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                                                                   Exhibit 10.24


                             CHANGE IN CONTROL AGREEMENT


               THIS AGREEMENT, dated as of the 18th day of November, 1998, is by
and between INTERIM SERVICES INC., a Delaware corporation (hereinafter referred
to as the "Company"), and ROY G. KRAUSE (hereinafter the "Executive").

                                      RECITALS

               A.     The Board of Directors of the Company (the "Board") 
considers it essential to the best interests of the Company and its 
stockholders that its key management personnel be encouraged to remain with 
the Company and its subsidiaries and to continue to devote full attention to 
the Company's business in the event that any third person expresses its 
intention to complete a possible business combination with the Company, or in 
taking any other action which could result in a "Change in Control" (as 
defined herein) of the Company. In this connection, the Board recognizes that 
the possibility of a Change in Control and the uncertainty and questions 
which it may raise among management may result in the departure or 
distraction of key management personnel to the detriment of the Company and 
its stockholders.  The Board has determined that appropriate steps should be 
taken to reinforce and encourage the continued attention and dedication of 
key members of the Company's management to their assigned duties without 
distraction in the face of the potentially disturbing circumstances arising 
from the possibility of a Change in Control of the Company.

               B.     The Executive currently serves as the Company's 
Executive Vice President and Chief Financial Officer, and his services and 
knowledge are valuable to the Company in connection with the management of 
its business.

               C.     The Board believes the Executive has made and is 
expected to continue to make valuable contributions to the productivity and 
profitability of the Company and its subsidiaries.  Should the Company 
receive a proposal from a third person concerning a possible business 
combination or any other action which could result in a Change in Control, in 
addition to the Executive's regular duties, the Executive may be called upon 
to assist in the assessment of such proposal, advise management and the Board 
as to whether such proposal would be in the best interests of the Company and 
its stockholders, and to take such other actions as the Board might determine 
to be necessary or appropriate.

               D.     Should the Company receive any proposal from a third 
person concerning a possible business combination or any other action which 
could result in a change in control of the Company, the Board believes it 
imperative that the Company and the Board be able to rely upon the Executive 
to continue in his position, and that the Company and the Board be able to 
receive and rely upon his advice, if so requested, as to the best interests 
of the Company and its stockholders without concern that he might be 
distracted by the personal uncertainties and risks created by such a 
proposal, and to encourage Executive's full attention and dedication to the 
Company.


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                                TERMS AND CONDITIONS

               NOW, THEREFORE, to assure the Company and its subsidiaries that
it will have the continued, undivided attention, dedication and services of the
Executive and the availability of the Executive's advice and counsel
notwithstanding the possibility, threat or occurrence of a Change in Control of
the Company, and to induce the Executive to remain in the employ of the Company
and its subsidiaries, and for other good and valuable consideration, the
adequacy and sufficiency of which are hereby acknowledged, the Company and the
Executive agree as follows.

               1.     CHANGE IN CONTROL

               (a)    The definition of a "Change in Control" of the Company
       for purposes of this Agreement shall be as determined, prospectively,
       from time to time, by the Board, pursuant to the affirmative vote of at
       least two-thirds of those members of the Board (i) who have served on
       the Board for at least two years prior to such determination, and
       (ii) whose election, or nomination for election, during such two-year
       period was approved by a vote of at least two-thirds of the directors
       then in office who were directors at the beginning of such two-year
       period.  Written notice of any such determination, or modification of a
       previous determination, shall be provided promptly to the Executive.

               (b)    In the event that at any time during the term of this
       Agreement the Board has not established a definition of "Change of
       Control" pursuant to Section 1(a), for purposes of this Agreement, a
       "Change in Control" of the Company shall be deemed to have occurred upon
       (i) the acquisition at any time by a "person" or "group" (as that term
       is used in Sections 13(d) and 14(d)(2) of the Securities Exchange Act of
       1934, as amended (the "Exchange Act")) (excluding, for this purpose, the
       Company or any of its subsidiaries, any employee benefit plan of the
       Company or any of its subsidiaries, an underwriter temporarily holding
       securities pursuant to such securities, or a corporation owned, directly
       or indirectly, by the stockholders of the Company in substantially the
       same proportions as their ownership of stock of the Company) of
       beneficial ownership (as defined in Rule 13d-3 under the Exchange Act)
       directly or indirectly, of securities representing 25% or more of the
       combined voting power in the election of directors of the
       then-outstanding securities of the Company or any successor of the
       Company; (ii) the termination of service as directors, for any reason
       other than death, disability or retirement from the Board, during any
       period of two consecutive years or less, of individuals who at the
       beginning of such period constituted a majority of the Board, unless the
       election of or nomination for election of each new director during such
       period was approved by a vote of at least two-thirds of the directors
       still in office who were directors at the beginning of the period;
       (iii) approval by the stockholders of the Company of liquidation of the
       Company; (iv) approval by the stockholders of the Company and
       consummation of any sale or disposition, or series of related sales or
       dispositions, of 50% or more of the assets or earning power of the
       Company; or (v) approval by the stockholders of the Company and
       consummation of any merger or consolidation or statutory share exchange
       to which the Company is a party as a result of which the persons who
       were stockholders of the Company immediately prior to the effective date
       of the merger or consolidation or statutory share exchange shall have
       beneficial ownership of less than 50% of the combined voting power in
       the election of 

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       directors of the surviving corporation following the effective date of
       such merger or consolidation or statutory share exchange.

