NEWCASTLE
PARTNERS, L.P.
200
CRESCENT COURT, SUITE 1400
DALLAS, TEXAS 75201
TEL: (214) 661-7474  FAX: (214) 661-7475 February 15, 2007 VIA FACSIMILE AND FEDERAL EXPRESS The ServiceMaster
Company
3250
Lacey Road, Suite 600
Downers
Grove, Illinois 60515
Attn: Sandra L. Groman, Corporate Secretary Re:
Notice of Intention to Nominate Individuals for Election
as
  Directors and to Submit a Business Proposal for Consideration
  at the 2007 Annual Meeting of Stockholders of The ServiceMaster Company Dear
Ms. Groman: This
letter shall serve to satisfy the advance notice requirements of Article Four,
Section 4.5(g) of the Bylaws (the Bylaws) of The ServiceMaster Company (ServiceMaster)
as to the nomination by Newcastle Partners, L.P., a Texas limited partnership (Newcastle),
of four (4) nominees
for election to the Board of Directors of ServiceMaster (the ServiceMaster
Board) at the 2007 annual meeting of stockholders of ServiceMaster, or any
other meeting of stockholders held
in lieu thereof, and any adjournments, postponements, reschedulings or
continuations thereof (the Annual Meeting). This letter shall also serve to
satisfy the advance notice requirements of
Article Three, Section 3.13 of the Bylaws as to the submission of a business
proposal to adopt a stockholder resolution recommending to the ServiceMaster
Board that ServiceMaster reimburse
Newcastle for its expenses incurred in connection with the proxy solicitation to elect its nominees at the Annual
Meeting, including, but not limited to, all litigation expenses resulting therefrom. It is our belief that the
stockholders should have the affirmative right to vote on whether to reimburse
our expenses and that our business proposal affords the stockholders such right. This
letter and all Exhibits attached hereto are collectively referred to as the Notice.
Newcastle
is the beneficial owner of 4,079,000 shares of common stock, $.01 par value per
share (the Common
Stock), of ServiceMaster, 1,000 shares of which are held of record by Newcastle. Newcastle
Capital Management, L.P. (NCM) is the general partner of Newcastle. Newcastle Capital Group,
L.L.C. (NCG) is the general partner of NCM. Mark E. Schwarz is the managing member of
NCG. Accordingly, NCM, NCG and Mr. Schwarz may each be deemed to be the beneficial
owner of the 4,079,000 shares of Common Stock held by Newcastle. The current
address and daytime telephone number of Newcastle, NCM, NCG and Mr. Schwarz is 200 Crescent Court,
Suite 1400, Dallas, Texas 75201, Telephone: (214) 661-7474. As Newcastle has recently
moved offices, Newcastles address, as it appears on ServiceMasters books, may
still be 300 Crescent Court, Suite 1110, Dallas, Texas 75201. In addition to
the 4,079,000
shares of Common Stock owned by Newcastle, NCM and Mr. Schwarz may be   deemed
to beneficially own an additional 3,274,900 shares of Common Stock owned by
certain managed accounts (the Managed Accounts) by virtue of their power to
vote and dispose of such shares pursuant to account management agreements to which NCM is a party.
The shares of
Common Stock owned by Newcastle and the Managed Accounts were purchased and/or
are held in
margin accounts.

Through
this Notice, Newcastle hereby (i) nominates Mark E. Schwarz, James A. Risher, Dale A. Booth and
Michael T. Leatherman as nominees (the Nominees) to be elected to the ServiceMaster Board at
the Annual Meeting, and (ii) submits a business proposal to adopt a stockholder
resolution recommending to the ServiceMaster Board that ServiceMaster reimburse
Newcastle
for all expenses it incurs in connection with the proxy solicitation to elect
the Nominees
at the Annual Meeting, including, but not limited to, all litigation expenses
resulting therefrom.

