8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  05/08/2009

Stream Global Services, Inc.

(Exact name of registrant as specified in its charter)

Commission File Number:  001-33739

Delaware	26-0420454
(State or other jurisdiction of	(IRS Employer
incorporation)	Identification No.)

20 William Street, Suite 310

Wellesley, MA 02481

(Address of principal executive offices, including zip code)

(781) 304-1800

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02.    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On May 8, 2009, the Compensation Committee of the Board of Directors of Stream Global Services, Inc. ("Stream") approved Stream's 2009 executive sales commission plan (the "Plan") for Robert Dechant, Stream's Senior Vice President, Global Sales and Marketing. For the year ending December 31, 2009, Mr. Dechant is eligible under the Plan to earn total cash commissions equal to 40% of his base salary, plus additional commissions for revenue over-achievement as described below. Mr. Dechant's commissions are based 75% on Stream's achievement of its quarterly and annual revenue goals and 25% on Stream's achievement of its quarterly and annual gross margin percentage goals, each as set forth in Stream's annual budget for the year ending December 31, 2009 approved by Stream's Board of Directors. Commissions are payable quarterly as follows:

- Mr. Dechant is not eligible for any commission based on Stream's revenue for a particular quarter or the year unless Stream achieves at least 90% of its budgeted revenue for that quarter or the year. If Stream achieves between 90% and 100% of its budgeted revenue for a quarter or the year, then Mr. Dechant is eligible to receive between 40% and 120% of the revenue component of his target commission for that quarter or the year.

- Mr. Dechant is not eligible for any commission based on Stream's gross margin percentage for a particular quarter or the year unless Stream achieves at least 97.5% of its budgeted gross margin percentage for that quarter or the year. If Stream achieves between 97.5% and 100% of its budgeted revenue for a quarter or the year, then Mr. Dechant is eligible to receive between 50% and 100% of the gross margin percentage component of his target commission for that quarter or the year.

- If (1) Stream's actual revenue for the year ending December 31, 2009 is $10 million or more than its budgeted revenue for the full year 2009 and (2) Stream achieves at least 100% of its budgeted gross margin percentage for the year, then Mr. Dechant is eligible to receive additional commissions above his target commission. These additional commissions are based on the amount by which Stream's actual revenue for the year exceeds its budgeted revenue, starting at $50,000 of additional commission for the first $10 million of revenue over-achievement, $100,000 of additional commission for the first $15 million of revenue over-achievement, and increasing by $100,000 increments of commission for each additional full $5 million of revenue over-achievement over $15 million of revenue over-achievement.

The above desription of the material terms of the Plan is qualified in its entirety by the complete text of the Plan, which is filed as Exhibit 10.1 to this report and is incorporated herein by reference.

Item 9.01.    Financial Statements and Exhibits

See the Exhibit Index attached to this Report.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		Stream Global Services, Inc.
Date: May 08, 2009	By:	/s/    R. Scott Murray
		R. Scott Murray
		Chief Executive Officer and President

Exhibit Index

Exhibit No.	Description
EX-10.1	Stream's 2009 Executive Sales Commission Plan

EX-10.1

STREAM GLOBAL SERVICES, INC.

2009 EXECUTIVE SALES COMMISSION PLAN

1. Purpose and Components

The purpose of this Executive Sales Commission Plan is to align the Executive Vice President, Global Sales and Marketing to the revenue and gross margin targets of Stream Global Services, Inc. and its consolidated subsidiaries (the "Company"). The Plan is based 75% on the Company's revenues and 25% on the Company's gross margin percentages.

2. Eligibility

The Executive Vice President, Global Sales and Marketing is currently the only eligible participant in this Plan, but the Company may add other participants to the Plan in its sole discretion.

3. Calculation and Payment of Commissions

A. The Plan participant's target commission is 40% of annual base salary for the year ending December 31, 2009. If the Company over-achieves its goals, then the participant may earn accelerator amounts above 40% of annual base salary, as described below.

B. The Company will pay commissions, if earned, on a quarterly basis and will true-up the commissions at the end of the year to reflect full-year revenue and gross margins. The Company will issue commission payments to the participant on the corresponding pay cycle (approximately 45 days) after the completion of the quarter, and all payouts are subject to applicable tax, payroll and other withholding required by applicable law. The participant must be employed by the Company at the time of the payout to receive payment.