               (c)    Notwithstanding anything herein, no acquisition of
       beneficial ownership of securities of the Company, merger, sale of
       assets or other transaction shall be deemed to constitute a Change in
       Control for purposes of this Agreement if such transaction constitutes a
       "Management Approved Transaction."  For purposes of this Agreement, a
       "Management Approved Transaction" shall be any transaction, which would
       otherwise result in a Change in Control for purposes of this Agreement
       in which the acquiring "person", "group" or other entity is either
       beneficially owned by, or comprised of, in whole or in part, three or
       more members of the Company's executive management, as such was
       constituted twelve months prior to such transaction, or is majority
       owned by, or comprised of, any employee benefit plan of the Company. 

               (d)    Notwithstanding anything herein, no acquisition of
       beneficial ownership of securities of the Company, merger, sale of
       assets or other transaction shall be deemed to constitute a Change in
       Control for purposes of this Agreement if such transaction is approved
       by the affirmative vote of at least two-thirds of those members of the
       Board (i) who have served on the Board for at least two years prior to
       such approval, and (ii) whose election, or nomination for election,
       during such two-year period was approved by a vote of at least
       two-thirds of the directors then in office who were directors at the
       beginning of such two-year period.  

               2.     ADJUSTMENT OF BENEFITS UPON CHANGE IN CONTROL

               (a)    The Company agrees that the Compensation Committee of the
       Board, or such other committee succeeding to such committee's
       responsibilities with respect to executive compensation (collectively,
       the "Compensation Committee") may make such equitable adjustments to any
       performance targets contained in any awards under the Company's current
       incentive compensation plans, or any additional or successor plan in
       which the Executive is a participant (collectively, the "Incentive
       Plans"), as the Compensation Committee determines may be appropriate to
       eliminate any negative effects from any transactions relating to a
       Change in Control (such as costs or expenses associated with the
       transaction or any related transaction, including, without limitation,
       any reorganizations, divestitures, recapitalizations or borrowings, or
       changes in targets or measures to reflect the disruption of the
       business, etc.), in order to preserve reward opportunities and
       performance objectives.

               (b)    In the case of a Change in Control, all restrictions and
       conditions applicable to any awards of restricted stock or the vesting
       of stock options or other awards granted to the Executive under the
       Company's 1998 Incentive Stock Plan, 1997 Long-Term Executive
       Compensation and Outside Director Stock Option Plan, any similar or
       successor plan, or otherwise shall be deemed to have been satisfied as
       of the date the Change in Control occurs, and this Agreement shall be
       deemed to amend any agreements evidencing such awards to reflect this
       provision.

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               3.     TERMINATION FOLLOWING CHANGE IN CONTROL

               (a)    The Executive's employment may be terminated for any
       reason by the Company within two years following a Change in Control of
       the Company.  If the Executive's employment is terminated for any reason
       other than the reasons set forth below, then the Executive shall be
       entitled to the benefits set forth in this Agreement in lieu of any
       termination, separation, severance or similar benefits under the
       Executive's Employment Agreement, if any, or under the Company's
       termination, separation, severance or similar plans or policies, if any. 
       If the Executive's employment is terminated for any of the reasons set
       forth below, then the Executive shall not be entitled to any
       termination, separation, severance or similar benefits under this
       Agreement, and the Executive shall be entitled to benefits under the
       Executive's Employment Agreement, if any, or under the Company's
       termination, separation, severance or similar plans or policies, if any,
       only in accordance with the terms of such Employment Agreement, or such
       plans or policies.  

                      (i)     termination by reason of the Executive's death,
       PROVIDED the Executive has not previously given a "Notice of
       Termination" pursuant to Section 4;

                      (ii)    termination by reason of the Executive's
       "disability," PROVIDED the Executive has not previously given a "Notice
       of Termination" pursuant to Section 4;

                      (iii)   termination by reason of "retirement" at or after
       age 65, PROVIDED the Executive has not previously given "Notice of
       Termination" pursuant to Section 4; or

                      (iv)    termination by the Company for "Cause."

                      For the purposes of this Agreement, "disability" shall be
       defined as the Executive's inability by reason of illness or other
       physical or mental disability to perform the principal duties required
       by the position held by the Executive at the inception of such illness
       or disability for any consecutive 180-day period.  A determination of
       disability shall be subject to the certification of a qualified medical
       doctor agreed to by the Company and the Executive or, in the Executive's
       incapacity to designate a doctor, the Executive's legal representative. 
       If the Company and the Executive cannot agree on the designation of a
       doctor, each party shall nominate a qualified medical doctor and the two
       doctors shall select a third doctor and the third doctor shall make the
       determination as to disability.

                      For purposes of this Agreement, "retirement" shall mean
       the Company's termination of the Executive's employment at or after the
       date on which the Executive attains age 65.

               For purposes of this Agreement, "Cause" shall mean one or more of
       the following:

               (I)    the material violation of any of the terms and conditions
       of this Agreement or any written agreements the Executive may from time
       to time have with the Company (after 30 days following written notice
       from the Board specifying such material violation and Executive's
       failure to cure or remedy such material violation within such 30-day
       period);
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               (II)   inattention to or failure to perform Executive's assigned
       duties and responsibilities competently for any reason other than due to
       Disability (after 30 days following written notice from the Board
       specifying such inattention or failure, and Executive's failure to cure
       or remedy such inattention or failure within such 30-day period);

               (III)  engaging in activities or conduct injurious to the
       reputation of the Company or its affiliates including, without
       limitation, engaging in immoral acts which become public information or
       repeatedly conveying to one person, or conveying to an assembled public
       group, negative information concerning the Company or its affiliates;

               (IV)   commission of an act of dishonesty, including, but not
       limited to, misappropriation of funds or any property of the Company; 

               (V)    commission by the Executive of an act which constitutes a
       misdemeanor (involving an act of moral turpitude) or a felony;

               (VI)   the material violation of any of the written Policies of
       the Company which are not inconsistent with this Agreement or applicable
       law (after 30 days following written notice from the Board specifying
       such failure, and the Executive's failure to cure or remedy such
       inattention or failure within such 30-day period);

               (VII)  refusal to perform the Executive's assigned duties and
       responsibilities or other insubordination (after 30 days following
       written notice from the Board specifying such refusal or
       insubordination, and the Executive's failure to cure or remedy such
       refusal or insubordination within such 30-day period); or 

               (VIII) unsatisfactory performance of duties by the Executive as
       a result of alcohol or drug use by the Executive.

