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):  December 7, 2005

SOURCECORP, INCORPORATED

(Exact name of registrant as specified in its charter)

DELAWARE	0-27444	75-2560895
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
3232 MCKINNEY AVENUE, SUITE 1000 DALLAS, TEXAS		75204
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code:  (214) 740-6500

(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 (see General Instruction A.2. below):

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

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

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

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

Item 1.01  Entry into a Material Definitive Agreement.

SOURCECORP, Incorporated (the “Company”) and SOURCECORP Management, L.P., an indirect wholly-owned subsidiary of the Company, have previously entered into employment agreements with each of Ed H. Bowman, Jr. (President and Chief Executive Officer), Thomas C. Walker (Chairman of the Board and Chief Development Officer), Ralph Burns (Vice President of Corporate Development), Stephen W. Davis (Chief Information Officer), David Delgado (Division President), Barry L. Edwards (Executive Vice President and Chief Financial Officer), Charles S. Gilbert (Senior Vice President, Secretary and General Counsel), Kerry D. Walbridge (Division President) and Ronald Zazworsky (Division President) (such employment agreements being referred to collectively as the “Employment Agreements”). A summary of the material provisions of the Employment Agreements is provided in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 11, 2005.

Effective November 2, 2005, the Company’s Compensation Committee recommended and effective November 3, 2005 and November 29, 2005 the Board approved and ratified certain modifications with respect to the Employment Agreements. On December 7, 2005, the Company and SOURCECORP Management, L.P. entered into amendments to the Employment Agreements with each of Messrs. Bowman, Walker, Burns, Davis, Delgado, Edwards, Gilbert, Walbridge and Zazworsky that extended the expiration of their employment terms as follows:  (a) the expiration date of Mr. Bowman’s employment term was extended from December 31, 2009 to December 31, 2010 consistent with the automatic extension provision of such agreement, (which was not amended); (b) the expiration date of Mr. Walker’s employment term was extended from December 31, 2006 to December 31, 2007 consistent with the automatic extension provision of such agreement, (which was not amended), and (c) the expiration dates of the employment terms for each of Messrs. Burns, Davis, Delgado, Edwards, Gilbert, Walbridge and Zazworsky were extended from December 31, 2005 to December 31, 2006.  Other than as described above, no modifications were made to the Employment Agreements.

The amendments to the Employment Agreements among the Company, SOURCECORP Management, L.P. and Messrs. Bowman, Walker, Burns, Davis, Delgado, Edwards, Gilbert, Walbridge and Zazworsky are filed as Exhibits 10.1 through 10.9 to this Current Report.

Item 9.01.  Financial Statements and Exhibits.

(d)           Exhibits

Exhibit Number	Description of Exhibit
10.1*	Amendment to Amended and Restated Employment Agreement dated as of December 7, 2005 among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Ed H. Bowman, Jr.
10.2*	Amendment to Amended and Restated Employment Agreement dated as of December 7, 2005 among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Thomas C. Walker
10.3*	Amendment to Amended and Restated Employment Agreement dated as of December 7, 2005 among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Ralph D. Burns

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Exhibit Number	Description of Exhibit
10.4*	Amendment to Amended and Restated Employment Agreement dated as of December 7, 2005 among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Stephen W. Davis
10.5*	Amendment to Amended and Restated Employment Agreement dated as of December 7, 2005 among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and David Delgado
10.6*	Amendment to Amended and Restated Employment Agreement dated as of December 7, 2005 among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Barry L. Edwards
10.7*	Amendment to Amended and Restated Employment Agreement dated as of December 7, 2005 among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Charles S. Gilbert
10.8*	Amendment to Amended and Restated Employment Agreement dated as of December 7, 2005 among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Kerry D. Walbridge
10.9*	Amendment to Amended and Restated Employment Agreement dated as of December 7, 2005 among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Ronald Zazworsky
10.10*	Amended and Restated Employment Agreement by and among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Ed H. Bowman, Jr. effective as of January 1, 2005 (Incorporated by reference to Exhibit 99.1 to the registrant’s Current Report on Form 8-K filed May 11, 2005)
10.11*	Amended and Restated Employment Agreement by and among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Thomas C. Walker effective as of January 1, 2005 (Incorporated by reference to Exhibit 99.2 to the registrant’s Current Report on Form 8-K filed May 11, 2005)
10.12*	Amended and Restated Employment Agreement by and among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Ralph D. Burns effective as of January 1, 2005 (Incorporated by reference to Exhibit 99.3 to the registrant’s Current Report on Form 8-K filed May 11, 2005)
10.13*	Amended and Restated Employment Agreement by and among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Stephen W. Davis effective as of January 1, 2005 (Incorporated by reference to Exhibit 99.4 to the registrant’s Current Report on Form 8-K filed May 11, 2005)
10.14*	Amended and Restated Employment Agreement by and among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and David Delgado effective as of January 1, 2005 (Incorporated by reference to Exhibit 99.5 to the registrant’s Current Report on Form 8-K filed May 11, 2005)
10.15*	Amended and Restated Employment Agreement by and among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Barry L. Edwards effective as of January 1, 2005 (Incorporated by reference to Exhibit 99.6 to the registrant’s

