ADDENDUM


         This Addendum amends that certain Employment Agreement dated June 5,
1998, effective May 1, 1998, by and between JOSHUA GINDIN and NCO FINANCIAL
SYSTEMS, INC., a Pennsylvania corporation replacing NCO GROUP. INC. as named
employer (the "Agreement"), and this Addendum shall be effective as of January
1, 1999 (the "Effective Date").

          For good and valuable consideration, the receipt and sufficiency of
 which are hereby acknowledged, the parties agree as follows:

 1        Paragraph 3 of the Agreement is amended by deleting the text of such
          paragraph in its entirety and replacing it with the following:

          "The term of this Agreement shall be for a period of five (5) years,
          commencing on the Effective Date and terminating on December 31, 2003,
          subject to any early termination provisions set forth in the
          Agreement."

2.        Paragraph A of Exhibit "A" of the Agreement is amended by providing
          for a Base Salary of $200,000 per annum, commencing on the Effective
          Date. The Base Salary shall, at a minimum, be adjusted annually, on
          the anniversary date of the Effective Date pursuant to the CPI then in
          effect for the Philadelphia metropolitan area. The Base Salary shall
          be payable in installments, in arrears, in accordance with the
          Company's regular payroll practices, but not less often than monthly.

 3.       In the event any term or condition of this Addendum is inconsistent
          with any term or condition of the Agreement, the terms of this
          Addendum will control. Except as stated above, all the terms and
          conditions of the Agreement, including all restrictions and covenants,
          shall remain In full force and effect and are incorporated herein by
          reference as though set forth at length.

          IN WITNESS WHEREOF, the parties have executed this Addendum to become
effective on the Effective Date.

 NCO FINANCIAL SYSTEMS, INC.


By:
    --------------------------                    -----------------------------
                                                  Joshua Gindin