               (b)    The Executive may terminate his employment with the
       Company following a Change in Control of the Company (i) for any reason
       by giving Notice of Termination during either of the "Termination
       Periods" or (ii) for "Good Reason" by giving Notice of Termination at
       any time within two years after the Change in Control.  Any failure by
       the Executive to give such immediate notice of termination for Good
       Reason shall not be deemed to constitute a waiver or otherwise to affect
       adversely the rights of the Executive hereunder, PROVIDED the Executive
       gives notice to receive such benefits prior to the expiration of such
       two year period.  If the Executive terminates his employment as provided
       in this Section 3(b), then the Executive shall be entitled to the
       benefits set forth in this Agreement in lieu of any termination,
       separation, severance or similar benefits under the Executive's
       Employment Agreement, if any, or under the Company's termination,
       separation, severance or similar plans or policies, if any.  

               For purposes of this Agreement, there shall be two "Termination
       Periods" during which the Executive may give Notice of Termination and
       receive the benefits set forth in this Agreement: 


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                      (i)     the first of which shall be the sixty (60) day
       period commencing on the date of the Change of Control, and; 

                      (ii)    the second of which shall be the thirty (30) day
       period commencing on the first anniversary of the date of the Change of
       Control

               For purposes of this Agreement, "Good Reason" shall mean the
       occurrence of any one or more of the following events:

                      (I)     The assignment to the Executive of any duties
       inconsistent in any material adverse respect with his position,
       authority or responsibilities with the Company and its subsidiaries
       immediately prior to the Change in Control, or any other material
       adverse change in such position, including titles, authority, or
       responsibilities, as compared with the Executive's position immediately
       prior to the Change in Control;

                      (II)    A reduction by the Company in the amount of the
       Executive's base salary or annual or long term incentive compensation
       paid or payable as compared to that which was paid or made available to
       Executive immediately prior to the Change in Control; or the failure of
       the Company to increase Executive's compensation each year by an amount
       which is substantially the same, on a percentage basis, as the average
       annual percentage increase in the base salaries of other executives of
       comparable status with the Company;

                      (III)   The failure by the Company to continue to provide
       the Executive with substantially similar perquisites or benefits the
       Executive in the aggregate enjoyed under the Company's benefit programs,
       such as any of the Company's pension, savings, vacation, life insurance,
       medical, health and accident, or disability plans in which he was
       participating at the time of the Change in Control (or, alternatively,
       if such plans are amended, modified or discontinued, substantially
       similar equivalent benefits thereto, when considered in the aggregate),
       or the taking of any action by the Company which would directly or
       indirectly cause such benefits to be no longer substantially equivalent,
       when considered in the aggregate, to the benefits in effect at the time
       of the Change in Control;

                      (IV)    The Company's requiring the Executive to be based
       at any office or location more than 50 miles from that location at which
       he performed his services immediately prior to the Change in Control,
       except for a relocation consented to in writing by the Executive, or
       travel reasonably required in the performance of the Executive's
       responsibilities to the extent substantially consistent with the
       Executive's business travel obligations prior to the Change in Control;

                      (V)     Any failure of the Company to obtain the
       assumption of the obligation to perform this Agreement by any successor
       as contemplated in Section 11 herein; or

                      (VI)    Any breach by the Company of any of the material
       provisions of this Agreement or any failure by the Company to carry out
       any of its obligations hereunder, in either case, for a period of thirty
       business days after receipt of written notice from the Executive and the
       failure by the Company to cure such breach or failure during such thirty
       business day period.

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               4.     NOTICE OF TERMINATION

               Any termination of the Executive's employment following a 
Change in Control, other than a termination as contemplated by Sections 
3(a)(i) or 3(a)(iii) shall be communicated by written "Notice of Termination" 
by the party affecting the termination to the other party hereto.  Any 
"Notice of Termination" shall set forth (a) the effective date of 
termination, which shall not be less than 15 or more than 30 days after the 
date the Notice of Termination is delivered (the "Termination Date"); (b) the 
specific provision in this Agreement relied upon; and (c) in reasonable 
detail the facts and circumstances claimed to provide a basis for such 
termination and the entitlement, or lack of entitlement, to the benefits set 
forth in this Agreement.  Notwithstanding the foregoing, if within fifteen 
(15) days after any Notice of Termination is given, the party receiving such 
Notice of Termination notifies the other party that a good faith dispute 
exists concerning the termination, the actual Termination Date shall be the 
date on which the dispute is finally determined in accordance with the 
provisions of Section 18 hereof. In the case of any good faith dispute as to 
the Executive's entitlement to benefits under this Agreement resulting from 
any termination by the Company for which the Company does not deliver a 
Notice of Termination, the actual Termination Date shall be the date on which 
the dispute is finally determined in accordance with the provisions of 
Section 18 hereof.  Notwithstanding the pendency of any such dispute referred 
to in the two preceding sentences, the Company shall continue to pay the 
Executive his full compensation then in effect and continue the Executive as 
a participant in all compensation, benefits and perquisites in which he was 
then participating, until the dispute is finally resolved, PROVIDED the 
Executive is willing to continue to provide full time services to the Company 
and its subsidiaries in substantially the same position, if so requested by 
the Company.  Amounts paid under this Section 4 shall be in addition to all 
other amounts due under this Agreement and shall not be offset against or 
reduce any other amounts due under this Agreement.  If a final determination 
is made, pursuant to Section 18, that Good Reason did not exist in the case 
of a Notice of Termination by the Executive, the Executive shall have the 
sole right to nullify and void his Notice of Termination by delivering 
written notice of same to the Company within three (3) business days of the 
date of such final determination.  If the parties do not dispute the 
Executive's entitlement to benefits hereunder, the Termination Date shall be 
as set forth in the Notice of Termination.

