will be paid to
      the Participant's estate in one-lump sum.

5.    Health and Welfare Benefits.

      (a)   Benefits. In addition to the severance compensation provided
      pursuant to Section 4 of the Plan, a Participant may continue to
      participate in the following health and welfare benefits provided by his
      or her Participating Employer during the Severance Period on the same
      basis as employees of the Participating Employer:

            (i)   medical;

            (ii)  dental;

            (iii) vision;

            (iv)  employee assistance;

            (v)   medical expense reimbursement and dependent care expense
            reimbursement benefits provided under a cafeteria plan;

            (vi)  life insurance (basic and supplemental); and

            (vii) accidental death and dismemberment insurance (basic and
            supplemental).

      For the purposes of any of the above-described benefits provided under a
      Participating Employer's cafeteria plan, a Qualifying Termination
      constitutes a "change in status" or "life event."

      (b)   Payment and Expiration. Payment of the Participant's portion of
      contribution or premiums for such selected benefits will be withheld from
      any severance compensation payments paid to the Participant under this
      Plan. The Participating Employer's partial subsidization of such coverages
      will remain in effect until the earlier of:

            (i)   the expiration or earlier termination of the Employee's
            Severance Period, after which time the Participant may be eligible
            to elect to continue coverage of those benefits listed above that
            are provided under group health

                                        7

<PAGE>

            plans in accordance with his or her rights under Section 4980B of
            the Internal Revenue Code; or

            (ii)  the Participant's attainment of or eligibility to attain
            health and welfare benefits through another employer after which
            time the Participant may be eligible to elect to continue coverage
            of those benefits listed above that are provided under group health
            plans in accordance with his or her rights under Section 4980B of
            the Internal Revenue Code.

6.    Stock Options.

            (a)   Accelerated Vesting. Any portion of any outstanding incentive
            stock options and nonqualified stock options that would have vested
            during the 18-month period following the Termination Date had the
            Participant remained an employee with the Participating Employer
            during such 18-month period will vest as of the Termination Date.
            This Section 6(a) applies only to options (i) granted to the
            Participant under the Company's 1993 Long-Term Executive
            Compensation Plan, or any successor plan to its 1993 Long-Term
            Executive Compensation Plan, not less than 6 months prior to his or
            her Termination Date and (ii) outstanding at the close of business
            on such Termination Date. The determination of accelerated vesting
            under this Section 6(a) shall be made as of the Termination Date and
            shall be based solely on any time-specific vesting schedule included
            in the applicable stock option agreement without regard to any
            accelerated vesting provision not related to the Plan in such
            agreement.

            (b)   Post-Termination Exercise Period. Subject to the expiration
            dates and other terms of the applicable stock option agreements, the
            Participant may elect to have the right to exercise any outstanding
            incentive stock options and nonqualified stock options granted prior
            to the Termination Date to the Participant under the Company's 1984
            Long-Term Executive Compensation Plan, its 1993 Long-Term Executive
            Compensation Plan, or any successor plan to its 1993 Long-Term
            Executive Compensation Plan that are vested as of the Termination
            Date (or, if later, the Release Date), whether due to the operation
            of Section 6(a), above, or otherwise, at any time during the
            Severance Period and, except in the event that the Severance Period
            terminates pursuant to Section 8(a), for a period up to 3 months
            after the end of the Severance Period (notwithstanding Section 8).
            Any such election shall apply to all outstanding incentive stock
            options and nonqualified stock options, will be irrevocable and must
            be made in writing and delivered to the Plan Administrator on or
            before the later of the Termination Date or Release Date. If the
            Participant fails to make an election, the Participant's right to
            exercise such options will expire 3 months after the Termination
            Date.

            (c)   Stock Option Agreement Amendment. The operation of Sections
            6(a) and 6(b), above, are subject to the Participant's execution of
            an amendment to any affected stock option agreements, if necessary.

                                        8

<PAGE>

7.    Outplacement Services. In addition to the benefits described above, career
transition counseling or outplacement services may be provided upon the
Participant's Qualifying Termination. Such outplacement service will be provided
at the Participating Employer's sole discretion. Outplacement services are
designed to assist employees in their search for new employment and to
facilitate a smooth transition between employment with the Participating
Employer and employment with another employer. Any outplacement services
provided under this Plan will be provided by an outplacement service chosen by
the Participating Employer. The Participant is not entitled to any monetary
payment in lieu of outplacement services.

