Exhibit 10.8.20.3

THIRD AMENDMENT TO  MULTICURRENCY CREDIT AGREEMENT,  LIMITED WAIVERS  AND CONSENT OF GUARANTORS

ThisTHIRD AMENDMENT TO MULTICURRENCY CREDIT AGREEMENT, LIMITED WAIVERS AND CONSENT OF GUARANTORS(this
"Amendment") is dated as of September 3, 2003, and entered into by and among WESTAFF, INC., a Delaware corporation ("Parent"),WESTAFF
(USA), INC.,a California corporation ("US Borrower"),WESTAFF (U.K.)
LIMITED,a limited liability company incorporated under the laws of England and Wales ("UK Borrower"), WESTAFF SUPPORT, INC.,a California corporation ("Term Borrower", and together with US Borrower
and UK Borrower, the "Borrowers"), the financial institutions signatory hereto that are parties as Lenders to the Credit Agreement referred to below
(the "Lenders"), andGENERAL ELECTRIC CAPITAL CORPORATION, as agent for the US Revolving Lenders, the
Term Lenders and the UK Revolving Lenders (as defined in the Credit Agreement referred to below).

Recitals

Whereas,the Parent, the Borrowers, the Lenders and Agents have entered into that certain
Multicurrency Credit Agreement dated as of May 17, 2002 (as amended by that certain First Amendment to Multicurrency Credit Agreement, Limited Waivers and Consent of Guarantors, dated as of
October 31, 2002, and as further amended by that certain Second Amendment to Multicurrency Credit Agreement, Limited Waivers and Consent of Guarantors, dated as of June 13, 2003, the
"Credit Agreement"; capitalized terms used in this Amendment without definition shall have the meanings given such terms in the Credit Agreement); and

Whereas,the Borrowers have requested that the Lenders agree to permit US Borrower to incur and repay certain
revolving indebtedness pursuant to an Unsecured Subordinated Draw Down Note, to be dated as of the date hereof (the "Subordinated Draw Down Note") and
executed by the US Borrower in favor of W. Robert Stover (the "Subordinated Creditor"); and

Whereas,the obligations under such Subordinated Draw Down Note are to be treated as Additional Subordinated Debt under the Credit
Agreement;

Whereas,the Requisite Lenders are willing to permit such incurrence, on the terms and conditions set forth in
this Amendment (which Amendment shall be effective as of the date that all conditions to such effectiveness set forth herein have been satisfied (the "Effective
Date")).

Now, therefore,in consideration of the premises and the mutual agreements set forth herein, the Parent, the Borrowers, the Lenders, and
Agents agree as follows:

1.AMENDMENTS TO CREDIT AGREEMENT.Subject to the conditions and upon the terms set forth in this Amendment, the Credit
Agreement is hereby amended as follows:



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2.LIMITED WAIVERS.Subject to the satisfaction of the conditions set forth herein, the Lenders hereby agree that,
notwithstanding the restrictions set forth in the Credit Agreement regarding investments in Affiliates who are not Credit Parties set forth in Section 6.3(a)(x)(K) of the Credit Agreement and
the restrictions on transactions among Affiliates set forth in Section 6.4 of the Credit Agreement, the Agents and Lenders hereby agree that for a period not to exceed twelve months from the
date hereof, US Borrower may accrue, and Westaff Australia may defer the making of, royalty payments (the "Deferred Royalty Payments") that would
otherwise be required to be paid by Westaff Australia to the US Borrower pursuant to that certain License and Royalty Agreement (Australia), dated October 28, 1997, but solely to the extent
that (i) Westaff Australia is expressly prohibited from making such Deferred Royalty Payments under the terms of the Australian Loan Documents, as amended through the date hereof, and
(ii) the aggregate amount of such Deferred Royalty Payments does not exceed Australian $1,300,000 at any time. The waiver herein provided shall be limited precisely as written, shall apply
solely with respect to the Deferred Royalty Payments, and nothing contained in this Amendment shall be deemed to constitute a waiver of any Default or Event of Default or provision of the Credit
Agreement, or any consent to departure from the terms of the Credit Agreement.

3.REPRESENTATIONS AND WARRANTIES OF PARENT AND THE BORROWERS.The Credit Parties (other than UK Borrower), jointly and
severally, and UK Borrower, only in respect of itself, severally, make the following representations and warranties to each Lender and each Agent with respect to all Credit Parties:



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4.CONDITIONS TO EFFECTIVENESS OF THIS AMENDMENT.This Amendment shall be effective only if and when (i) signed by,
and when counterparts hereof shall have been delivered to the US Agent (by hand delivery, mail or telecopy) by, the Parent, the Borrowers and the Requisite Lenders, (ii) each Guarantor shall
have delivered to the US Agent executed counterparts of the Consent and (iii) US Agent shall have received an executed copy of the Subordinated Draw Down Note (including all schedules,
exhibits, amendments, supplements, modifications, assignments and all other documents delivered pursuant thereto or in connection therewith), in form and substance and containing subordination
provisions satisfactory to the US Agent (which documents shall be certified by an officer of the US Borrower as being true, complete and correct).

5.EFFECT OF AMENDMENT; RATIFICATION.This Amendment is a Loan Document. From and after the date on which this Amendment
becomes effective, all references in the Loan Documents to the Credit Agreement shall mean the Credit Agreement as amended hereby. Except as expressly amended or waived hereby, the Credit Agreement
and the other Loan Documents, including the Liens granted thereunder, shall remain in full force and effect, and all terms and provisions thereof are hereby ratified and confirmed. Each of the Parent
and each Borrower confirms that as amended hereby, each of the Loan Documents is in full force and effect.