               5.     TERMINATION BENEFITS

               (a)    SEVERANCE PAYMENT.  Subject to the conditions set forth
       in this Agreement, on the Termination Date the Company shall pay the
       Executive (reduced by any applicable payroll or other taxes required to
       be withheld) a lump sum severance payment, in cash, equal to the product
       of two (2) times the sum of the Executive's annual salary for the
       current year plus his target bonus for the current year (provided that
       if the Notice of Termination is given prior to the determination of the
       Executive's salary or target bonus for the year in which the Termination
       Date occurs, the amounts shall be the annual salary for the prior year
       and the greater of the target bonus for the prior year or the actual
       bonus earned by the Executive for the prior year).  The current year
       shall be (A) for the purposes of determining annual salary, the year
       then generally used by the Company for setting salaries for senior-level
       executives (currently April 1 through the following March 31), and (B)
       for 

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       purposes of determining target bonus, the fiscal year then generally
       used by the Company for setting target bonuses for senior-level
       executives, in which the Termination Date occurs, and the prior year
       shall be the twelve-month period immediately preceding the current year. 
       
       
               (b)    PAYMENT OF DEFERRED COMPENSATION.  Any compensation that
       has been earned by the Executive but is unpaid as of the Termination
       Date, including any compensation that has been earned but deferred
       pursuant to the Company's Deferred Compensation Plan or otherwise, shall
       be paid in full to the Executive on the Termination Date.
       
               6.     OTHER BENEFITS

               Subject to the conditions set forth in this Agreement hereof, the
following benefits (subject to any applicable payroll or other taxes required to
be withheld) shall be paid or provided to the Executive:

               (a)    HEALTH/WELFARE BENEFITS

                      (i)     During the twenty-four (24) months following the
       Termination Date (the "Continuation Period"), the Company shall continue
       to keep in full force and effect all programs of medical, dental,
       vision, accident, disability, life insurance, including optional term
       life insurance, and other similar health or welfare programs with
       respect to the Executive and his dependents with the same level of
       coverage, upon the same terms and otherwise to the same extent as such
       programs shall have been in effect immediately prior to the Termination
       Date (or, if more favorable to the Executive, immediately prior to the
       Change in Control), and the Company and the Executive shall share the
       costs of the continuation of such insurance coverage in the same
       proportion as such costs were shared immediately prior to the
       Termination Date (or, if more favorable to the Executive, immediately
       prior to the Change in Control) or, if the terms of such programs do not
       permit continued participation by the Executive (or if the Company
       otherwise determines it advisable to amend, modify or discontinue such
       programs for employees generally), the Company shall otherwise provide
       benefits substantially similar to and no less favorable to the Executive
       in terms of cost or benefits ("Equivalent Benefits") than he was
       entitled to receive at the end of the period of coverage, for the
       duration of the Continuation Period.
                      
                      (ii)    All benefits which the Company is required by this
       Section 6(a) to provide, which will not be provided by the Company's
       programs described herein, shall be provided through the purchase of
       insurance unless the Executive is uninsurable.  If the Executive is
       uninsurable, the Company will provide the benefits out of its general
       assets.

                      (iii)   If the Executive obtains other employment during
       the Continuation Period which provides health or welfare benefits of the
       type described in Section 6(a)(i) hereof ("Other Coverage"), then
       Executive shall notify the Company promptly of such other employment and
       Other Coverage and the Company shall thereafter not provide the
       Executive and his dependents the benefits described in Section 6(a)(i)
       hereof to the extent that such benefits are provided under the Other
       Coverage.  Under such circumstances, the


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       Executive shall make all claims first under the Other Coverage and 
       then, only to the extent not paid or reimbursed by the Other Coverage, 
       under the plans and programs described in Section 6(a)(i) hereof.  
       
               (b)    RETIREMENT BENEFITS

                     (i) For purposes of this Agreement, "Retirement" shall mean
       the Company's termination of the Executive's employment within two years
       following a Change in Control of the Company and at or after the date on
       which the Executive attains age 65; provided, however, that any
       termination for Cause or due to Death or Disability shall not constitute
       Retirement.

                     (ii) Subject to Section 6(b)(ii), the Executive shall be
       deemed to be completely vested under the Company's 401(k) Plan, Deferred
       Compensation Plan or other similar or successor plans which are in
       effect as of the date of the Change in Control (collectively, the
       "Plans"), regardless of the Executive's actual vesting service credit
       thereunder.

                     (iii) Any part of the foregoing retirement benefits which
       are otherwise required to be paid by a tax-qualified Plan but which 
       cannot be paid through such Plan by reason of the laws and regulations
       applicable to such Plan, shall be paid by one or more supplemental
       non-qualified Plans or by the Company.