8.    Termination of Benefits. Any right of a Participant to severance
compensation and benefits under the Plan, and all obligations of his or her
Participating Employer to pay any unpaid severance compensation or provide
benefits under the Plan will terminate as of the day:

      (a)   The Participant has engaged in any conduct described in Sections
      8(a)(i), 8(a)(ii), 8(a)(iii) or 8(a)(iv), below, as the same may be
      limited pursuant to Section 8(a)(vi).

            (i)     During the Severance Period, the Participant's
            engagement in, ownership of, or control of any interest in
            (except as a passive investor in less than one percent of the
            outstanding securities of publicly held companies), or acting as
            an officer, director or employee of, or consultant, advisor or
            lender to, any firm, corporation, partnership, limited liability
            company, institution, business, government agency, or entity
            that engages in any line of business that is competitive with
            any Line of Business of the Company, provided that this Section
            8(a)(i) shall not apply to the Participant if the Participant's
            primary place of employment by a subsidiary of the Company as of
            the Termination Date is in either the State of California or the
            State of North Dakota.

            (ii)    During the Severance Period, the Participant employs or
            solicits for employment by any employer other than a subsidiary
            of the Company any employee of any subsidiary of the Company, or
            recommends any such employee for employment to any employer
            (other than a subsidiary of the Company) at which the
            Participant is or intends to be (A) employed, (B) a member of
            the Board of Directors, (C) a partner, or (D) providing
            consulting services.

            (iii)   During the Severance Period, the Participant directly or
            indirectly solicits or enters into any arrangement with any
            person or entity which is, at the time of the solicitation, a
            significant customer of a subsidiary of the Company for the
            purpose of engaging in any business transaction of the nature
            performed by such subsidiary, or contemplated to be performed by
            such subsidiary, for such customer, provided that this Section
            8(a)(iii) shall only apply to customers for whom the Participant
            personally provided services while employed by a

                                        9

<PAGE>

            subsidiary of the Company or customers about whom or which the
            Participant acquired material information while employed by a
            subsidiary of the Company.

            (iv)    During the Severance Period, the Participant
            misappropriates or improperly uses or discloses confidential
            information of the Company and/or its subsidiaries.

            (v)     If the Participant engaged in any of the conduct
            described in Sections 8(a)(i), 8(a)(ii), 8(a)(iii) or 8(a)(iv)
            during or after Participant's term of employment with a
            Participating Employer, but prior to the commencement of the
            Severance Period, and such engagement becomes known to the
            Participating Employer during the Severance Period, such conduct
            shall be deemed, for purposes of Sections 8(a)(i), 8(a)(ii),
            8(a)(iii) or 8(a)(iv) to have occurred during the Severance
            Period.

            (vi)    If the Participant is a party to an employment contract
            with a Participating Employer that contains a covenant or
            covenants relating to the Participant's engagement in conduct
            that is the same as or substantially similar to the conduct
            described in any of Sections 8(a)(i), 8(a)(ii), 8(a)(iii) or
            8(a)(iv), and any specific conduct regulated in such covenant or
            covenants in such employment contract is more limited in scope
            geographically or otherwise than the corresponding specific
            conduct described in any of such Sections 8(a)(i), 8(a)(ii),
            8(a)(iii) or 8(a)(iv), then the corresponding specific conduct
            addressed in the applicable Section 8(a)(i), 8(a)(ii), 8(a)(iii)
            or 8(a)(iv) shall be limited to the same extent as such conduct
            is limited in the employment contract and the Participating
            Employer's rights and remedy with respect to such conduct under
            this Section 8 shall apply only to such conduct as so limited.

      (b)   The Participant is rehired by his or her Participating Employer or
      hired by any other subsidiary of the Company in any position other than a
      position classified as seasonal by such employer.

9.    Amendment and Termination. The Plan Sponsor reserves the right to amend
the Plan or to terminate the Plan and all benefits hereunder in their entirety
at any time.

10.   Administration of Plan. The Plan Administrator has the power and
discretion to construe the provisions of the Plan and to determine all questions
relating to the eligibility of employees of Participating Employers to become
Participants in the Plan, and the amount of benefits to which any Participant
may be entitled thereunder in accordance with the Plan. Not in limitation, but
in amplification of the foregoing and of the authority conferred upon the Plan
Administrator, the Plan Sponsor specifically intends that the Plan Administrator
have the greatest permissible discretion to construe the terms of the Plan and
to determine all questions concerning eligibility, participation and benefits.
Any such decision made by the Plan Administrator will be binding on all
Employees, Participants, and beneficiaries, and is intended to be subject to the
most deferential standard of judicial

                                       10

<PAGE>

review. Such standard of review is not to be affected by any real or alleged
conflict of interest on the part of the Plan Administrator. The decision of the
Plan Administrator upon all matters within the scope of its authority will be
final and binding.