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Exhibit Number	Description of Exhibit
	Current Report on Form 8-K filed May 11, 2005)
10.16*	Amended and Restated Employment Agreement by and among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Charles S. Gilbert effective as of January 1, 2005 (Incorporated by reference to Exhibit 99.7 to the registrant’s Current Report on Form 8-K filed May 11, 2005)
10.17*	Amended and Restated Employment Agreement by and among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Kerry D. Walbridge effective as of January 1, 2005 (Incorporated by reference to Exhibit 99.9 to the registrant’s Current Report on Form 8-K filed May 11, 2005)
10.18*	Amended and Restated Employment Agreement by and among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Ronald Zozworsky effective as of January 1, 2005 (Incorporated by reference to Exhibit 99.10 to the registrant’s Current Report on Form 8-K filed May 11, 2005)

*Management contract or compensatory plan or arrangement.

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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.

	SOURCECORP, INCORPORATED
	/s/ ED. H. BOWMAN, JR.
	Ed H. Bowman, Jr.,
	President and Chief Executive Officer
Dated: December 7, 2005

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INDEX TO EXHIBITS

Exhibit Number	Description of Exhibit
10.1*	Amendment to Amended and Restated Employment Agreement dated as of December 7, 2005 among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Ed H. Bowman, Jr.
10.2*	Amendment to Amended and Restated Employment Agreement dated as of December 7, 2005 among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Thomas C. Walker
10.3*	Amendment to Amended and Restated Employment Agreement dated as of December 7, 2005 among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Ralph D. Burns
10.4*	Amendment to Amended and Restated Employment Agreement dated as of December 7, 2005 among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Stephen W. Davis
10.5*	Amendment to Amended and Restated Employment Agreement dated as of December 7, 2005 among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and David Delgado
10.6*	Amendment to Amended and Restated Employment Agreement dated as of December 7, 2005 among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Barry L. Edwards
10.7*	Amendment to Amended and Restated Employment Agreement dated as of December 7, 2005 among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Charles S. Gilbert
10.8*	Amendment to Amended and Restated Employment Agreement dated as of December 7, 2005 among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Kerry D. Walbridge
10.9*	Amendment to Amended and Restated Employment Agreement dated as of December 7, 2005 among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Ronald Zazworsky
10.10*	Amended and Restated Employment Agreement by and among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Ed H. Bowman, Jr. effective as of January 1, 2005 (Incorporated by reference to Exhibit 99.1 to the registrant’s Current Report on Form 8-K filed May 11, 2005)
10.11*	Amended and Restated Employment Agreement by and among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Thomas C. Walker effective as of January 1, 2005 (Incorporated by reference to Exhibit 99.2 to the registrant’s Current Report on Form 8-K filed May 11, 2005)

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10.12*	Amended and Restated Employment Agreement by and among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Ralph D. Burns effective as of January 1, 2005 (Incorporated by reference to Exhibit 99.3 to the registrant’s Current Report on Form 8-K filed May 11, 2005)
10.13*	Amended and Restated Employment Agreement by and among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Stephen W. Davis effective as of January 1, 2005 (Incorporated by reference to Exhibit 99.4 to the registrant’s Current Report on Form 8-K filed May 11, 2005)
10.14*	Amended and Restated Employment Agreement by and among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and David Delgado effective as of January 1, 2005 (Incorporated by reference to Exhibit 99.5 to the registrant’s Current Report on Form 8-K filed May 11, 2005)
10.15*	Amended and Restated Employment Agreement by and among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Barry L. Edwards effective as of January 1, 2005 (Incorporated by reference to Exhibit 99.6 to the registrant’s Current Report on Form 8-K filed May 11, 2005)
10.16*	Amended and Restated Employment Agreement by and among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Charles S. Gilbert effective as of January 1, 2005 (Incorporated by reference to Exhibit 99.7 to the registrant’s Current Report on Form 8-K filed May 11, 2005)
10.17*	Amended and Restated Employment Agreement by and among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Kerry D. Walbridge effective as of January 1, 2005 (Incorporated by reference to Exhibit 99.9 to the registrant’s Current Report on Form 8-K filed May 11, 2005)
10.18*	Amended and Restated Employment Agreement by and among SOURCECORP, Incorporated, SOURCECORP Management, L.P. and Ronald Zozworsky effective as of January 1, 2005 (Incorporated by reference to Exhibit 99.10 to the registrant’s Current Report on Form 8-K filed May 11, 2005)