                     (iv)  The payments calculated hereunder which are not
       actually paid by a Plan shall be paid thirty (30) days following the 
       Date of Termination in a single lump sum cash payment (of equivalent
       actuarial value to the payment calculated hereunder using the same 
       actuarial assumptions as are used in calculating benefits under the Plan
       but using the discount rate that would be used by the Company on the Date
       of Termination to determine the actuarial present value of projected
       benefit obligations).

               (c)    EXECUTIVE OUTPLACEMENT COUNSELING.  During the
       Continuation Period, unless the Executive shall reach normal retirement
       age during the Continuation Period, the Executive may request in writing
       and the Company shall at its expense engage within a reasonable time
       following such written request an outplacement counseling service to
       assist the Executive in obtaining employment.

               7.     PAYMENT OF CERTAIN COSTS

               Except as otherwise provided in Section 18, if a dispute arises
regarding a termination of the Executive or the interpretation or enforcement of
this Agreement, subsequent to a Change in Control, all of the reasonable legal
fees and expenses incurred by the Executive and all Arbitration Costs (as
hereafter defined) in contesting any such termination or obtaining or enforcing
all or part of any right or benefit provided for in this Agreement or in
otherwise pursuing all or part of his claim will be paid by the Company, unless
prohibited by law.  The Company further agrees to pay pre-judgment interest on
any money judgment obtained by the Executive calculated at the prime interest
rate reported in THE WALL STREET JOURNAL in effect from time to time from the
date that payment to him should have been made under this Agreement.


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               8.     EXCISE TAX PAYMENTS

               (a)    Notwithstanding anything contained in this Agreement to
       the contrary, in the event that any payment (within the meaning of
       Section 280G(b)(2) of the Internal Revenue Code of 1986, as amended or
       replaced (the "Code")), or distribution to or for the benefit of the
       Executive, whether paid or payable or distributed or distributable
       pursuant to the terms of this Agreement or otherwise in connection with,
       or arising out of, his employment with the Company (a "Payment" or
       "Payments"), would be subject to the excise tax imposed by Section 4999
       of the Code or any interest or penalties are incurred by the Executive
       with respect to such excise tax (such excise tax, interest and penalties
       collectively referred to as the "Excise Tax"), then the Executive shall
       be entitled to receive an additional payment (a "Gross-Up Payment") in
       an amount such that after payment by the Executive of all such taxes
       (including any interest or penalties imposed with respect to such
       taxes), including any Excise Tax imposed upon the Gross-Up Payment, the
       Executive retains an amount of the Gross-Up Payment equal to the Excise
       Tax imposed upon the Payments; PROVIDED, that the Executive shall not be
       entitled to receive any additional payment relating to any interest or
       penalties attributable to any action or omission by the Executive in bad
       faith.

               (b)    An initial determination shall be made by an accounting
       firm mutually agreeable to the Company and the Executive and, if not
       agreed to within three days after the Date of Termination, a national
       independent accounting firm selected by the Executive (the "Accounting
       Firm"), as to whether a Gross-Up Payment is required pursuant to this
       Section 8 and the amount of such Gross-Up Payment.  To permit the
       Accounting Firm to make the initial determination, the Company shall
       furnish the Accounting Firm with all information reasonably required for
       such firm to complete such determination as soon as practicable after
       the Date of Termination, but in no event more than fifteen (15) days
       thereafter.  All fees, costs and expenses (including, but not limited
       to, the cost of retaining experts) of the Accounting Firm shall be borne
       by the Company and the Company shall pay such fees, costs and expenses
       as they become due.  The Accounting Firm shall provide detailed
       supporting calculations, reasonably acceptable both to the Company and
       the Executive within thirty (30) days of the Date of Termination, if
       applicable, or such other time as requested by the Company or by the
       Executive (provided the Executive reasonably believes that any of the
       Payments may be subject to the Excise Tax).  The Gross-Up Payment, if
       any, as determined pursuant to this Section 8(b) shall be paid by the
       Company to the Executive within five (5) business days of the receipt of
       the Accounting Firm's determination.  If the Accounting Firm determines
       that no Excise Tax is payable by the Executive with respect to a Payment
       or Payments, it shall furnish the Executive with an opinion reasonably
       satisfactory to the Executive that no Excise Tax will be imposed with
       respect to any such Payment or Payments.  Any such initial determination
       by the Accounting Firm of the Gross-Up Payment shall be binding upon the
       Company and the Executive subject to the application of Section 8(c).

               (c)    As a result of the uncertainty in the application of
       Sections 4999 and 280G of the Code, it is possible that a Gross-Up
       Payment (or a portion thereof) will be paid which should not have been
       paid (an "Overpayment") or a Gross-Up Payment (or a portion thereof)
       which should have been paid will not have been paid (an "Underpayment"). 
       An 