Election of Directors

Mark E. Schwarz (Age 46) is the Chairman, Chief
Executive Officer and Portfolio Manager of Newcastle Capital Management, L.P., a private
investment management firm he founded in 1993 that is the general partner of Newcastle
Partners, L.P. Mr. Schwarz has served as Chairman of the Board of Hallmark Financial Services,
Inc., a property and casualty insurance company, since October 2001 and was its Chief Executive Officer from
January
2003 to August 2006. He currently
serves as Chairman of the Board of Bell Industries, Inc., a computer systems
integrator, Pizza Inn, Inc., a
franchisor and food and supply distributor, and New Century Equity Holdings
Corp., an asset management company, and a director of Nashua Corporation, a
specialty paper, label and printing supplies manufacturer and SL
Industries, Inc., a power and data quality products
manufacturer. The principal business address and daytime telephone number of
Mr. Schwarz is c/o Newcastle Capital Management, L.P., 200 Crescent Court,
Suite 1400, Dallas, Texas 75201,
Telephone: (214) 661-7474. For information regarding purchases and sales during
the past two years by Newcastle and
the Managed Accounts of securities of ServiceMaster that may be deemed to be beneficially owned by Mr.
Schwarz, see Exhibit A.

James A. Risher (Age 63) has been the
Managing Partner of Lumina Group, LLC, a private company engaged in the
business of consulting and investing in small and mid-size companies, since 1998. Mr. Risher
has served as the CEO and president of Del Global Technologies Corporation (Del Global),
a leader in medical imaging and power electronics, since September 2006. Mr. Risher was
appointed interim CEO of Del Global in August 2006. In addition, Mr. Risher has served as a director of Del Global
since June 2004. From February 2001 to May 2002,
Mr. Risher served as Chairman and Chief Executive Officer of BlueStar Battery
Systems International, Inc. (BlueStar),
a Canadian public company that is an e-commerce distributor of electrical and electronic products to selected
automotive aftermarket segments and targeted industrial markets.
BlueStar filed a CCAA (a petition for reorganization under Canadian bankruptcy laws) in August 2001, and a plan of
reorganization was approved in November 2001. From 1986 to 1998, Mr. Risher served as a director, Chief Executive
Officer and President of Exide Electronics Group, Inc. (Exide), a global
leader in the uninterruptible power supply industry. He also served as Chairman of Exide from December 1997 to
July 1998. Mr. Risher currently serves as a director of SL Industries,
Inc., a power and data quality products manufacturer,
in addition to Del Global. The principal business address and daytime telephone

number
of Mr. Risher is c/o Lumina Group, LLC, 1900 Eastwood Road, Suite 11,
Wilmington, NC 28403, Telephone: (910) 256-3044. Mr. Risher does not beneficially
own, and has not purchased or sold during the past two years, any securities of
ServiceMaster and disclaims beneficial ownership of the shares of Common Stock owned
by Newcastle and the Managed Accounts.

Dale A. Booth (Age 48) is the Managing
Partner of Booth Partners LLC, a consulting firm he founded in 2004. Mr.
Booth served as the President and CEO of NextiraOne, a privately held enterprise
communications solutions, from 2004 to 2006. Prior to NextiraOne, Mr. Booth was
Chief
Executive Officer of Daisytek International (Daisytek), a global distributor
of computer products,
from 2003 to 2004. Mr. Booth also served as director of Daisytek since 2000.
From 2000
to 2003, Mr. Booth was Chairman and Chief Executive Officer of Enginex Networks,
a technology services firm he founded in 2000. Prior to Enginex Networks, Mr.
Booth spent 14 years with Fujitsu Network Communications a manufacturer of
high-density optical transmission products where Mr. Booth served as President of the
professional services consulting division. Mr. Booth currently serves on the board of
Alliance Systems Inc., a privately held provider of high density computing
platforms, and was formerly a director at publicly held Riverstone Networks
Inc. and privately held Telcove Inc. The principal business address and daytime
telephone
number of Mr. Booth is 5956 Sherry Lane Suite 1000, Dallas, TX 75225, (214)
392-0122. Mr. Booth does not beneficially own, and has not purchased or sold
during the past two years, any
securities of ServiceMaster and disclaims beneficial ownership of the shares of
Common Stock owned by Newcastle and the
Managed Accounts.