*Management contract or compensatory plan or arrangement.

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EX-10.1

Exhibit 10.1

AMENDMENT TO

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

This Amendment to Amended and Restated Employment Agreement (“Amendment”) is entered into as of December 7, 2005 by and among SOURCECORP, Inc., a Delaware corporation with its principal office located at 3232 McKinney Avenue, Suite 1000, Dallas, TX 75204 (“SOURCECORP”), SOURCECORP Management, L. P., a Texas limited partnership and indirect wholly-owned subsidiary of SOURCECORP (collectively, the “Company”) and Ed H. Bowman, Jr. (“Employee”).

RECITALS

A.The Company and Employee have previously entered into that certain Amended and Restated Employment Agreement on or about May 9, 2005 and effective as of January 1, 2005 (“Agreement”) pursuant to which Employee is employed by the Company.

B.The original Term (as defined in the Agreement) of the Agreement is for an initial period through December 31, 2009 with an automatic extension feature, and the Company and Employee now wish, for clarity, to extend the initial period of the Term of the Agreement through December 31, 2010, and maintain the automatic extension feature unchanged.

Therefore, in consideration of the mutual promises, terms, covenants and conditions set forth herein and the performance of each, it is hereby agreed as follows:

1.Amendment.  The Company and Employee hereby agree to amend the Agreement as follows:

The first clause of the first sentence of Section 5 of the Agreement, which currently reads as follows:

“The term of this Agreement shall begin on the date hereof and continue through December 31, 2009;”

is hereby replaced with the following clause:

“The term of this Agreement shall begin effective January 1, 2005 and continue through December 31, 2010;”

and the remainder of such sentence and Section shall remain unchanged.

2.Defined Terms.  Except as otherwise expressly provided herein, any capitalized term used in this Amendment that is not defined herein will have the meaning ascribed to such term in the Agreement.

3.No Other Amendment.  Except as otherwise expressly provided in this Amendment, all terms, conditions and provisions of the Agreement will remain in full force and effect.

4.Governing Law.  This Amendment shall in all respects be construed according to the laws of the State of Delaware.

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5.Entire Agreement.  This Amendment, together with the Agreement, set forth the entire agreement and understanding of the parties relating to the subject matter herein.  No modification of or amendment to this Amendment, nor any waiver of any rights under this Amendment, shall be effective unless given in a writing signed by the party to be charged.

6.Counterparts.  This Amendment may be executed originally or by facsimile signature, in multiple counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

IN WITNESS WHEREOF, the parties have entered into this Amendment as of the date first written above.

SOURCECORP , Incorporated		SOURCECORP Management, L.P.
By:	/s/ Donald F. Moorehead, Jr.	By:	SRCP Management, Inc.
	Name: Donald F. Moorehead, Jr.		General Partner
	Title:   Authorized Signatory
			By:	/s/ Donald F. Moorehead, Jr.
				Name:		Donald F. Moorehead, Jr.
				Title:	Authorized Signatory
EMPLOYEE:
/s/ Ed H. Bowman, Jr.

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EX-10.2

Exhibit 10.2

AMENDMENT TO

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

This Amendment to Amended and Restated Employment Agreement (“Amendment”) is entered into as of December 7, 2005 by and among SOURCECORP, Inc., a Delaware corporation with its principal office located at 3232 McKinney Avenue, Suite 1000, Dallas, TX 75204 (“SOURCECORP”), SOURCECORP Management, L. P., a Texas limited partnership and indirect wholly-owned subsidiary of SOURCECORP (collectively, the “Company”) and Thomas C. Walker (“Employee”).