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       Underpayment shall be deemed to have occurred upon a "Final
       Determination" (as hereinafter defined) that the tax liability of the
       Executive (whether in respect of the then current taxable year of the
       Executive or in respect of any prior taxable year of the Executive) will
       be increased by reason of the imposition of the Excise Tax on a Payment
       or Payments with respect to which the Company has failed to make a
       sufficient Gross-Up Payment.  An Overpayment shall be deemed to have
       occurred upon a "Final Determination" (as hereinafter defined) that the
       Excise Tax shall not be imposed (or shall be reduced) upon a Payment or
       Payments with respect to which the Executive had previously received a
       Gross-Up Payment.  A Final Determination shall be deemed to have
       occurred when (i) in the case of an Overpayment, the Executive has
       received from the applicable governmental taxing authority a refund of
       taxes or other reduction in his tax liability imposed as a result of a
       Payment or, in the case of an Underpayment, the Executive receives
       notice from a competent governmental authority that his tax liability
       imposed as a result of a Payment will be increased, and (ii) in the case
       of an Overpayment or an Underpayment, upon either (x) the date a
       determination is made by, or an agreement is entered into with, the
       applicable governmental taxing authority which finally and conclusively
       binds the Executive and such taxing authority, or in the event that a
       claim is brought before a court of competent jurisdiction, the date upon
       which a final determination has been made by such court and either all
       appeals have been taken and finally resolved or the time for all appeals
       has expired or (y) the statute of limitations with respect to the
       Executive's applicable tax return has expired.  If an Underpayment
       occurs, the Executive shall promptly notify the Company and the Company
       shall promptly pay to the Executive an additional Gross-Up Payment equal
       to the amount of the Underpayment plus any interest and penalties
       imposed on the Underpayment (other than interest and penalties
       attributable to any action or omission by the Executive in bad faith). 
       If an Overpayment occurs, the amount of the Overpayment shall be treated
       as a loan by the Company to the Executive and the Executive shall,
       within ten (10) business days of the occurrence of such Overpayment, pay
       the Company the amount of the Overpayment, with interest computed in the
       same manner as for an Underpayment.

               (d)    Notwithstanding anything contained in this Agreement to
       the contrary, in the event it is determined that an Excise Tax will be
       imposed on any Payment or Payments, the Company shall pay to the
       applicable governmental taxing authorities as Excise Tax withholding,
       the amount of the Excise Tax that the Company has actually withheld from
       the Payment or Payments.

               9.     MITIGATION

               The Executive is not required to seek other employment or
otherwise mitigate the amount of any payments to be made by the Company pursuant
to this Agreement, and employment by the Executive will not reduce or otherwise
affect any amounts or benefits due the Executive pursuant to this Agreement,
except as otherwise provided in Section 6(a)(iii).

               10.    CONTINUING OBLIGATIONS REGARDING CONFIDENTIAL INFORMATION

               (a)    ACKNOWLEDGMENTS BY THE EXECUTIVE.  The Executive hereby
       recognizes and acknowledges the following:

                                       11

<PAGE>


                      (i)     In connection with the Business, the Company has
       expended a great deal of time, money and effort to develop and maintain
       the secrecy and confidentiality of substantial proprietary trade secret
       information and other confidential business information which, if
       misused or disclosed, could be very harmful to the Company's business.

                      (ii)    The Executive desires to become entitled to
       receive the benefits contemplated by this Agreement but which the
       Company would not make available to the Executive but for the
       Executive's signing and agreeing to abide by the terms of this
       Section 10.

                      (iii)   The Executive's position with the Company provides
       the Executive with access to certain of the Company's confidential and
       proprietary trade secret information and other confidential business
       information.

                      (iv)    The Company compensates its employees to, among
       other things, develop and preserve business information for the
       Company's ownership and use.

                      (v)     If the Executive were to leave the Company, the
       Company in all fairness would need certain protection in order to ensure
       that the Executive does not appropriate and misuse any confidential
       information entrusted to the Executive during the course of the
       Executive's employment with the Company.

               (b)    CONFIDENTIAL INFORMATION

                      (i)     The Executive agrees to keep secret and
       confidential, and not to use or disclose to any third parties, except as
       directly required for the Executive to perform the Executive's
       employment responsibilities for the Company, or except as required by
       law, any of the Company's confidential and proprietary trade secret
       information or other confidential business information concerning the
       Company's business acquired by the Executive during the course of, or in
       connection with, the Executive's employment with the Company (and which
       was not known by the Executive prior to the Executive's being hired by
       the Company).  Confidential information means information which would
       constitute material, nonpublic information under the Securities Exchange
       Act of 1934, as amended, and the rules and regulations promulgated
       thereunder, regardless of whether the Executive's use or disclosure of
       such information is in connection with or related to a securities
       transaction.

                      (ii)    The Executive acknowledges that any and all notes,
       records, reports, written information or documents of any kind, computer
       files or diskettes and other documents obtained by or provided to the
       Executive, or otherwise made, produced or compiled during the course of
       the Executive's employment with the Company, regardless of the type of
       medium in which it is preserved, are the sole and exclusive property of
       the Company and shall be surrendered to the Company upon the Executive's
       termination of employment and on demand at any time by the Company.

               (c)    ACKNOWLEDGMENT REGARDING RESTRICTIONS.  The Executive
       recognizes and agrees that the provisions of this Section 10 are
       reasonable and enforceable because, among other things, (i) the
       Executive is receiving compensation under this Agreement and (ii)  this
       Section 10 therefore does not impose any undue hardship on the
       Executive.  The Executive 

                                       12

<PAGE>

       further recognizes and agrees that the provisions of this Section 10 
       are reasonable and enforceable in view of the Company's legitimate 
       interests in protecting its confidential information.

