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                                                                    EXHIBIT 10.1



August 24, 2001



Mr. Michael S. Duffey
500 Club Drive
Aurora, Ohio 44202

Dear Mike:

Covansys is delighted to offer you the position of Executive Vice President and
Chief Financial Officer.  This position will report directly to Michael
Bealmear, Chief Executive Officer.

Below is a brief description of the offer.

    -  A gross annual salary of $350,000 paid semi-monthly commencing with your
       acceptance of this offer and start of employment.

    -  A target annual performance-based bonus of 60% or $210,000. Payment of
       the annual bonus will be contingent on achieving objectives jointly
       developed by you and the CEO. A prorated portion of the 2001 bonus will
       be guaranteed and paid within thirty (30) days of your start of
       employment. The specific calculation, assuming a start date of September
       12, 2001, is 30% or $63,461.54.

    -  A stock option grant of 150,000 shares of the common stock of the
       company, subject to formal Board approval. The grant date will be
       designated as your employment start date and the price of these shares
       will be based on the average closing price of Covansys stock for the 5
       days prior to your employment start date. Subject to your continued
       employment, these options will vest 25% after 12 months, 25% after 24
       months, 25% after 36 months, and a final 25% after 48 months from the
       date of grant. The specific terms and conditions of the options will be
       subject to the company's Stock Option Plan and customary stock option
       agreement. This includes, in the event of a change of control all
       unvested shares will become vested.

    -  Participation in all of the Covansys comprehensive employee benefit
       programs including paid time off, health insurance, 401(k) savings
       program and employee stock purchase plan.

    -  A signing bonus of $100,000 will be paid within thirty (30) days after
       your employment start date.

    -  Reimbursement of normal and customary travel expenses on an actual basis
       when traveling on company business.

    -  Upon review of your previous employer's severance agreement, Covansys
       will endeavor to establish a mutually agreeable deferred compensation
       program with you which will defer any base salary and bonus earnings
       that, if not deferred, would result in lost compensation to you as a
       result of your prior employment situation.

    -  If Covansys terminates your employment without cause and for reasons
       unrelated to your performance (and you sign an appropriate release),
       Covansys will provide you with termination pay equal to one year of your
       base salary then in effect and COBRA continuation of your group health
       insurance coverage for up to 12 months.

    -  A standard relocation package covering trips for housing, and movement
       of household goods, etc., will be provided. Covansys will reimburse you
       for temporary living and commuting expenses until your family moves -
       this will expire the end of summer of 2002.
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Michael S. Duffey
August 21, 2001
Page 2 of 3

-        Additionally you will be provided protection on the sale of your
         current residence according to the following:

             -    Covansys will reimburse real estate commission cost associated
                  with the sale of your current residence up to $50,000;

             -    Covansys will cover a portion of the loss associated with the
                  sale of your current residence, should a loss occur, according
                  to the following provisions. Covansys will obtain three (3)
                  independent appraisals to establish the fair market value of
                  your current residence. Should you sell your current residence
                  for less than ninety seven (97) percent of the established
                  fair market value, Covansys will reimburse you fifty (50)
                  percent of the loss in excess of three (3) percent of the
                  established fair market value. As an example:
<TABLE>
<S>                                                           <C>
                                Established Fair Market Value    $500,000

                 Sale Price Protection Threshold of 97% times
                                Established Fair Market Value    $485,000

                                            Actual Sale Price    $450,000
                                                              ===========

                                        Loss Greater Than  3%    $ 35,000

                     Covansys Reimbursement at 50% times Loss
                                             Greater Than  3%    $ 17,500
</TABLE>


-        The sign-on bonus shall be repaid by you to Covansys within 30 days if
         you voluntarily leave or are terminated with cause - "Cause" will be
         defined as "negligence, willful misconduct, fraud, embezzlement,
         failure to execute on directives from the Company's Board of Directors,
         repeated failure to satisfactorily perform your job duties,
         unauthorized use of corporate funds or engaging in, or in any manner
         participating in, any activity which is directly competitive with or
         intentionally injurious to the Company" prior to one year from your
         start date of employment.

                  This will also apply to your 2001 guaranteed bonus if for any
                  reason you leave before the end of 2001.

This letter generally contains the terms of your employment. You will be
required to sign the company's customary employment documents on your first day
of employment. While this letter contains some of the terms and conditions of
your employment, your employment with Covansys is at will. This means you are
free to terminate your employment at any time, for any reason, with or without
cause, and Covansys retains the same rights.

Mike, both Michael and I are delighted to extend to you this offer of
employment. Please note that the offer is valid for fifteen (15) days.
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Michael S. Duffey
August 21, 2001
Page 3 of 3

Please acknowledge your acceptance of this offer by signing one copy of this
letter and forwarding it to me in the enclosed envelope.

Sincerely yours,


Pat Meneely

                                        Accepted and Agreed:


                                        /s/ Michael S. Duffey      8/25/01
                                        ------------------------------------
                                        Michael S. Duffey