RECITALS

A.            The Company and Employee have previously entered into that certain Amended and Restated Employment Agreement on or about May 9, 2005 and effective as of January 1, 2005 (“Agreement”) pursuant to which Employee is employed by the Company.

B.            The original Term (as defined in the Agreement) of the Agreement is for an initial period through December 31, 2006 with an automatic extension feature, and the Company and Employee now wish, for clarity, to extend the initial period of the Term of the Agreement through December 31, 2007, and maintain the automatic extension feature unchanged.

Therefore, in consideration of the mutual promises, terms, covenants and conditions set forth herein and the performance of each, it is hereby agreed as follows:

1.Amendment.  The Company and Employee hereby agree to amend the Agreement as follows:

The first clause of the first sentence of Section 5 of the Agreement, which currently reads as follows:

“The term of this Agreement shall begin on the date hereof and continue through December 31, 2006;”

is hereby replaced with the following clause:

“The term of this Agreement shall begin effective January 1, 2005 and continue through December 31, 2007;”

and the remainder of such sentence and Section shall remain unchanged.

2.Defined Terms.  Except as otherwise expressly provided herein, any capitalized term used in this Amendment that is not defined herein will have the meaning ascribed to such term in the Agreement.

3.No Other Amendment.  Except as otherwise expressly provided in this Amendment, all terms, conditions and provisions of the Agreement will remain in full force and effect.

4.Governing Law.  This Amendment shall in all respects be construed according to the laws of the State of Delaware.

1

5.Entire Agreement.  This Amendment, together with the Agreement, set forth the entire agreement and understanding of the parties relating to the subject matter herein.  No modification of or amendment to this Amendment, nor any waiver of any rights under this Amendment, shall be effective unless given in a writing signed by the party to be charged.

6.Counterparts.  This Amendment may be executed originally or by facsimile signature, in multiple counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

IN WITNESS WHEREOF, the parties have entered into this Amendment as of the date first written above.

SOURCECORP , Incorporated		SOURCECORP Management, L.P.
By:	/s/ Donald F. Moorehead, Jr.	By:	SRCP Management, Inc.
	Name: Donald F. Moorehead, Jr.		General Partner
	Title:   Authorized Signatory
			By:	/s/ Donald F. Moorehead, Jr.
				Name:		Donald F. Moorehead, Jr.
				Title:	Authorized Signatory
EMPLOYEE:
/s/ Thomas C. Walker

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EX-10.3

Exhibit 10.3

AMENDMENT TO

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

This Amendment to Amended and Restated Employment Agreement (“Amendment”) is entered into as of December 7, 2005 by and among SOURCECORP, Inc., a Delaware corporation with its principal office located at 3232 McKinney Avenue, Suite 1000, Dallas, TX 75204 (“SOURCECORP”), SOURCECORP Management, L. P., a Texas limited partnership and indirect wholly-owned subsidiary of SOURCECORP (collectively, the “Company”) and Ralph Burns (“Employee”).

RECITALS

A.The Company and Employee have previously entered into that certain Amended and Restated Employment Agreement on or about May 6, 2005 and effective as of January 1, 2005 (“Agreement”) pursuant to which Employee is employed by the Company.

B.The original Term (as defined in the Agreement) of the Agreement is through December 31, 2005, and the Company and Employee now wish to extend the Term of the Agreement through December 31, 2006.

Therefore, in consideration of the mutual promises, terms, covenants and conditions set forth herein and the performance of each, it is hereby agreed as follows:

1.Amendment.  The Company and Employee hereby agree to amend the Agreement as follows:

The Term of the Agreement defined in Section 5 of the Agreement is amended to mean from January 1, 2005 and continuing through December 31, 2006.

2.Defined Terms.  Except as otherwise expressly provided herein, any capitalized term used in this Amendment that is not defined herein will have the meaning ascribed to such term in the Agreement.

3.No Other Amendment.  Except as otherwise expressly provided in this Amendment, all terms, conditions and provisions of the Agreement will remain in full force and effect.  For the avoidance of doubt, this Amendment is not intended to satisfy the “renewal” or “replacement” conditions contemplated by Sections 5(d) or 12(e)(iii) of the Agreement.

4.Governing Law.  This Amendment shall in all respects be construed according to the laws of the State of Delaware.