6.RELEASE AND WAIVER OF CLAIMS. DEFENSES AND RIGHTS OF SET OFF.Each of Parent and the Borrowers acknowledges that the US
Agent, the UK Agent and the Lenders have performed all obligations and duties owed to Parent and the Borrowers under the Loan Documents through the date hereof, and each such party further,
acknowledges, represents and warrants that, none of Parent or the Borrowers has any claim, cause of action, defense, or right of set off against the US Agent, the UK Agent or the Lenders, and, to the
extent that any such party has any such rights, each of the Parent and the Borrowers hereby releases, waives, and forever discharges the US Agent, the UK Agent and the Lenders (together with each of
their predecessors, successors and assigns) and each of their officers, directors employees, agents and representative from each action, cause of action, suit, debt, defense, right of set off, or
other claim whatsoever, in law or in equity, known or unknown against the US Agent, the UK Agent or the Lenders.

7.APPLICABLE LAW.THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE INTERNAL LAWS AND

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DECISIONS
OF THE STATE OF CALIFORNIA APPLICABLE TO CONTRACTS MADE AND PERFORMED IN THAT STATE AND ANY APPLICABLE LAWS OF THE UNITED STATES.

8.COMPLETE AGREEMENT.This Amendment sets forth the complete agreement of the parties in respect of any amendment to any of
the provisions of any Loan Document. The execution, delivery and effectiveness of this Amendment do not constitute a waiver of any Default or Event of Default, amend or modify any provision of any
Loan Document except as expressly set forth herein or constitute a course of dealing or any other basis for altering the Obligations of any Credit Party.

9.CAPTIONS; COUNTERPARTS.The catchlines and captions herein are intended solely for convenience of reference and shall not
be used to interpret or construe the provisions hereof. This Amendment may be executed by one or more of the parties to this Amendment on any number of separate counterparts (including by telecopy),
all of which taken together shall constitute but one and the same instrument.

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IN WITNESS WHEREOF, each of the undersigned has duly executed this Third Amendment to Multicurrency Credit Agreement, Limited Waivers and
Consent of Guarantors as of the date set forth above.

| |  | WESTAFF (USA), INC.                                                                                                       
| |  | --------------------------------------------------------------------------------------------------------------------------
| |  | By:                                                                                                                       
| |  | Name:                                                                                                                     
| |  | Title:                                                                                                                    
| |  |                                                                                                                           
| |  | WESTAFF SUPPORT, INC.                                                                                                     
| |  | By:                                                                                                                       
| |  | Name:                                                                                                                     
| |  | Title:                                                                                                                    
| |  |                                                                                                                           
| |  | WESTAFF (U.K.) LIMITED                                                                                                    
| |  | By:                                                                                                                       
| |  | Name:                                                                                                                     
| |  | Title:                                                                                                                    
| |  |                                                                                                                           
| |  | GENERAL ELECTRIC CAPITAL CORPORATION,as US Agent, UK Agent, a US Revolving Lender, a Term Lender and a UK Revolving Lender
| |  | By:                                                                                                                       
| |  | By:                                                                                                                       
| |  | Duly Authorized Signatory                                                                                                 
| |  |                                                                                                                           
| |  | BANK OF AMERICA, N. A.,as Documentation Agent, a US Revolving Lender, a Term Lender and a UK Revolving Lender             
| |  | By:                                                                                                                       
| |  | Name:                                                                                                                     
| |  | Title:                                                                                                                    

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The
following Persons are signatories to this Third Amendment to Multicurrency Credit Agreement, Limited Waivers and Consent of Guarantors in their capacity as Credit Parties and not as
Borrowers.

| |  | WESTAFF, INC.
| |  | -------------
| |  | By:          
| |  | Name:        
| |  | Title:       
| |  |              

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CONSENT OF GUARANTORS

Each of the undersigned is a Guarantor of the Obligations of the Borrowers under the Credit Agreement and each other Loan Document (including each US Borrower and
Term Borrower in its capacity as a Guarantor of the Obligations of the other Borrowers) and hereby (a) consents to the foregoing Amendment, (b) acknowledges that notwithstanding the
execution and delivery of the foregoing Amendment, the obligations of each of the undersigned Guarantors are not impaired or affected and the Parent Guaranty, the Subsidiary Guaranty, and the
cross-guaranty contained in the Credit Agreement continue in full force and effect, and (c) ratifies the Parent Guaranty, the Subsidiary Guaranty or the cross-guaranty contained in the Credit
Agreement, as applicable, and each of the Loan Documents to which it is a party and further ratifies the Liens granted by it to any Agent for its benefit and the benefit of the Lenders.

[signatures following; remainder of page intentionally left blank]

Consent-1

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IN
WITNESS WHEREOF, each of the undersigned has executed and delivered this CONSENT OF GUARANTORS as of the date first set forth above.

| |  | WESTAFF, INC.                                          
| |  | -------------------------------------------------------
| |  | By:                                                    
| |  | Name:                                                  
| |  | Title:                                                 
| |  |                                                        
| |  | WESTERN MEDICAL SERVICES, INC.,a California corporation
| |  | By:                                                    
| |  | Name:                                                  
| |  | Title:                                                 
| |  |                                                        
| |  | WESTAFF (USA), INC.                                    
| |  | By:                                                    
| |  | Name:                                                  
| |  | Title:                                                 
| |  |                                                        
| |  | WESTAFF SUPPORT, INC.                                  
| |  | By:                                                    
| |  | Name:                                                  
| |  | Title:                                                 
| |  |                                                        
| |  |                                                        

Consent
Signatures-1

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| |  | MEDIAWORLD INTERNATIONAL
| |  | ------------------------
| |  | By:                     
| |  | Name:                   
| |  | Title:                  
| |  |                         

Consent
Signatures-2

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