Exhibit 10.6.4


               FOURTH AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT


       THIS FOURTH AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (this "Second
Amendment") is made and entered into as of this 1st day of April, 2003, by and
between STANDARD PARKING CORPORATION, (formerly known as "APCOA/Standard
Parking, Inc."), a Delaware corporation (the "Company") and JAMES A. WILHELM
("Executive").

                                    RECITALS

       A.     The Company and Executive are parties to an Executive Employment
Agreement dated August 1, 1999 (the "Employment Agreement"), which was modified
pursuant the First Amendment to Executive Employment Agreement dated April 25,
2001 ("First Amendment"), the Second Amendment dated October 19, 2001 (the
"Second Amendment") and Third Amendment dated January 31, 2002. The Employment
Agreement, the First Amendment, Second Amendment and Third Amendments are
hereinafter collectively referred to as the "Employment Agreement". All
capitalized terms used herein and not otherwise defined shall have the same
meaning ascribed to such terms in the Employment Agreement.

       B.     The Company and Executive desire to amend certain terms of the
Employment Agreement as hereinafter set forth.

       NOW, THEREFORE, the Employment Agreement is hereby amended in the
following respects:

       1.     Subparagraph (j) of Paragraph 4 is hereby amended by inserting the
following subparagraph (iii) immediately and sequentially following the existing
subparagraph (ii):

              "(iii) Notwithstanding anything to the contrary contained in this
              Paragraph 4, in the event the Executive's employment is terminated
              by reason of the Executive's Permanent Disability during the
              Employment Period, the Company shall pay to Executive or the
              Executive's legal representative, as applicable, (a) the
              Executive's Salary for the duration of the Employment Period in
              effect immediately before the Date of Termination, provided that
              any such payments made to Executive shall be reduced by the sum of
              the amounts, if any payable to the Executive under any disability
              benefit plans of the Company or under any Social Security
              disability insurance program and (b) any earned and unpaid Annual
              Bonus for any calendar year ended prior to the Date of Termination
              and a prorated Annual Bonus to the Date of Termination."


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       2.     Except as specifically amended by this Fourth Amendment the
Employment Agreement shall remain unchanged and in full force and effect.

       IN WITNESS WHEREOF, Executive and the Company have executed this Fourth
Amendment as of day and year first above written.


Standard Parking Corporation


By:    /s/ John V. Holten
       ----------------------
       John V. Holten
       Chairman of the Board


Executive:


       /s/ James A. Wilhelm
       ----------------------
       James A. Wilhelm


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