5.Entire Agreement.  This Amendment, together with the Agreement, set forth the entire agreement and understanding of the parties relating to the subject matter herein.  No modification of or amendment to this Amendment, nor any waiver of any rights under this Amendment, shall be effective unless given in a writing signed by the party to be charged.

1

6.Counterparts.  This Amendment may be executed originally or by facsimile signature, in multiple counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

IN WITNESS WHEREOF, the parties have entered into this Amendment as of the date first written above.

SOURCECORP , Incorporated			SOURCECORP Management, L.P.
By:	/s/ Ed H. Bowman, Jr.	By:	SRCP Management, Inc.
	Name: Ed H. Bowman, Jr.		General Partner
	Title:   President & CEO
			By:	/s/ Ed H. Bowman, Jr.
				Name:		Ed H. Bowman, Jr.
				Title:	President
EMPLOYEE:
/s/ Ralph Burns
Ralph Burns

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EX-10.4

Exhibit 10.4

AMENDMENT TO

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

This Amendment to Amended and Restated Employment Agreement (“Amendment”) is entered into as of December 7, 2005 by and among SOURCECORP, Inc., a Delaware corporation with its principal office located at 3232 McKinney Avenue, Suite 1000, Dallas, TX 75204 (“SOURCECORP”), SOURCECORP Management, L. P., a Texas limited partnership and indirect wholly-owned subsidiary of SOURCECORP (collectively, the “Company”) and Stephen W. Davis (“Employee”).

RECITALS

A.The Company and Employee have previously entered into that certain Amended and Restated Employment Agreement on or about May 6, 2005 and effective as of January 1, 2005 (“Agreement”) pursuant to which Employee is employed by the Company.

B.The original Term (as defined in the Agreement) of the Agreement is through December 31, 2005, and the Company and Employee now wish to extend the Term of the Agreement through December 31, 2006.

Therefore, in consideration of the mutual promises, terms, covenants and conditions set forth herein and the performance of each, it is hereby agreed as follows:

1.Amendment.  The Company and Employee hereby agree to amend the Agreement as follows:

The Term of the Agreement defined in Section 5 of the Agreement is amended to mean from January 1, 2005 and continuing through December 31, 2006.

2.Defined Terms.  Except as otherwise expressly provided herein, any capitalized term used in this Amendment that is not defined herein will have the meaning ascribed to such term in the Agreement.

3.No Other Amendment.  Except as otherwise expressly provided in this Amendment, all terms, conditions and provisions of the Agreement will remain in full force and effect.  For the avoidance of doubt, this Amendment is not intended to satisfy the “renewal” or “replacement” conditions contemplated by Sections 5(d) or 12(e)(iii) of the Agreement.

4.Governing Law.  This Amendment shall in all respects be construed according to the laws of the State of Delaware.

5.Entire Agreement.  This Amendment, together with the Agreement, set forth the entire agreement and understanding of the parties relating to the subject matter herein.  No modification of or amendment to this Amendment, nor any waiver of any rights under this Amendment, shall be effective unless given in a writing signed by the party to be charged.

1

6.Counterparts.  This Amendment may be executed originally or by facsimile signature, in multiple counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

IN WITNESS WHEREOF, the parties have entered into this Amendment as of the date first written above.

SOURCECORP , Incorporated			SOURCECORP Management, L.P.
By:	/s/ Ed H. Bowman, Jr.	By:	SRCP Management, Inc.
	Name: Ed H. Bowman, Jr.		General Partner
	Title:   President & CEO
			By:	/s/ Ed H. Bowman, Jr.
				Name:		Ed H. Bowman, Jr.
				Title:	President
EMPLOYEE:
/s/ Stephen W. Davis
Stephen W. Davis

2

EX-10.5

Exhibit 10.5

AMENDMENT TO

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

This Amendment to Amended and Restated Employment Agreement (“Amendment”) is entered into as of December 7, 2005 by and among SOURCECORP, Inc., a Delaware corporation with its principal office located at 3232 McKinney Avenue, Suite 1000, Dallas, TX 75204 (“SOURCECORP”), SOURCECORP Management, L. P., a Texas limited partnership and indirect wholly-owned subsidiary of SOURCECORP (collectively, the “Company”) and David Delgado (“Employee”).

RECITALS

A.The Company and Employee have previously entered into that certain Amended and Restated Employment Agreement on or about May 6, 2005 and effective as of January 1, 2005 (“Agreement”) pursuant to which Employee is employed by the Company.