C. Commissions will be calculated as set forth on the attached Exhibit A, based on the quarterly and annual revenues and gross margin percentages in the Company's annual budget for the year ending December 31, 2009 as approved by the Company's Board of Directors and set forth on the attached Exhibit A. Actual revenues and gross margins subject to commissions under this Plan will not include any amounts from any acquisition, joint venture or business combination that the Company may enter into. The participant will earn no commission based on the Company's revenue for a quarter or for the year unless the Company achieves at least 90.0% of the budgeted revenue for that quarter or year. The participant will earn no gross margin percentage commission for a quarter or for the year unless the Company achieves at least 97.5% of the budgeted gross margin percentage for that quarter or year.

D. If the Company achieves more than 100% of the budgeted revenue for the year and at least 100% of the budgeted gross margin percentage for the year, each as set forth in the budget approved by the Company's Board of Directors, then the participant is eligible for accelerators as follows:

• If the Company's actual revenue for the year ending December 31, 2009 is $10 million to $14.9 million over the budgeted revenue, then the participant will be eligible to receive an additional $50,000 of commission for the year.
• If the Company's actual revenue for the year ending December 31, 2009 is $15 million to $19.9 million over the budgeted revenue, then the participant will be eligible to receive an additional $100,000 of commission for the year.
• If the Company's actual revenue for the year ending December 31, 2009 is $20 million or more over the budgeted revenue, then the participant will be eligible to receive:
• an additional $100,000 of commission for the year, plus
• an additional $100,000 of commission for each full $5 million of actual revenue over the sum of the budgeted revenue plus $15 million.

E. Final calculation of revenue and gross margin amounts will be subject to the completion of the Company's 2009 external audit by its outside auditor.

4. Administration

A. The adoption of this Plan shall not be deemed to give any employee the right to be retained in the Company's employ or to interfere with the right of the Company to dismiss any employee at any time, for any reason not prohibited by law, nor shall it be deemed to give the Company the right to require any employee to remain in its employ.

B. Payments under this Plan are sales commissions and are not part of the participant's base salary, severance or other benefits.

C. The financial targets assigned and recognized as goals on any of the performance factors may be removed, revised or otherwise modified by the Chief Executive Officer of the Company at any time for any reason.

D. A Participant's right to receive payment of an award under the Plan shall be no greater than the right of an unsecured general creditor of the Company. All awards under the Plan shall be paid from the general funds of the Company, and no special or separate fund shall be established and no segregation of assets shall be made to assure payment of such awards.

E. The Company reserves the right to amend, terminate and modify this plan at any time in its sole discretion with or without notice. The Company reserves the right to make final and binding decisions regarding the amount of commissions, if any, to be paid to any Participant.

F. No Participant or third party acting on behalf of or through a Participant shall have any power or right to transfer, assign, anticipate, hypothecate, mortgage, commute, modify or otherwise encumber in advance any amounts that may be payable hereunder, nor shall any of said amounts be subject to seizure for payment of debt, judgments, alimony or separate maintenance owed by a Participant, or be transferable by operation of law in the event of a bankruptcy, or otherwise.

G. This Plan is administered by, and all decisions regarding any payments hereunder shall be made by the Company, its management and the Compensation Committee of the Board of Directors.

H. All matters of Plan interpretation should be directed to the Senior Vice President, Human Resources, the Chief Legal and Administrative Officer or their designees. If any term or condition of this plan is found to be in non-conformance with a given state, federal or other law, that term or condition will be non-enforceable but will not negate other terms and conditions of the plan.

I. The Plan shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, USA.

2009 Executive Sales Commission Plan

Certificate of Acknowledgement

I certify that I have received and read the 2009 Executive Sales Commission Plan, including the attached Exhibit A, and agree to be bound thereby. In consideration of my commission eligibility under the Plan, I agree to comply with the Stream policies and internal regulations that apply to me, including but not limited to the Code of Business Conduct and Ethics, the Insider Trading Policy, and any other agreement that I have signed with the Company, including but not limited to any employment contract or confidentiality, non-solicit or non-competition agreement, as applicable.

/s/Robert Dechant	May 8, 2009
Participant Signature	Date

Robert Dechant

Printed Name

ACKNOWLEDGED BY STREAM GLOBAL SERVICES, INC.:

/s/R. Scott Murray	May 8, 2009
R. Scott Murray, Chief Executive Officer	Date