Michael T. Leatherman (Age 53) is currently a
business consultant specializing in strategic planning, organizational effectiveness, internal
process control, financial modeling and acquisitions. Prior to retiring, Mr.
Leatherman was the Executive Vice President, Chief Financial Officer and Chief Information
Officer at Wallace Computer Services (Wallace) from 1998 to 2000. At Wallace, Mr.
Leatherman also served as Senior Vice President and Chief Information Officer from
1994 to 1998 and Vice President of Information Technology from 1990 to 1994. From 1985 to
1990, Mr. Leatherman served as Chief Executive Officer of FSC Paper Corporation, and
served as the companys Chief Financial Officer from 1984 to 1985. Mr. Leatherman currently
serves as a director of Nashua Corporation, a specialty paper, label and printing
supplies manufacturer. The principal business address and daytime telephone number of Mr.
Leatherman is 22451 Merriton Road, Frankfort, IL 60423-5160, (630) 660-7562. Mr. Leatherman does
not beneficially own, and has not purchased or sold during the past two years, any
securities of ServiceMaster and disclaims beneficial ownership of the shares of Common Stock
owned by Newcastle and the Managed Accounts.

Newcastle
believes that the terms of four (4) directors currently serving on the ServiceMaster Board expire at the Annual
Meeting.
To the extent there are in excess of four (4) vacancies on the
ServiceMaster Board to be filled by election at the Annual Meeting or ServiceMaster increases the size of the
ServiceMaster Board above its existing size, Newcastle reserves the right to nominate additional nominees
to be elected to the ServiceMaster Board at the Annual Meeting.
Additional nominations made pursuant to the preceding sentence are without prejudice to the position of Newcastle
that any attempt to increase the size of the current ServiceMaster Board or to reconstitute or reconfigure
the classes on which the current directors

serve constitutes an unlawful manipulation of ServiceMasters corporate
machinery. If this Notice shall be deemed for any reason by a court of
competent jurisdiction or otherwise to be ineffective
with respect to the nomination of any of the Nominees at the Annual Meeting, or
if any individual Nominee shall be unable to serve for any reason, this
Notice shall continue to be effective with respect to the remaining Nominee(s)
and as to any replacement Nominee(s) selected
by Newcastle.

A
representative of Newcastle intends to appear in person or by proxy at the
Annual Meeting to nominate
the persons specified in this Notice for election to the ServiceMaster Board.

Each of the
Nominees has consented to be named as a nominee in this Notice, to be named as a nominee in any proxy statement filed by
Newcastle in connection with its solicitation and to serve as a director
of ServiceMaster, if so elected. Such consents are attached hereto as Exhibit
B. Each such consent also contains the undertaking required in Article
Four, Section 4.5(g)(7)(v) of the Bylaws.

Reimbursement of Expenses

Newcastle
is submitting a proposal for consideration by the stockholders at the Annual Meeting
to adopt the following resolution recommending to the ServiceMaster Board that ServiceMaster reimburse Newcastle for its expenses
incurred in connection with the proxy solicitation to elect its
Nominees, including, but not limited to, all litigation expenses resulting therefrom:

Resolved, that the stockholders recommend to the Board of Directors
  that The ServiceMaster Company reimburse Newcastle Partners, L.P. for all
  expenses it incurs in connection with its solicitation of
  proxies for the annual meeting of stockholders
  scheduled to be held on [Date of Stockholder Meeting], or any advancements,
  postponements, rescheduling or continuation thereof, including, but not limited to, all litigation expenses
  resulting therefrom.Newcastle
is seeking reimbursement of its expenses from ServiceMaster because it believes
that the proxy solicitation will benefit all stockholders of ServiceMaster.
Although Newcastle is expending its own
working capital to finance its solicitation while ServiceMaster management is
paying for its solicitation with ServiceMasters cash, the Nominees, if
elected, will not seek reimbursement
on behalf of Newcastle if ServiceMasters stockholders do not approve this proposal. Newcastle hereby affirms
that it has satisfied the requirements specified in Section 3.13(b) of the
Bylaws for presentation of the foregoing proposal. If this Notice shall be deemed for any reason by a court of competent
jurisdiction or otherwise to be ineffective with respect to the
submission of the foregoing business proposal at the Annual Meeting, this
Notice shall continue to be effective with
respect to the nomination of the Nominees as set forth above.

Additional Information on Newcastle and the
Nominees

NCM
has entered into certain account management agreements with investors including
Compass SAV LLC and Compass
Offshore SAV PCC Limited pursuant to which NCM has been granted certain investment authority with respect
to securities accounts of such entities. In the case of Compass SAV LLC and
Compass Offshore SAV PCC, the investing activities in these

accounts are limited to the securities of ServiceMaster. NCM has
acquired shares of Common Stock of
ServiceMaster on behalf of these managed accounts and has the power to vote and
dispose of such shares pursuant to the account management agreements. In
addition, NCM and Starboard Value and
Opportunity Master Fund Ltd. are parties to an arrangement pursuant to which NCM receives a fee equal to 8.5% of the net
profits of Starboard and its affiliates derived from their investment in ServiceMaster.

Pursuant
to letter agreements dated February 15, 2007, Newcastle agreed to indemnify each of Messrs. Schwarz, Risher, Booth and
Leatherman against any and all claims of any nature arising from the solicitation of proxies from
ServiceMasters stockholders at the Annual Meeting and any related transactions.

Other
than as stated above, there are no arrangements or understandings between Newcastle and each Nominee or any other person or
persons pursuant to which the nomination of the Nominees and submission of the business proposal described herein
are to be made.

Except
as set forth in this Notice (including the Exhibits hereto), (i) during the
past 10 years, no Nominee has been convicted in a criminal
proceeding (excluding traffic violations or similar
misdemeanors); (ii) no Nominee directly or indirectly beneficially owns any
securities of ServiceMaster; (iii) no Nominee owns any securities of
ServiceMaster which are owned of record but
not beneficially; (iv) no Nominee has purchased or sold any securities of ServiceMaster
during the past two years; (v) no Nominee is, or within the past year was, a
party to any contract, arrangements or
understandings with any person with respect to any securities of ServiceMaster,
including, but not limited to, joint ventures, loan or option arrangements,
puts or calls, guarantees against loss or guarantees of profit, division of
losses or profits, or the giving or withholding
of proxies; (vi) no associate of any Nominee owns beneficially, directly or indirectly, any securities of ServiceMaster; (vii)
no Nominee owns beneficially, directly or indirectly, any securities of
any parent or subsidiary of ServiceMaster; (viii) no Nominee or any of his
associates was a party to any transaction, or series of similar transactions,
since the beginning of ServiceMasters last fiscal year, or is a party to any
currently proposed transaction, or series of similar transactions, to which
ServiceMaster or any of its subsidiaries was or is to be a party, in which the amount involved exceeds
$120,000; (ix) no Nominee or any of his associates has any arrangement
or understanding with any person with respect to any future employment by ServiceMaster or its affiliates, or
with respect to any future transactions to which ServiceMaster or any of its affiliates will or may be a party; and (x)
no person, including the Nominees,
who is a party to an arrangement or understanding pursuant to which the
Nominees are proposed to be elected has a substantial interest, direct
or indirect, by security holdings or otherwise
in any matter to be acted on at the Annual Meeting.