B.The original Term (as defined in the Agreement) of the Agreement is through December 31, 2005, and the Company and Employee now wish to extend the Term of the Agreement through December 31, 2006.

Therefore, in consideration of the mutual promises, terms, covenants and conditions set forth herein and the performance of each, it is hereby agreed as follows:

1.Amendment.  The Company and Employee hereby agree to amend the Agreement as follows:

The Term of the Agreement defined in Section 5 of the Agreement is amended to mean from January 1, 2005 and continuing through December 31, 2006.

2.Defined Terms.  Except as otherwise expressly provided herein, any capitalized term used in this Amendment that is not defined herein will have the meaning ascribed to such term in the Agreement.

3.No Other Amendment.  Except as otherwise expressly provided in this Amendment, all terms, conditions and provisions of the Agreement will remain in full force and effect.  For the avoidance of doubt, this Amendment is not intended to satisfy the “renewal” or “replacement” conditions contemplated by Sections 5(d) or 12(e)(iii) of the Agreement.

4.Governing Law.  This Amendment shall in all respects be construed according to the laws of the State of Delaware.

5.Entire Agreement.  This Amendment, together with the Agreement, set forth the entire agreement and understanding of the parties relating to the subject matter herein.  No modification of or amendment to this Amendment, nor any waiver of any rights under this Amendment, shall be effective unless given in a writing signed by the party to be charged.

1

6.Counterparts.  This Amendment may be executed originally or by facsimile signature, in multiple counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

IN WITNESS WHEREOF, the parties have entered into this Amendment as of the date first written above.

SOURCECORP , Incorporated			SOURCECORP Management, L.P.
By:	/s/ Ed H. Bowman, Jr.	By:	SRCP Management, Inc.
	Name: Ed H. Bowman, Jr.		General Partner
	Title:   President & CEO
			By:	/s/ Ed H. Bowman, Jr.
				Name:		Ed H. Bowman, Jr.
				Title:	President
EMPLOYEE:
/s/ David Delgado
David Delgado

2

EX-10.6

Exhibit 10.6

AMENDMENT TO

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

This Amendment to Amended and Restated Employment Agreement (“Amendment”) is entered into as of December 7, 2005 by and among SOURCECORP, Inc., a Delaware corporation with its principal office located at 3232 McKinney Avenue, Suite 1000, Dallas, TX 75204 (“SOURCECORP”), SOURCECORP Management, L. P., a Texas limited partnership and indirect wholly-owned subsidiary of SOURCECORP (collectively, the “Company”) and Barry L. Edwards (“Employee”).

RECITALS

A.The Company and Employee have previously entered into that certain Amended and Restated Employment Agreement on or about May 6, 2005 and effective as of January 1, 2005 (“Agreement”) pursuant to which Employee is employed by the Company.

B.The original Term (as defined in the Agreement) of the Agreement is through December 31, 2005, and the Company and Employee now wish to extend the Term of the Agreement through December 31, 2006.

Therefore, in consideration of the mutual promises, terms, covenants and conditions set forth herein and the performance of each, it is hereby agreed as follows:

1.Amendment.  The Company and Employee hereby agree to amend the Agreement as follows:

The Term of the Agreement defined in Section 5 of the Agreement is amended to mean from January 1, 2005 and continuing through December 31, 2006.

2.Defined Terms.  Except as otherwise expressly provided herein, any capitalized term used in this Amendment that is not defined herein will have the meaning ascribed to such term in the Agreement.

3.No Other Amendment.  Except as otherwise expressly provided in this Amendment, all terms, conditions and provisions of the Agreement will remain in full force and effect.  For the avoidance of doubt, this Amendment is not intended to satisfy the “renewal” or “replacement” conditions contemplated by Sections 5(d) or 12(e)(iii) of the Agreement.

4.Governing Law.  This Amendment shall in all respects be construed according to the laws of the State of Delaware.

5.Entire Agreement.  This Amendment, together with the Agreement, set forth the entire agreement and understanding of the parties relating to the subject matter herein.  No modification of or amendment to this Amendment, nor any waiver of any rights under this Amendment, shall be effective unless given in a writing signed by the party to be charged.

1

6.Counterparts.  This Amendment may be executed originally or by facsimile signature, in multiple counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

IN WITNESS WHEREOF, the parties have entered into this Amendment as of the date first written above.

