EMPLOYMENT AGREEMENT


          This  Agreement  is made as of the 16th day of October,  1997  between
Outsourcing  Solutions Inc., a Delaware  corporation,  with offices at 390 South
Woods Mill Road, Suite 150,  Chesterfield,  Missouri 63017 (the "Company"),  and
Daniel  J.  Dolan,  an  individual  residing  in  the  State  of  Missouri  (the
"Employee").

                                    RECITALS

          WHEREAS,  the Company desires to secure the services and employment of
the  Employee on behalf of the Company,  and the Employee  desires to enter into
employment  with the  Company,  upon the terms and  conditions  hereinafter  set
forth.

          NOW, THEREFORE,  in consideration of the mutual covenants and promises
contained herein, the parties hereto, each intending to be legally bound hereby,
agree as follows:

          1.  Employment.  The  Company  hereby  employs  the  Employee as Chief
Financial  Officer of the Company,  and the Employee accepts such employment for
the term of the employment  specified in Section 3 below.  During the Employment
Term (as defined below), the Employee shall serve as the Chief Financial Officer
of the Company,  performing such duties as shall be reasonably  required of such
an employee of the  Company,  and shall have such other  powers and perform such
other additional executive duties as may from time to time be assigned to him by
the  Board  of  Directors  of the  Company.  The  Employee's  primary  place  of
employment shall be St. Louis, Missouri.

          2. Performance.  The Employee will serve the Company faithfully and to
the best of his ability and will devote  substantially all of his time,  energy,
experience and talents during regular business hours and as otherwise reasonably
necessary to such employment, to the exclusion of all other business activities.

          3.  Employment  Term. The  employment  term shall begin on the date of
this Agreement and continue until December 31, 1998,  unless earlier  terminated
pursuant to Section 7 below (the "Employment Term");  provided, that on December
31,  1998 and on each  anniversary  thereafter,  the  Employment  Term  shall be
automatically  extended for an  additional  twelve  month period  unless 30 days
prior to such  anniversary  date either the Company or the  Employee  shall give
written notice of termination of the Agreement, in which case the Agreement will
terminate at the end of the then existing Employment Term..

          4. Compensation.

          (a) Salary.  During the  Employment  Term,  the Company  shall pay the
Employee a base salary,  payable in equal semimonthly  installments,  subject to
withholding and other  applicable  taxes, at an annual rate of Two Hundred Sixty
Thousand Dollars ($260,000.00).

          (b) Bonus. For the period commencing on the date of this Agreement and
ending on December  31,  1997,  the Company  shall pay the Employee a guaranteed
bonus,  subject to withholding and other applicable taxes, of $130,000,  payable
on or before January 15, 1998. Commencing on January 1, 1998, the Employee shall
be  eligible  for an  annual  bonus of up to 67% of his base  salary  and,  with
respect to the 12 months  ended  December 31,  1998,  the Company  shall pay the
Employee a guaranteed bonus,  subject to withholding and other applicable taxes,
of $70,000,  payable on or before March 15, 1999. The non-guaranteed  portion of
such annual  bonus shall be based on the  satisfaction  of  performance  targets
established by the Board of Directors on or before  December 31 of each year for
the next succeeding year.

          (c) Stock Options.  The Company shall grant to the Employee options to
purchase  75,000  shares of the Company's  common stock at an exercise  price of
$25.00 per share  pursuant to the  Company's  1995 Stock  Option and Stock Award
Plan (the "Plan").  Such options shall vest upon the satisfaction of performance
and liquidity targets as set forth in the Plan and any award agreement  pursuant
to which such options are granted.

          (d) Medical and Dental Health, Life and Disability Insurance Benefits.
During the Employment Term, the Employee shall be entitled to medical and dental
health, life insurance and disability  insurance benefits in accordance with the
Company's established practices with respect to its key employees.

          (e) Vacation;  Sick Leave.  During the  Employment  Term, the Employee
shall be entitled to vacation and sick leave in  accordance  with the  Company's
established practices with respect to its key employees.

          (f) Car Allowance.  During the Employment  Term, the Employee shall be
entitled to a $500 per month automobile  allowance,  payable on the 15th of each
month.  In addition,  parking at the Company's  office shall be provided and the
Company  will pay any parking  fees  charged by any  landlord  at the  Company's
offices.

          (g) Club Dues.  During the Employment  Term, the Company shall pay the
monthly  dues and  assessment  for the Fox Run Golf Club and the St. Louis Club;
provided,  however,  the Company may terminate payment for the St. Louis Club at
any time upon 60 days  notice.  In  addition,  the Company  shall pay the $7,500
corporate transfer fee with regard to the Fox Run Golf Club.

          5.  Expenses.  The Employee shall be reimbursed by the Company for all
reasonable  expenses  incurred by him in connection  with the performance of his
duties hereunder in accordance with policies  established by the Board from time
to time and upon receipt of appropriate documentation.