               (d)    BREACH.  In the event of a breach of Section 10(b), the
       Company's sole remedy shall be the discontinuation of the payment,
       allocation, accrual or provision of any amounts or benefits as provided
       in Sections 5 or 6.  The Executive recognizes and agrees, however, that
       it is the intent of the parties that neither this Agreement nor any of
       its provisions shall be construed to adversely affect any rights or
       remedies that Company would have had, including, without limitation, the
       amount of any damages for which it could have sought recovery, had this
       Agreement not been entered into.  Accordingly, the parties hereby agree
       that nothing stated in this Section 10 shall limit or otherwise affect
       the Company's right to seek legal or equitable remedies it may otherwise
       have, or the amount of damages for which it may seek recovery, in
       connection with matters covered by this Section 10 but which are not
       based on breach or violation of this Section 10 (including, without
       limitation, claims based on the breach of fiduciary or other duties of
       the Executive or any obligations of the Executive arising under any
       other contracts, agreements or understandings).  Without limiting the
       generality of the foregoing, nothing in this Section 10 or any other
       provision of this Agreement shall limit or otherwise affect the
       Company's right to seek legal or equitable remedies it may otherwise
       have, or the amount of damages for which it may seek recovery, resulting
       from or arising out of statutory or common law or any Company policies
       relating to fiduciary duties, confidential information or trade secrets. 
       Further, the Executive acknowledges and agrees that the fact that
       Section 10(c) is limited to the Continuation Period, and that the sole
       remedy of the Company hereunder is the discontinuation of benefits,
       shall not reduce or otherwise alter any other contractual or other legal
       obligations of the Executive during any period or circumstance, and
       shall not be construed as establishing a maximum limit on damages for
       which the Company may seek recovery.

               11.    BINDING AGREEMENT; SUCCESSORS

               (a)    This Agreement shall be binding upon and shall inure to
       the benefit of the Company and its successors and assigns.  The Company
       shall require any successor (whether direct or indirect, by purchase,
       merger, consolidation or otherwise) to all or substantially all of the
       business and/or assets of the Company, by agreement to assume expressly
       and agree to perform this Agreement in the same manner and to the same
       extent that the Company would be required to perform it if no such
       succession had taken place.  For purposes of this Agreement, "Company"
       shall mean the Company as hereinbefore defined and any successor to its
       business and/or assets as aforesaid.

               (b)    This Agreement shall be binding upon and shall inure to
       the benefit of the Executive and the Executive's personal or legal
       representatives, executors, administrators, successors, heirs,
       distributees, beneficiaries, devises and legatees.  If the Executive
       should die while any amounts are payable to him hereunder, all such
       amounts, unless otherwise provided herein, shall be paid in accordance
       with the terms of this Agreement to the Executive's devisee, legatee,
       beneficiary or other designee or, if there be no such designee, to the
       Executive's estate.

                                       13

<PAGE>


               12.    NOTICES

               For the purposes of this Agreement, notices and all other
communications provided for herein shall be in writing and shall be deemed to
have been duly given (i) on the date of delivery if delivered by hand, (ii) on
the date of transmission, if delivered by confirmed facsimile, (iii) on the
first business day following the date of deposit if delivered by guaranteed
overnight delivery service, or (iv) on the third business day following the date
delivered or mailed by United States registered or certified mail, return
receipt requested, postage prepaid, addressed as follows:

               If to the Executive:

               Roy G. Krause
               7601 Marblehead Lane
               Parkland, FL   33067
               
               
               If to the Company:
               
               Interim Services Inc.
               2050 Spectrum Boulevard
               Fort Lauderdale, Florida 33309
               Attention:  General Counsel

or to such other address as either party may have furnished to the other in
writing in accordance herewith, except that notices of change of address shall
be effective only upon receipt.

               13.    GOVERNING LAW

               The validity, interpretation, construction and performance of
this Agreement shall be governed by the laws of the State of Florida, without
regard to principles of conflicts of laws.

               14.    MISCELLANEOUS

               No provisions of this Agreement may be amended, modified, waived
or discharged unless such amendment, waiver, modification or discharge is agreed
to in writing signed by the Executive and the Company.  No agreements or
representations, oral or otherwise, express or implied, with respect to the
subject matter hereof have been made by either party which are not set forth
expressly in this Agreement.  Section headings contained herein are for
convenience of reference only and shall not affect the interpretation of this
Agreement.

               15.    COUNTERPARTS

               This Agreement may be executed in one or more counterparts, each
of which shall be deemed to be an original but all of which will constitute one
and the same instrument.


                                       14

<PAGE>

               16.    NON-ASSIGNABILITY

               This Agreement is personal in nature and neither of the parties
hereto shall, without the consent of the other, assign, or transfer this
Agreement or any rights or obligations hereunder, except as provided in
Section 11.  Without limiting the foregoing, the Executive's right to receive
payments hereunder shall not be assignable or transferable, whether by pledge,
creation of a security interest or otherwise, other than a transfer by his will
or trust or by the laws of descent or distribution, and in the event of any
attempted assignment or transfer contrary to this paragraph the Company shall
have no liability to pay any amount so attempted to be assigned or transferred.

               17.    TERM OF AGREEMENT

               This Agreement shall commence on the date hereof and shall
continue in effect through May 7, 2001; PROVIDED, however, if a Change in
Control of the Company shall have occurred during the original or any extended
term of this Agreement, this Agreement shall continue in effect for a period of
twenty-four (24) months beyond the month in which such Change in Control
occurred; and, PROVIDED FURTHER, that if the Company shall become obligated to
make any payments or provide any benefits pursuant to Section 5 or 6 hereof,
this Agreement shall continue for the period necessary to make such payments or
provide such benefits.  

               18.    RESOLUTION OF DISPUTES

               (a)    The parties hereby agree to submit any claim, demand,
       dispute, charge or cause of action (in any such case, a "Claim") arising
       out of, in connection with, or relating to this Stock Option Agreement
       to binding arbitration in conformance with the J*A*M*S/ENDISPUTE
       Streamlined Arbitration Rules and Procedures or the J*A*M*S/ ENDISPUTE
       Comprehensive Arbitration Rules and Procedures, as applicable, but
       expressly excluding Rule 28 of the J*A*M*S/ENDISPUTE Streamlined Rules
       and Rule 32 of the J*A*M*S/ENDISPUTE Comprehensive Rules, as the case
       may be.  All arbitration procedures shall be held in Fort Lauderdale,
       Florida and shall be subject to the choice of law provisions set forth
       in Section 13 of this Agreement.