11.   Claims Procedures.

      (a)   Filing a Claim for Benefits. Participants are not required to submit
      claim forms to initiate payment of benefits under this Plan. To make a
      claim for benefits, individuals other than Participants who believe they
      are entitled to receive benefits under this Plan and Participants who
      believe they have been denied certain benefits under the Plan must write
      to the Plan Administrator. These individuals and such Participants are
      hereinafter referred to in this Section 11 as "Claimants." Claimants must
      notify the Plan Administrator if they will be represented by a duly
      authorized representative with respect to a claim under the Plan.

      (b)   Initial Review of Claims. The Plan Administrator will evaluate a
      claim for benefits under the Plan. The Plan Administrator may solicit
      additional information from the Claimant if necessary to evaluate the
      claim. If the Plan Administrator denies all or any portion of the claim,
      the Claimant will receive, within 90 days after the receipt of the written
      claim, a written notice setting forth:

            (i)   the specific reason for the denial;

            (ii)  specific references to pertinent Plan provisions on which the
            Plan Administrator based its denial;

            (iii) a description of any additional material and information
            needed for the Claimant to perfect his or her claim and an
            explanation of why the material or information is needed; and

            (iv)  that any appeal the Claimant wishes to make of the adverse
            determination must be in writing to the Plan Administrator within 60
            days after receipt of the notice of denial of benefits. The notice
            must advise the Claimant that his or her failure to appeal the
            action to the Plan Administrator in writing within the 60-day period
            will render the Plan Administrator's determination final, binding
            and conclusive. The notice must further advise the Claimant of his
            or her right to bring a civil action under Section 502(a) of ERISA
            following the exhaustion of the claims procedures described herein.

      (c)   Appeal of Denied Claim and Final Decision. If the Claimant should
      appeal to the Plan Administrator, the Claimant, or his or her duly
      authorized representative, must submit, in writing, whatever issues and
      comments the Claimant or his or her duly authorized representative feels
      are pertinent. The Claimant, or his or her duly authorized representative,
      may review and request pertinent Plan documents. The Plan Administrator
      will reexamine all facts related to the appeal and make a final
      determination as to whether the denial of benefits is justified under the
      circumstances. The Plan Administrator will advise the Claimant

                                       11

<PAGE>

      in writing of its decision within 60 days of the Claimant's written
      request for review, unless special circumstances (such as a hearing)
      require an extension of time, in which case the Plan Administrator will
      make a decision as soon as possible, but no later than 120 days after its
      receipt of a request for review.

12.   Plan Financing. The benefits to be provided under the Plan will be paid by
the applicable Participating Employer, as incurred, out of the general assets of
such Participating Employer.

13.   General Information. The Plan's records are maintained on a calendar year
basis. The Plan Number is 509. The Plan is self-administered and is considered a
severance plan.

14.   Governing Law. The Plan is established in the State of Missouri. To the
extent federal law does not apply, any questions arising under the Plan will be
determined under the laws of the State of Missouri.

15.   Enforceability; Severability. If a court of competent jurisdiction
determines that any provision of the Plan is not enforceable, then such
provision shall be enforceable to the maximum extent possible under applicable
law, as determined by such court. The invalidity or unenforceability of any
provision of the Plan, as determined by a court of competent jurisdiction, will
not affect the validity or enforceability of any other provision of the Plan and
all other provisions will remain in full force and effect.

16.   Withholding of Taxes. The applicable Participating Employer may withhold
from any benefit payable under the Plan all federal, state, city or other taxes
as may be required pursuant to any law, governmental regulation or ruling. The
Participant shall pay upon demand by the Company or the Participating Employer
any taxes required to be withheld or collected by the Company or the
Participating Employer upon the exercise by the Participant of a nonqualified
stock option granted under the Company's 1984 Long-Term Executive Compensation
Plan or its 1993 Long-Term Executive Compensation Plan. If the Participant fails
to pay any such taxes associated with such exercise upon demand, the
Participating Employer shall have the right, but not the obligation, to offset
such taxes against any unpaid severance compensation under this Plan.

17.   Not an Employment Agreement. Nothing in the Plan gives an Employee any
rights (or imposes any obligations) to continued employment by his or her
Participating Employer or other subsidiary of the Company, nor does it give such
Participating Employer any rights (or impose any obligations) for the continued
performance of duties by the Employee for the Participating Employer or any
other subsidiary of the Company.

