EMPLOYMENT AGREEMENT


     This Agreement is made as of the 1st day of March, 1997 between Outsourcing
Solutions  Inc.,  a Delaware  corporation,  with offices at 390 South Woods Mill
Road, Suite 150,  Chesterfield,  Missouri 63017 (the "Company"),  and Michael G.
Meyer, 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 Senior Vice
President,  Chief Information  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
Senior Vice President, Chief Information 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 the first  anniversary  date of this  Agreement,
unless earlier terminated  pursuant to Section 7 below (the "Employment  Term").
The Employment  Term may be extended by mutual  agreement of the Company and the
Employee in accordance with Section 7 below.

     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 One Hundred Ninety  Thousand
Dollars ($190,000.00).

     (b) Bonus.  The Company shall pay the Employee a signing bonus,  subject to
withholding and other applicable  taxes, of $75,000,  payable on or before March
7, 1997.  Commencing  for the 1997 calendar year, the Employee shall be eligible
for an annual bonus of up to 50% of his base salary.  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  25,000  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  Benefits.  During the  Employment  Term, the
Employee  shall be entitled to medical and dental health  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.

     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   shall
automatically  terminate at the end of the Employment  Term,  unless the parties
hereto mutually agree otherwise in writing, at least 30 days prior to expiration
of the Employment  Term.  The  employment of the Employee  hereunder may also 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;  Non-Competition  Covenant.  If the Employee's  employment is
terminated by the Company  without  "cause",  the Employee  shall be entitled to
receive an amount equal to his base salary for the year preceding the Employee's
termination,  payable,  at the  Company's  option,  in a lump sum on the date of
termination  or  ratably  over  the  one  year  period  following  the  date  of
termination.  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:

                                Michael G. Meyer
                                1981 Rule
                                St. Louis, Missouri 63043

     If to the Company:

                                Outsourcing Solutions Inc.
                                390 South Woods Mill Road, Suite 150
                                Chesterfield, Missouri 63017
                                Attention: President and Chief Executive Officer


     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/ Michael G. Meyer
                                         ---------------------------------------
                                         Michael G. Meyer