               (b)    In the event of any dispute arising out of or relating to
       this Agreement for which any party is seeking injunctive relief,
       specific performance or other equitable relief, such matter may be
       resolved by litigation.  Accordingly, the parties shall submit such
       matter to the exclusive jurisdiction of the United States District Court
       for the Southern District of Florida or, if jurisdiction is not
       available therein, any other court located in Broward County, Florida,
       and hereby waive any and all objections to such jurisdiction or venue
       that they may have.  Each party agrees that process may be served upon
       such party in any manner authorized under the laws of the United States
       or Florida, and waives any objections that such party may otherwise have
       to such process.

               19.    NO SETOFF

               The Company shall have no right of setoff or counterclaim in
respect of any claim, debt or obligation against any payment provided for in
this Agreement.

                                       15

<PAGE>


               20.    NON-EXCLUSIVITY OF RIGHTS

               Nothing in this Agreement shall prevent or limit the Executive's
continuing or future participation in any benefit, bonus, incentive or other
plan or program provided by the Company or any of its subsidiaries or successors
and for which the Executive may qualify, nor shall anything herein limit or
reduce such rights as the Executive may have under any other agreements with the
Company or any of its subsidiaries or successors, except to the extent payments
are made pursuant to Section 5, they shall be in lieu of any termination,
separation, severance or similar payments pursuant to the Executive's Employment
Agreement, if any, and the Company's then existing termination, separation,
severance or similar plans or policies, if any.  Amounts which are vested
benefits or which the Executive is otherwise entitled to receive under any plan
or program of the Company or any of its subsidiaries shall be payable in
accordance with such plan or program, except as explicitly modified by this
Agreement.

               21.    NO GUARANTEED EMPLOYMENT

               The Executive and the Company acknowledge that this Agreement
shall not confer upon the Executive any right to continued employment and shall
not interfere with the right of the Company to terminate the employment of the
Executive at any time.

               22.    INVALIDITY OF PROVISIONS

               In the event that any provision of this Agreement is adjudicated
to be invalid or unenforceable under applicable law in any jurisdiction, the
validity or enforceability of the remaining provisions thereof shall be
unaffected as to such jurisdiction and such adjudication shall not affect the
validity or enforceability of such provision in any other jurisdiction.  To the
extent that any provision of this Agreement, including, without limitation,
Section 10 hereof, is adjudicated to be invalid or unenforceable because it is
overbroad, that provision shall not be void but rather shall be limited to the
extent required by applicable law and enforced as so limited.  The parties
expressly acknowledge and agree that this Section 22 is reasonable in view of
the parties' respective interests.

               23.    NON-WAIVER OF RIGHTS

               The failure by the Company or the Executive to enforce at any
time any of the provisions of this Agreement or to require at any time
performance by the other party of any of the provisions hereof shall in no way
be construed to be a waiver of such provisions or to affect either the validity
of this Agreement, or any part hereof, or the right of the Company or the
Executive thereafter to enforce each and every provision in accordance with the
terms of this Agreement.

               24.    EMPLOYMENT AGREEMENT.  

               Simultaneously with the execution and delivery to this Agreement,
the Company and the Executive have executed and delivered an Employment
Agreement.  If circumstances arise which cause both the Employment Agreement and
this Agreement to apply to the Company and the Executive, then, to the extent of
any inconsistency between the provisions of this Agreement and the Employment
Agreement, the terms of this Agreement alone shall apply.  However, if this 


                                       16

<PAGE>

Agreement does not apply, then the provisions of the Employment Agreement shall
control and be unaffected by this Agreement.  

               25.    UNFUNDED PLAN.

               The Company's obligations under this Agreement shall be entirely
unfunded until payments are made hereunder from the general assets of the
Company, and no provision shall be made to segregate assets of the Company for
payments to be made under this Agreement.  The Executive shall have no interest
in any particular assets of the Company but rather shall have only the rights of
a general unsecured creditor of the Company.  

               IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed and delivered as of the day and year first above set forth.


PLEASE NOTE:  BY SIGNING THIS AGREEMENT, THE EXECUTIVE IS HEREBY CERTIFYING THAT
THE EXECUTIVE (A) HAS RECEIVED A COPY OF THIS AGREEMENT FOR REVIEW AND STUDY
BEFORE EXECUTING IT; (B) HAS READ THIS AGREEMENT CAREFULLY BEFORE SIGNING IT;
(C) HAS HAD SUFFICIENT OPPORTUNITY BEFORE SIGNING THE AGREEMENT TO ASK ANY
QUESTIONS THE EXECUTIVE HAS ABOUT THE AGREEMENT AND HAS RECEIVED SATISFACTORY
ANSWERS TO ALL SUCH QUESTIONS; AND (D) UNDERSTANDS THE EXECUTIVE'S RIGHTS AND
OBLIGATIONS UNDER THE AGREEMENT.
               
               THIS AGREEMENT IN SECTION 18 CONTAINS A BINDING ARBITRATION
PROVISION WHICH MAY BE ENFORCED BY THE PARTIES.


                              INTERIM SERVICES INC.


                              By:  /s/ John B. Smith             
                                 ------------------------------------------
                                   Senior Vice President and Secretary

                              EXECUTIVE


                              By: /s/ Roy G. Krause                   
                                 ------------------------------------------
                                   Roy G. Krause










                                       17