18.   No Assignment. The Employee's right to receive payments of severance
compensation and benefits under the Plan are not assignable or transferable,
whether by pledge, creation of a security interest, or otherwise. In the event
of any attempted assignment or transfer contrary to this Section 18, the
applicable Participating Employer will have no liability to pay any amount so
attempted to be assigned or transferred.

                                       12

<PAGE>

19.   Service of Process. The Secretary of the Plan Administrator is designated
as agent for service of legal process. Service of legal process may be made upon
the Secretary of the Plan Administrator at:

      HRB Management, Inc.
      Attn: Secretary
      4400 Main Street
      Kansas City, Missouri 64111

20.   Statement of Erisa Rights. As a participant in the Plan, you are entitled
to certain rights and protections under ERISA, which provides that all Plan
Participants are entitled to:

      (a)   examine without charge, at the Plan Administrator's office, all
      documents governing the Plan and a copy of the latest annual report (Form
      5500 Series) filed by the Plan with the U.S. Department of Labor and
      available at the Public Disclosure Room of the Pension and Welfare Benefit
      Administration;

      (b)   obtain, upon written request to the Plan Administrator, copies of
      documents governing the operation of the Plan, copies of the latest annual
      report (Form 5500 Series) and an updated summary plan description. The
      Plan Administrator may make a reasonable charge for the copies; and

      (c)   receive a summary of the Plan's annual financial report if required
      to be filed for the year. The Plan Administrator is required by law to
      furnish each participant with a copy of this summary annual report if an
      annual report is required to be filed for the year.

      In addition to creating rights for Plan Participants, ERISA imposes duties
upon the people who are responsible for the operation of the Plan. The people
who operate your Plan, called "fiduciaries" of the Plan, have a duty to do so
prudently and in the interest of you and other Plan Participants and
beneficiaries. No one, including your Participating Employer or any other
person, may fire you or otherwise discriminate against you in any way to prevent
you from obtaining a welfare benefit or exercising your rights under ERISA.

      If your claim for a welfare benefit is denied or ignored, in whole or in
part, you have the right to know why this was done, to obtain copies of
documents relating to the decision without charge, and to appeal any denial, all
within certain time schedules.

      Under ERISA, there are steps you can take to enforce the above rights. For
instance, if you request a copy of plan documents or the latest annual report
from the Plan and do not receive them within 30 days, you may file suit in a
Federal court. In such a case, the court may require the Plan Administrator to
provide the materials to you and pay you up to $110 a day until you receive the
materials, unless the materials were not sent because of reasons beyond the
control of the Plan Administrator. If you have a claim for benefits that is
denied or ignored, in whole or in part, you may file suit in a state or Federal
court. If it should happen that you are discriminated against for asserting your
rights, you may seek assistance from the U. S. Department of Labor, or you may
file suit in

                                       13

<PAGE>

a Federal court. The court will decide who should pay court costs and legal
fees. If you are successful, the court may order the person you have sued to pay
these costs and fees. If you lose, the court may order you to pay these costs
and fees, for example, if it finds your claim is frivolous.

      If you have any questions about the Plan, you should contact the Plan
Administrator. If you have questions about this statement or about your rights
under ERISA, or if you need assistance in obtaining documents from the Plan
Administrator, you should contact the nearest office of the Pension and Welfare
Benefits Administration, U.S. Department of Labor, listed in your telephone
directory or the Division of Technical Assistance and Inquiries, Pension and
Welfare Benefits Administration, U.S. Department of Labor, 200 Constitution
Avenue N.W., Washington, D.C. 20210. You may also obtain certain publications
about your rights and responsibilities under ERISA by calling the publications
hotline of the Pension and Welfare Benefits Administration.

IN WITNESS WHEREOF, HRB Management, Inc. adopts this Severance Plan, as amended
and restated, effective this 11th day of August, 2003.

                                           HRB MANAGEMENT, INC.

                                           /s/ Mark A, Ernst
                                           -------------------------------------
                                           Mark A. Ernst
                                           President and Chief Executive Officer

                                       14

<PAGE>

                                   SCHEDULE A

                             Participating Employers

Block Financial Corporation

Financial Marketing Services, Inc.

Franchise Partner, Inc.

H&R Block Investments, Inc.

H&R Block Services, Inc. and its U.S.-based direct and indirect subsidiaries

HRB Business Services, Inc.

H&R Block Small Business Resources, Inc.

HRB Management, Inc.

HRB Retail Services, Inc.

OLDE Financial Corporation and its U.S.-based direct and indirect subsidiaries,

which subsidiaries include H&R Block Financial Advisors, Inc.

                                       15