SOURCECORP , Incorporated			SOURCECORP Management, L.P.
By:	/s/ Ed H. Bowman, Jr.	By:	SRCP Management, Inc.
	Name: Ed H. Bowman, Jr.		General Partner
	Title:   President & CEO
			By:	/s/ Ed H. Bowman, Jr.
				Name:		Ed H. Bowman, Jr.
				Title:	President
EMPLOYEE:
/s/ Barry L. Edwards
Barry L. Edwards

2

EX-10.7

Exhibit 10.7

AMENDMENT TO

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

This Amendment to Amended and Restated Employment Agreement (“Amendment”) is entered into as of December 7, 2005 by and among SOURCECORP, Inc., a Delaware corporation with its principal office located at 3232 McKinney Avenue, Suite 1000, Dallas, TX 75204 (“SOURCECORP”), SOURCECORP Management, L. P., a Texas limited partnership and indirect wholly-owned subsidiary of SOURCECORP (collectively, the “Company”) and Charles S. Gilbert (“Employee”).

RECITALS

A.The Company and Employee have previously entered into that certain Amended and Restated Employment Agreement on or about May 6, 2005 and effective as of January 1, 2005 (“Agreement”) pursuant to which Employee is employed by the Company.

B.The original Term (as defined in the Agreement) of the Agreement is through December 31, 2005, and the Company and Employee now wish to extend the Term of the Agreement through December 31, 2006.

Therefore, in consideration of the mutual promises, terms, covenants and conditions set forth herein and the performance of each, it is hereby agreed as follows:

1.Amendment.  The Company and Employee hereby agree to amend the Agreement as follows:

The Term of the Agreement defined in Section 5 of the Agreement is amended to mean from January 1, 2005 and continuing through December 31, 2006.

2.Defined Terms.  Except as otherwise expressly provided herein, any capitalized term used in this Amendment that is not defined herein will have the meaning ascribed to such term in the Agreement.

3.No Other Amendment.  Except as otherwise expressly provided in this Amendment, all terms, conditions and provisions of the Agreement will remain in full force and effect.  For the avoidance of doubt, this Amendment is not intended to satisfy the “renewal” or “replacement” conditions contemplated by Sections 5(d) or 12(e)(iii) of the Agreement.

4.Governing Law.  This Amendment shall in all respects be construed according to the laws of the State of Delaware.

5.Entire Agreement.  This Amendment, together with the Agreement, set forth the entire agreement and understanding of the parties relating to the subject matter herein.  No modification of or amendment to this Amendment, nor any waiver of any rights under this Amendment, shall be effective unless given in a writing signed by the party to be charged.

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6.Counterparts.  This Amendment may be executed originally or by facsimile signature, in multiple counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

IN WITNESS WHEREOF, the parties have entered into this Amendment as of the date first written above.

SOURCECORP , Incorporated			SOURCECORP Management, L.P.
By:	/s/ Ed H. Bowman, Jr.	By:	SRCP Management, Inc.
	Name: Ed H. Bowman, Jr.		General Partner
	Title:   President & CEO
			By:	/s/ Ed H. Bowman, Jr.
				Name:		Ed H. Bowman, Jr.
				Title:	President
EMPLOYEE:
/s/ Charles S. Gilbert
Charles S. Gilbert

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EX-10.8

Exhibit 10.8

AMENDMENT TO

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

This Amendment to Amended and Restated Employment Agreement (“Amendment”) is entered into as of December 7, 2005 by and among SOURCECORP, Inc., a Delaware corporation with its principal office located at 3232 McKinney Avenue, Suite 1000, Dallas, TX 75204 (“SOURCECORP”), SOURCECORP Management, L. P., a Texas limited partnership and indirect wholly-owned subsidiary of SOURCECORP (collectively, the “Company”) and Kerry D. Walbridge (“Employee”).

RECITALS

A.            The Company and Employee have previously entered into that certain Amended and Restated Employment Agreement on or about May 6, 2005 and effective as of January 1, 2005 (“Agreement”) pursuant to which Employee is employed by the Company.

B.            The original Term (as defined in the Agreement) of the Agreement is through December 31, 2005, and the Company and Employee now wish to extend the Term of the Agreement through December 31, 2006.

Therefore, in consideration of the mutual promises, terms, covenants and conditions set forth herein and the performance of each, it is hereby agreed as follows:

1.Amendment.  The Company and Employee hereby agree to amend the Agreement as follows:

The Term of the Agreement defined in Section 5 of the Agreement is amended to mean from January 1, 2005 and continuing through December 31, 2006.