          6. Secret Processes and Confidential  Information.  For the Employment
Term and  thereafter,  (a) the Employee will not divulge,  transmit or otherwise
disclose  (except  as legally  compelled  by court  order,  and then only to the
extent required, after prompt notice to the Company of any such order), directly
or  indirectly,  other than in the regular and proper  course of business of the
Company,  any  confidential   knowledge  or  information  with  respect  to  the
operations or finances of the Company or with respect to  confidential or secret
processes, services, techniques,  customers or plans with respect to the Company
and (b) the Employee  will not use,  directly or  indirectly,  any  confidential
information for the benefit of anyone other than the Company; provided, however,
that the Employee has no obligation,  express or implied,  to refrain from using
or disclosing to others any such knowledge or information  which is or hereafter
shall  become  available  to the public  other than  through  disclosure  by the
Employee. All new processes,  techniques, know-how, inventions, plans, products,
patents and devices developed,  made or invented by the Employee,  alone or with
others, while an employee of the Company,  shall be and become the sole property
of the  Company,  unless  released in writing by the  Company,  and the Employee
hereby assigns any and all rights therein or thereto to the Company.

          During the term of this Agreement and  thereafter,  Employee shall not
take any  action to  disparage  or  criticize  to any third  parties  any of the
services  of the Company or to commit any other  action that  injures or hinders
the business relationships of the Company.

          During the term of this Agreement and  thereafter,  Employee shall not
employ,  solicit for  employment  or otherwise  contract for the services of any
employee of the Company or any of its  Affiliates (as defined below) at the time
of this Agreement or who shall subsequently become an employee of the Company or
any of its Affiliates.

          All files, records, documents,  memorandums,  notes or other documents
relating to the business of Company,  whether  prepared by Employee or otherwise
coming into his  possession  in the course of the  performance  of his  services
under this  Agreement,  shall be the exclusive  property of Company and shall be
delivered  to Company  and not  retained by Employee  upon  termination  of this
Agreement for any reason whatsoever.

          7.  Termination.  The  employment  of the  Employee  hereunder  may be
terminated at any time by the Company with or without  "cause".  For purposes of
this  Agreement,   "cause"  shall  mean:  (i)   embezzlement,   theft  or  other
misappropriation of any property of the Company or any subsidiary, (ii) gross or
willful  misconduct  resulting  in  substantial  loss  to  the  Company  or  any
subsidiary  or  substantial  damage  to the  reputation  of the  Company  or any
subsidiary,  (iii)  any  act  involving  moral  turpitude  which  results  in  a
conviction for a felony involving moral turpitude,  fraud or  misrepresentation,
(iv) gross neglect of his assigned duties to the Company or any subsidiary,  (v)
gross breach of his fiduciary  obligations to the Company or any subsidiary,  or
(vi) any chemical  dependence  which  materially  affects the performance of his
duties and  responsibilities to the Company or any subsidiary;  provided that in
the case of the  misconduct  set  forth in  clauses  (iv) and (vi)  above,  such
misconduct  shall  continue  for a period of 30 days  following  written  notice
thereof by the Company to the Employee.

          8.  Severance.  If (a) the Employee's  employment is terminated by the
Company  without  "cause"  or (b) the  Company  does  not  agree to  extend  the
Employment Term upon the expiration  thereof,  the Employee shall be entitled to
(i) receive an amount  equal to his total cash  compensation  (base  salary plus
bonus) for the year preceding the date of the Employee's termination or the date
on which the  Employment  Term  expires,  as the case may be,  such amount to be
payable,  at the Company's  option,  in a lump sum on the date of termination or
the date on which the  Employment  Term expires,  as the case may be, or ratably
over the one year period  following the date of termination  or expiration  (the
"Severance  Period") and (ii)  continue to receive the medical and dental health
benefits  referred to in Section  4(d) during the  Severance  Period;  provided,
however,  if either  such event  occurs  prior to the  extension  of the initial
Employment Term,  Employee shall be entitled to (i) $260,000,  payable in a lump
sum on the date of termination,  (ii) the guaranteed bonus payments for 1997 and
1998 referred to in Section 4(b) to the extent not previously  paid to Employee,
payable in a lump sum on the date of termination,  and (iii) continue to receive
the medical and dental  health  benefits  referred to in Section 4(d) during the
Severance Period. If the Employee's employment is terminated by the Company "for
cause",  the  Employee  shall not be entitled  to  severance  compensation.  The
Employee  covenants  and agrees  that he will not,  during  the one year  period
following the  termination of the Employee's  employment by the Company,  within
any jurisdiction or marketing area in which the Company or any of its Affiliates
(as defined below) is doing business or is qualified to do business, directly or
indirectly own, manage,  operate,  control, be employed by or participate in the
ownership,  management,  operation  or control of, or be connected in any manner
with,  any business of the type and character  engaged in and  competitive  with
that  conducted  by the  Company  or any of its  Affiliates  at the time of such
termination;  provided,  however,  that ownership of securities of 2% or less of
any  class of  securities  of a public  company  shall not be  considered  to be
competition with the Company or any of its Affiliates.  For the purposes of this
Section 8, the term  "Affiliate"  shall mean,  with respect to the Company,  any
person or entity which, directly or indirectly, owns or is owned by, or is under
common ownership with, the Company. The term "own" (including,  with correlative
meanings, "owned by" and "under common ownership with") shall mean the ownership
of 50% or more of the voting  securities  (or their  equivalent) of a particular
entity.

