EMPLOYMENT AGREEMENT

This EMPLOYMENT AGREEMENT (Agreement) is entered into this 9th day of November 2005 and is made effective as of the 11^th day of August, 2005 (the Effective Date), by and between Answerthink, Inc., a Florida corporation (the Company), and Grant Fitzwilliam (the Executive).

WHEREAS, the Company and the Executive have entered into that certain Employment Agreement dated as of July 22, 1997, as amended (the 1997 Employment Agreement);

WHEREAS, the Company and the Executive desire to amend and restate the 1997 Employment Agreement in its entirety and declare the 1997 Employment Agreement null and void; and

WHEREAS, Executive desires to be employed by the Company, on the terms and conditions set forth herein from and after the Effective Date; and

WHEREAS, the duly authorized Compensation Committee of the board of directors of the Company (the Board) has approved and authorized the entry into this Agreement with the Executive.

NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which hereby are acknowledged, the parties hereto agree as follows:

1. Employment Agreement. On the terms and conditions set forth in this Agreement, the Company agrees to employ the Executive and the Executive agrees to be employed by the Company for the Employment Period set forth in Section 2 hereof and in the position and with the duties set forth in Section 3 hereof. Terms used herein with initial capitalization are defined in Section 21 below.

2. Term. The initial term of employment under this Agreement shall be for a three-year period commencing on the Effective Date (the Initial Term). The term of employment shall be automatically renewed for an additional consecutive 12-month period (the Extended Term) as of the first and every subsequent anniversary of the Effective Date, unless and until either party provides written notice to the other party in accordance with Section 11 hereof not less than 90 days before such anniversary date that such party is terminating the term of employment under this Agreement, which termination shall be effective as of the end of such Initial Term or Extended Term, as the case may be, or until such term of employment is otherwise terminated as hereinafter set forth. Such Initial Term and all such Extended Terms are collectively referred to herein as the Employment Period. The parties obligations under Sections 7, 9 and 10 hereof shall survive the expiration or termination of the Employment Period.

3. Position and Duties. The Executive shall serve as Executive Vice President, Chief Financial Officer of the Company during the Employment Period. As the Executive Vice

President, Chief Financial Officer of the Company, the Executive shall render executive, policy and other management services to the Company of the type customarily performed by persons serving in a similar officer capacity. The Executive shall report to the Chief Executive Officer of the Company, except as otherwise determined by the Chief Executive Officer or the Board. The Executive shall also perform such duties as the Chief Executive Officer or the Board may from time to time reasonably determine and assign to the Executive. During the Employment Period, there shall be no material change in the duties and responsibilities of the Executive from those previously in effect, other than as provided herein, unless the parties otherwise agree in writing. The Executive shall devote the Executives reasonable best efforts and substantially full business time to the performance of the Executives duties and the advancement of the business and affairs of the Company.

4. Place of Performance. In connection with the Executives employment by the Company, the Executive shall be based at the principal executive offices of the Company, except as otherwise agreed by the Executive and the Company and except for reasonable travel on Company business. If the Executive is required to relocate his place of employment to a location more than 50 miles from his location as of the date of this Agreement, the Company shall pay or reimburse the Executive for the reasonable moving and relocation expenses incurred by him to establish a personal residence at the new location, including reasonable traveling and temporary living expenses.

5. Compensation.

(a) Base Salary. During the Employment Period, the Company shall pay to the Executive an annual base salary (the Base Salary), which initially shall be at the rate of $275,000.00 per year. The Base Salary shall be reviewed no less frequently than annually and may be increased at the discretion of the Board. If the Executives Base Salary is increased, the increased amount shall be the Base Salary for the remainder of the Employment Period. The Base Salary shall be payable biweekly or in such other installments as shall be consistent with the Companys payroll procedures.

(b) Bonus. During the Employment Period, the Executive may also be eligible to earn an annual bonus pursuant to a bonus plan adopted by the Board for each fiscal year.

(c) Benefits. During the Employment Period, the Executive will be entitled to such other benefits approved by the Board and made available to employees. Nothing contained in this Agreement shall prevent the Company from changing carriers or from effecting modifications in insurance coverage for the Executive.

(d) Vacation; Holidays. The Executive shall be entitled to all public holidays observed by the Company and vacation days in accordance with the applicable vacation policies for senior executives of the Company, which shall be taken at a reasonable time or times.

(e) Withholding Taxes and Other Deductions. To the extent required by law, the Company shall withhold from any payments due Executive under this Agreement any applicable federal, state or local taxes and such other deductions as are prescribed by law or Company policy.

6. Expenses. The Executive is expected and is authorized to incur reasonable expenses in the performance of his duties hereunder, including the costs of entertainment, travel, and similar business expenses incurred in the performance of his duties. The Company shall reimburse the Executive for all such expenses promptly upon periodic presentation by the Executive of an itemized account of such expenses.

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