2.Defined Terms.  Except as otherwise expressly provided herein, any capitalized term used in this Amendment that is not defined herein will have the meaning ascribed to such term in the Agreement.

3.No Other Amendment.  Except as otherwise expressly provided in this Amendment, all terms, conditions and provisions of the Agreement will remain in full force and effect.  For the avoidance of doubt, this Amendment is not intended to satisfy the “renewal” or “replacement” conditions contemplated by Sections 5(d) or 12(e)(iii) of the Agreement.

4.Governing Law.  This Amendment shall in all respects be construed according to the laws of the State of Delaware.

5.Entire Agreement.  This Amendment, together with the Agreement, set forth the entire agreement and understanding of the parties relating to the subject matter herein.  No modification of or amendment to this Amendment, nor any waiver of any rights under this Amendment, shall be effective unless given in a writing signed by the party to be charged.

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6.Counterparts.  This Amendment may be executed originally or by facsimile signature, in multiple counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

IN WITNESS WHEREOF, the parties have entered into this Amendment as of the date first written above.

SOURCECORP , Incorporated			SOURCECORP Management, L.P.
By:	/s/ Ed H. Bowman, Jr.	By:	SRCP Management, Inc.
	Name:  Ed H. Bowman, Jr.		General Partner
	Title:   President & CEO
			By:	/s/ Ed H. Bowman, Jr.
				Name:		Ed H. Bowman, Jr.
				Title:	President
EMPLOYEE:
/s/ Kerry D. Walbridge
Kerry D. Walbridge

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EX-10.9

Exhibit 10.9

AMENDMENT TO

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

This Amendment to Amended and Restated Employment Agreement (“Amendment”) is entered into as of December 7, 2005 by and among SOURCECORP, Inc., a Delaware corporation with its principal office located at 3232 McKinney Avenue, Suite 1000, Dallas, TX 75204 (“SOURCECORP”), SOURCECORP Management, L. P., a Texas limited partnership and indirect wholly-owned subsidiary of SOURCECORP (collectively, the “Company”) and Ronald Zazworsky (“Employee”).

RECITALS

A.The Company and Employee have previously entered into that certain Amended and Restated Employment Agreement on or about May 6, 2005 and effective as of January 1, 2005 (“Agreement”) pursuant to which Employee is employed by the Company.

B.The original Term (as defined in the Agreement) of the Agreement is through December 31, 2005, and the Company and Employee now wish to extend the Term of the Agreement through December 31, 2006.

Therefore, in consideration of the mutual promises, terms, covenants and conditions set forth herein and the performance of each, it is hereby agreed as follows:

1.Amendment.  The Company and Employee hereby agree to amend the Agreement as follows:

The Term of the Agreement defined in Section 5 of the Agreement is amended to mean from January 1, 2005 and continuing through December 31, 2006.

2.Defined Terms.  Except as otherwise expressly provided herein, any capitalized term used in this Amendment that is not defined herein will have the meaning ascribed to such term in the Agreement.

3.No Other Amendment.  Except as otherwise expressly provided in this Amendment, all terms, conditions and provisions of the Agreement will remain in full force and effect.  For the avoidance of doubt, this Amendment is not intended to satisfy the “renewal” or “replacement” conditions contemplated by Sections 5(d) or 12(e)(iii) of the Agreement.

4.Governing Law.  This Amendment shall in all respects be construed according to the laws of the State of Delaware.

5.Entire Agreement.  This Amendment, together with the Agreement, set forth the entire agreement and understanding of the parties relating to the subject matter herein.  No modification of or amendment to this Amendment, nor any waiver of any rights under this Amendment, shall be effective unless given in a writing signed by the party to be charged.

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6.Counterparts.  This Amendment may be executed originally or by facsimile signature, in multiple counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

IN WITNESS WHEREOF, the parties have entered into this Amendment as of the date first written above.

SOURCECORP , Incorporated			SOURCECORP Management, L.P.
By:	/s/ Ed H. Bowman, Jr.	By:	SRCP Management, Inc.
	Name: Ed H. Bowman, Jr.		General Partner
	Title:   President & CEO
			By:	/s/ Ed H. Bowman, Jr.
				Name:		Ed H. Bowman, Jr.
				Title:	President
EMPLOYEE:
/s/ Ronald Zazworsky
Ronald Zazworsky

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