          9. Notice.  Any notices  required or permitted  hereunder  shall be in
writing and shall be deemed to have been given when personally delivered or when
mailed,  certified  or  registered  mail,  postage  prepaid,  to  the  following
addresses:

          If to the Employee:

                   Daniel J. Dolan


          If to the Company:

                  Outsourcing Solutions Inc.
                  390 South Woods Mill Road, Suite 150
                  Chesterfield, Missouri 63017
                  Attn:  President

          With a copy to:

                  McCown De Leeuw & Co.
                  101 East 52nd Street
                  31st Floor
                  New York, New York 10022
                  Attention:  David E. King

          10. General.

          (a)  Governing  Law;  Jurisdiction.   The  validity,   interpretation,
construction  and performance of this Agreement shall be governed by the laws of
the State of Missouri  applicable  to  contracts  executed  and to be  performed
entirely within said State. Any judicial  proceeding  brought against any of the
parties to this  Agreement or any dispute  arising out of this  Agreement or any
matter  related  hereto may be brought in the courts of the State of Missouri or
in the United States District Court for the Eastern  District of Missouri,  and,
by  execution  and  delivery  of this  Agreement,  each of the  parties  to this
Agreement accepts the jurisdiction of said courts,  and irrevocably agrees to be
bound by any judgment  rendered  thereby in connection with this Agreement.  The
foregoing  consent to  jurisdiction  shall not be deemed to confer rights on any
person other than the respective parties to this Agreement.

          (b)  Assignability.  The  Employee  may not assign his  interest in or
delegate his duties under this Agreement.  Notwithstanding anything else in this
Agreement  to the  contrary,  the Company may assign this  Agreement  to and all
rights  hereunder shall inure to the benefit of any person,  firm or corporation
succeeding to all or substantially  all of the business or assets of the Company
by purchase, merger or consolidation.

          (c)  Enforcement  Costs.  In the event that  either the Company or the
Employee  initiates an action or claim to enforce any  provision or term of this
Agreement,  the costs and expenses (including attorney's fees) of the prevailing
party  shall  be paid by the  other  party,  such  party  to be  deemed  to have
prevailed  if such  action or claim is  concluded  pursuant  to a court order or
final  judgment  which is not  subject  to appeal,  a  settlement  agreement  or
dismissal of the principle claims.

          (d) Binding Effect.  This Agreement is for the employment of Employee,
personally,  and for the  services to be rendered by him must be rendered by him
and no other  person.  This  Agreement  shall be  binding  upon and inure to the
benefit of the Company and its successors and assigns.

          (e) Entire  Agreement;  Modification.  This Agreement  constitutes the
entire agreement of the parties hereto with respect to the subject matter hereof
and may not be  modified  or amended in any way except in writing by the parties
hereto.

          (f) Duration.  Notwithstanding the term of employment hereunder,  this
Agreement  shall  continue  for so long as any  obligations  remain  under  this
Agreement.

          (g)  Survival.  The  covenants  set forth in  Sections 6 and 7 of this
Agreement  shall  survive  and  shall  continue  to  be  binding  upon  Employee
notwithstanding the termination of this Agreement for any reason whatsoever. The
covenants  set forth in Sections 6 and 8 of this  Agreement  shall be deemed and
construed  as separate  agreements  independent  of any other  provision of this
Agreement.  The  existence  of any claim or cause of action by Employee  against
Company, whether predicated on this Agreement or otherwise, shall not constitute
a defense to the enforcement by Company of any or all covenants. It is expressly
agreed that the remedy at law for the breach or any such  covenant is inadequate
and that  injunctive  relief  shall be  available  to prevent  the breach or any
threatened breach thereof.

          IN WITNESS WHEREOF, the parties hereto, intending to be legally bound,
have hereunto executed this Agreement the day and year first written above.

                                      OUTSOURCING SOLUTIONS INC.


                                      By /s/ Timothy G. Beffa
                                         --------------------------------------
                                         Timothy G. Beffa, President and
                                         Chief Executive Officer


                                      EMPLOYEE


                                      /s/ Daniel J. Dolan
                                      -----------------------------------------
                                      Daniel J. Dolan