Exhibit 10.3

as of March 24, 2009

Butler Service Group, Inc.

110 Summit Avenue

Montvale, NJ 07645

Attn: Ron Uyematsu

Re:           Extension of Obligations under Side Letter

Ladies and Gentlemen:

Reference is made to that certain (i) Third Amended and Restated Credit Agreement, dated as of August 29, 2007 (including, all annexes, exhibits and schedules thereto, and as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among Butler Service Group, Inc. (the “Borrower”), the other Credit Parties signatory thereto (the Credit Parties together with the Borrower, individually and collectively “You” or “Your”), General Electric Capital Corporation (“GECC”), as a Lender and Agent for Lenders (in such capacity, the “Agent”), and the other Lenders signatory thereto from time to time, (ii) Forbearance Agreement, dated as of March 20, 2009, by and among the Borrower, the other Credit Parties signatory thereto and Agent (as amended, supplemented or otherwise modified from time to time, the “Forbearance Agreement”) and (iii) Side Letter, dated March 20, 2009, by and among the Borrower, the other Credit Parties signatory thereto and the Agent (the “Side Letter”).  Unless otherwise defined herein, capitalized terms used herein shall have the respective meanings provided in the Credit Agreement.

In accordance with the Side Letter, the Agent hereby agrees, in its sole discretion, to extend the date by which You are required to deliver to Agent a fully executed participation agreement, in form and substance satisfactory to Agent, by and between GECC, as seller, and Koosharem Corporation d/b/a Select Staffing (or an Affiliate thereof), as buyer (the “Participation Agreement”) until March 27, 2009 (or such later date as may be agreed to by Agent in its sole discretion).

This letter shall constitute a Loan Document under the Credit Agreement.  Failure to deliver the Participation Agreement in accordance with the preceding paragraph shall constitute an Event of Default under Section 9 of the Forbearance Agreement.

This letter shall be governed by, and construed and interpreted in accordance with, the laws of the State of New York without regard to choice or conflict of law principles thereof.  No party may assign its rights, duties or obligations under this letter without the prior written consent of the other parties.  This letter may be executed in any number of separate counterparts, each of which shall, collectively and separately, constitute one agreement. Any amendments to this letter shall be made in writing and signed by the parties hereto.  The undersigned parties have signed below to indicate their consent to be bound by the terms and conditions of this letter.

Please indicate Your acceptance of and agreement to the foregoing by signing and returning, by facsimile, the enclosed copy of this Agreement to General Electric Capital Corporation, Attention: Jim Kaufman.

Very truly yours,
GENERAL ELECTRIC CAPITAL CORPORATION, as Agent
By:	/s/ Jim Kaufman
	Title: Jim Kaufman

AGREED TO AND ACCEPTED AS OF

THIS 26th DAY OF MARCH, 2009.

BUTLER SERVICE GROUP, INC.

By:	/s/ Gerald P. Simone
Name:	Gerald P. Simone
Title:	SVP Finance and Accounting

BUTLER INTERNATIONAL, INC.

BUTLER SERVICES INTERNATIONAL, INC.

BUTLER TELECOM, INC.

BUTLER PUBLISHING, INC.

BUTLER OF NEW JERSEY REALTY CORP.

BUTLER SERVICES, INC.

BUTLER UTILITY SERVICE, INC.

BUTLER RESOURCES, LLC

By:	/s/ Gerald P. Simone
Name:	Gerald P. Simone
Title:	SVP Finance & Accounting