Please
address any correspondence to Newcastle Partners, L.P., Attention: Mark E.
Schwarz, telephone (214) 661-7474, facsimile (214) 661-7475 (with a copy to our
counsel, Olshan Grundman Frome
Rosenzweig & Wolosky LLP, Park Avenue Tower, 65 East 55th
Street, New York, New York 10022,
Attention: Steven Wolosky, Esq., telephone (212) 451-2333, facsimile
(212) 451-2222). The giving of this Notice is not an admission that any procedures
for notice concerning the nomination of directors or the submission of business
proposals to the ServiceMaster Board are legal, valid or binding, and Newcastle
reserves the right to challenge their
validity.

Very truly yours,NEWCASTLE PARTNERS, L.P.By:
  Newcastle Capital Management, L.P.,its General PartnerBy:
  Newcastle Capital Group, L.L.C.,its General PartnerBy:
  -s- Mark E. SchwarzMark E. Schwarz, Managing MemberEXHIBIT
A

TRANSACTIONS
IN SECURITIES OF SERVICEMASTER 
DURING THE PAST TWO YEARS

Class
  of Security

Quantity
  Purchased / (Sold)

Price
  Per Share ($)

Date of
  Purchase / SaleNewcastle Partners, L.P.Common
  Stock

193,000


10.5152

07/11/06Common
  Stock

100,000


10.5394

07/12/06Common
  Stock

100,000


10.4121

07/14/06Common
  Stock

200,000


10.0141

07/27/06Common
  Stock

284,800


10.2275

07/28/06Common
  Stock

341,100


10.2441

08/01/06Common
  Stock

15,100


10.2600

08/01/06Common
  Stock

200,000


10.4887

08/07/06Common
  Stock

100,000


10.5933

08/08/06Common
  Stock

100,000


10.7025

08/14/06Common
  Stock

200,000


10.9169

08/15/06Common
  Stock

20,000


10.9368

08/15/06Common
  Stock

100,000


10.9900

08/16/06Common
  Stock

100,000


10.9900

08/17/06Common
  Stock

75,000


11.0795

08/18/06Common
  Stock

100,000


11.0906

08/21/06Common
  Stock

300


11.0933

08/21/06Common
  Stock

100,000


11.0891

08/22/06Common
  Stock

50,000


11.0800

08/22/06Common
  Stock

100,000


11.0813

08/23/06Common
  Stock

125,000


11.0879

08/23/06Common
  Stock

200,000


11.0811

08/24/06Common
  Stock

300,000


11.0001

08/25/06Common
  Stock

4,000


11.2013

08/28/06Common
  Stock

59,500


11.1855

08/29/06Common
  Stock

7,200


10.6926

10/11/06Class
  of Security

Quantity 
  Purchased / (Sold)

Price Per
  Share ($)

Date of
  Purchase / SaleCommon
  Stock

972,000


10.9200

11/14/06Common
  Stock

(4,000
)

13.0696

11/28/06Common
  Stock

(46,000
)

13.0696

11/28/06Common
  Stock

(13,500
)

12.6294

12/20/06Common
  Stock

(300
)

12.6294

12/20/06Common
  Stock

(100,000
)

12.6294

12/20/06Common
  Stock

(100,000
)

12.6294

12/20/06Common
  Stock

(125,000
)

12.6294

12/20/06Common
  Stock

(100,000
)

12.6294

12/20/06Common
  Stock

(200,000
)

12.6294

12/20/06Common
  Stock

(75,000
)

12.6294

12/20/06Common
  Stock

(50,000
)

12.6294

12/20/06Common
  Stock

(300,000
)

12.6294

12/20/06Common
  Stock

(100,000
)

12.6294

12/20/06Common
  Stock

(100,000
)

12.6294

12/20/06Common
  Stock

(20,000
)

12.6294

12/20/06Common
  Stock

(972,000
)

12.6294

12/20/06Common
  Stock

(200,000
)

12.6294

12/20/06Common
  Stock

(100,000
)

12.6294

12/20/06Common
  Stock

(7,200
)

12.6294

12/20/06Common
  Stock

(100,000
)

12.6294

12/20/06Common
  Stock

(100,000
)

12.6294

12/20/06Common
  Stock

(193,000
)

12.6294

12/20/06Common
  Stock

(200,000
)

12.6294

12/20/06Common
  Stock

(100,000
)

12.6294

12/20/06Common
  Stock

(15,100
)

12.6294

12/20/06Common
  Stock

(341,100
)

12.6294

12/20/06Common
  Stock

(284,800
)

12.6294

12/20/06Common
  Stock

(199,000
)

12.6294

12/20/06Common
  Stock

4,096,000


12.6302

12/20/06Compass SAV LLCCommon
  Stock

14,535


11.2760

11/09/06Common
  Stock

6,794


11.3874

11/13/06Common
  Stock

889,000


10.9500

11/15/06Compass Offshore SAV PCC LimitedCommon
  Stock

20,765


11.2760

11/09/06Common
  Stock

9,706


11.3874

11/13/06Common
  Stock

1,339,000


10.9500

11/15/06Other Managed AccountsCommon
  Stock

50,000


13.1260

01/10/07Common
  Stock

7,700


13.2000

01/10/07Common
  Stock

200,000


13.2477

01/11/07Common
  Stock

100,000


13.2000

01/12/07Common
  Stock

127,400


13.0404

01/16/07Common
  Stock

30,000


13.0200

01/16/07Common
  Stock

200,000


13.0592

01/17/07Common
  Stock

26,100


13.0081

01/26/07Common
  Stock

100,000


13.0890

01/30/07Common
  Stock

100,000


13.1364

02/06/07Common
  Stock

28,900


12.9983

02/07/07Common Stock

25,000


12.9806

02/09/07EXHIBIT
B

NOMINEE CONSENTS

MARK E. SCHWARZc/o
Newcastle Capital Management, L.P.
200 Crescent Court, Suite 1400
Dallas, Texas 75201

February 15, 2007

The ServiceMaster Company
3250 Lacey Road, Suite 600
Downers Grove, Illinois 60515
Attn: Sandra L. Groman, Corporate Secretary

Dear Ms. Groman:

You are hereby notified that the
undersigned
consents to (i) being named as a nominee in the notice provided by Newcastle
Partners, L.P. (Newcastle) of its intention to nominate the undersigned as a
director of The ServiceMaster Company (ServiceMaster) at the 2007 annual
meeting of stockholders, or any other meeting of stockholders held in lieu
thereof, and any adjournments, postponements, reschedulings or continuations thereof (the
Annual Meeting), (ii) being named as a nominee in any proxy statement filed
by Newcastle in connection with the solicitation of proxies or written consents
for election of the undersigned at the Annual Meeting, and (iii) serving as a
director of ServiceMaster if elected at the Annual Meeting. In addition, the undersigned
hereby undertakes to affirm his independence under the standard
described in Section 7.5 of ServiceMasters Certificate of Incorporation at the
time of his election to the ServiceMaster Board of Directors. The foregoing
assumes that an Independent Board Majority (as defined in Section 7.5.5 of the
Certificate of Incorporation) does not conclude otherwise as described under
clause (iv) of Section 7.5.3 of the Certificate of Incorporation.

Very truly yours,-s- Mark E. SchwarzMark E. SchwarzJAMES A. RISHERc/o Lumina Group, LLC1900 Eastwood
Road,  Suite 11Wilmington, NC
28403

February 15, 2007

The ServiceMaster Company 3250 Lacey Road, Suite 600
Downers Grove, Illinois 60515 Attn: Sandra L. Groman, Corporate
Secretary

Dear Ms. Groman:

You are hereby
notified that the undersigned
consents to (i) being named as a nominee in the notice provided by Newcastle
Partners, L.P. (Newcastle) of its intention to nominate the undersigned as a
director of The ServiceMaster Company (ServiceMaster) at the 2007 annual
meeting of stockholders, or any other meeting of stockholders held in lieu
thereof, and any adjournments, postponements, reschedulings or continuations thereof (the
Annual Meeting), (ii) being named as a nominee in any proxy statement filed
by Newcastle in connection with the solicitation of proxies or written consents
for election of the undersigned at the Annual Meeting, and (iii) serving as a
director of ServiceMaster if elected at the Annual Meeting. In addition, the
undersigned hereby undertakes to affirm his independence under the standard
described in Section 7.5 of ServiceMasters Certificate of Incorporation at the time of his election to
the ServiceMaster Board of Directors. The foregoing assumes that an Independent
Board Majority (as defined in Section 7.5.5 of the Certificate of
Incorporation) does not conclude otherwise as described under clause (iv) of
Section 7.5.3 of the Certificate of Incorporation.

Very truly yours,-s- James A. RisherJames A. RisherDALE
A. BOOTH5427 Farquhar Ln.Dallas, TX 75209

February 15, 2007

The
ServiceMaster Company
3250 Lacey Road, Suite 600
Downers
Grove, Illinois 60515
Attn: Sandra L. Groman, Corporate Secretary

Dear
Ms. Groman:

You
are hereby notified that the undersigned consents to (i) being named as a
nominee in the notice provided by Newcastle Partners, L.P. (Newcastle) of its
intention to nominate the undersigned as a director of The ServiceMaster Company
(ServiceMaster) at the 2007 annual meeting of stockholders, or any other meeting of
stockholders held in lieu thereof, and any adjournments, postponements, reschedulings or
continuations thereof (the Annual Meeting), (ii) being named as a nominee in any proxy
statement filed by Newcastle in connection with the solicitation of proxies or
written consents for election of the undersigned at the Annual Meeting, and
(iii) serving as a director of ServiceMaster if elected at the Annual Meeting.
In addition, the undersigned
hereby undertakes to affirm his independence under the standard described in Section 7.5 of ServiceMasters Certificate of
Incorporation at the time of his election to the ServiceMaster Board of
Directors. The foregoing assumes that an Independent Board Majority (as defined in Section 7.5.5 of the Certificate of
Incorporation) does not conclude otherwise as described under clause (iv) of
Section 7.5.3 of the Certificate of Incorporation.

Very truly yours,-s- Dale A. BoothDale
  A. BoothMICHAEL T. LEATHERMAN22451 Merriton RoadFrankfort,
IL 60423-5160

February 15, 2007

The
ServiceMaster Company
3250
Lacey Road, Suite 600
Downers Grove, Illinois 60515Attn: Sandra L. Groman, Corporate
Secretary

Dear Ms. Groman:

You
are hereby notified that the undersigned consents to (i) being named as a
nominee in the notice provided by Newcastle Partners, L.P. (Newcastle)
of its intention to nominate the undersigned as a director of The ServiceMaster
Company (ServiceMaster) at the 2007 annual meeting
of stockholders, or any other meeting of stockholders held in lieu thereof, and
any adjournments, postponements, reschedulings or continuations thereof (the
Annual Meeting), (ii) being named
as a nominee in any proxy statement filed by Newcastle in connection with the
solicitation of proxies or written consents for election of the undersigned at
the Annual Meeting, and (iii) serving as a director of ServiceMaster if elected
at the Annual Meeting. In addition, the undersigned hereby undertakes to affirm his independence under the
standard described in Section 7.5 of ServiceMasters Certificate of
Incorporation at the time of his election to the ServiceMaster Board of
Directors. The foregoing assumes that an Independent Board Majority (as defined in Section 7.5.5 of the Certificate
of Incorporation) does not conclude otherwise as described under clause (iv) of
Section 7.5.3 of the Certificate of Incorporation.

Very truly yours,-s- Michael T. LeathermanMichael T. Leatherman