<DOCUMENT>
<TYPE>EX-10
<SEQUENCE>5
<FILENAME>xex_10-2.txt
<TEXT>




                                                             EXHIBIT 10.2
                                                             ------------

                            CONSULTING AGREEMENT

        This Consulting Agreement (the "Agreement") is entered into
   effective as of this 30th day of March, 2009, among PSQ, LLC (the
   "PSQ"), General Employment Enterprises, Inc. (the "Company"), and
   Herbert F. Imhoff, Jr. (the "Consultant").

        WHEREAS, the Company and PSQ have entered into a Securities
   Purchase and Tender Offer Agreement (the "Purchase Agreement"), on the
   date hereof.

        WHEREAS, the Consultant and the Company are parties to an
   Employment Agreement effective as of August 1, 2001, as amended (the
   "Employment Agreement"); and

        WHEREAS, contemporaneous with and contingent upon the occurrence
   of the Closing Date (as defined in the Purchase Agreement), the
   Consultant's employment with the Company will terminate and the
   parties to this Agreement now desire to enter into this consulting
   arrangement.

        NOW, THEREFORE, in consideration of the covenants and agreements
   herein set forth and of the mutual benefits accruing to the Company,
   PSQ, and the Consultant from the consulting relationship to be
   established between the parties by the terms of this Agreement, the
   Company, PSQ, and the Consultant agree as follows:

        1.   CONSULTING RELATIONSHIP.  The Company hereby retains the
   Consultant, and the Consultant hereby agrees to be retained by the
   Company, as an independent consultant, and not as an employee.

        2.   TERM.  The term of this Agreement shall begin on the Closing
   Date and shall continue for three (3) years thereafter (the "Term").
   No party may terminate this Agreement prior to the Closing Date,
   except that if the Purchase Agreement terminates prior to the Closing
   Date, this Agreement shall terminate simultaneous with the termination
   of the Purchase Agreement without any action on the part of any party
   hereto, and shall thereafter be void ab initio and of no further force
   and effect.  If the Closing Date occurs, after the Closing Date, any
   party may terminate this Agreement for any reason prior to the
   expiration of the Term by delivering written notice to the other
   party.  In the event the Agreement is terminated by any party for any
   reason prior to the expiration of the Term, within thirty (30) days of
   such termination, the Company shall continue making payments to the
   Consultant for the remainder of the Term as set forth in Sections 4(a)
   and 5; except that, if at any time during the Term, the Company fails
   to make a monthly payment required under Section 4(a) or Section 5 by
   the latest of five (5) calendar days after (A) the last day of the
   month for which the payment is due or (B) the date the Consultant
   gives the Company notice that a monthly payment is overdue, in which
   case, the Company shall make a lump sum cash payment to the Consultant




   within thirty (30) days equal to the remaining payments left in the
   Term as set forth in Sections 4(a) and 5 in accordance with Section
   409A of the Internal Revenue Code of 1986, as amended, and Section
   1.409A-3(g) of the Treasury Regulations (or any similar or successor
   provision).

        3.   CONSULTING SERVICES.  The Consultant agrees that during the
   Term of this Agreement:

             a.   ASSISTANCE AND ADVICE.  Upon the Company's reasonable
        request, the Consultant shall assist and advise the Company with
        respect to matters related to the Consultant's areas of
        responsibility at the Company prior to the Closing Date and
        provide such other services as requested by the Company
        consistent with the nature of the duties performed by the
        Consultant during his active service with the Company.  It is
        anticipated that the Consultant shall assist the Company and its
        management in maintaining the key customer relationships the
        Consultant established while serving as the Chief Executive
        Officer of the Company.

             b.   BOARD OF DIRECTORS.  The Consultant shall continue to
        serve on the Board of Directors of the Company for the duration
        of the Term at the same level and form of compensation and
        benefits as other outside directors of the Company, but in no
        event shall the Consultant receive less than $2,000 per month for
        such services.

             c.   REPORTING STRUCTURE.  The Consultant shall report
        directly to the Company's Chief Executive Officer.

             d.   AVAILABILITY.  The Consultant shall be available to
        render services to the Company under this Agreement for not more
        than forty (40) hours during any week during the Term.

             e.   LOCATION OF SERVICES.  Unless otherwise mutually agreed
        to by the Company and the Consultant, the Consultant shall
        provide the services required under this Agreement at the
        principal offices of the Company in Oakbrook Terrace, Illinois,
        although the Consultant's physical presence at the principal
        offices will not be required unless the Company specifically
        requests it and such presence is reasonably necessary for the
        Consultant to be able to provide the services.

        4.   COMPENSATION.  The Company and the Consultant hereby agree
   that:

             a.   ANNUAL FEE.  During the Term of this Agreement, the
        Company shall pay the Consultant at the rate of $300,000 per
        year, payable in equal monthly installments.


                                     2





             b.   TERMINATION OF EMPLOYMENT AGREEMENT AND RIGHTS TO
        PAYMENTS THEREUNDER.  Contemporaneous with and contingent upon
        the occurrence of the Closing Date, the Employment Agreement
        shall be terminated without any further action and the Consultant
        shall have no further claims against the Company under the
        Employment Agreement, including, but not limited to, the right to
        lump sum payment upon the termination of Consultant's employment
        with the Company and a Gross-Up Payment under Sections 2(b) and
        (c) of the Employment Agreement, other than as set forth in this
        Agreement.  As a material inducement to the Company to enter into
        this Agreement and in consideration of the rights and benefits to
        be provided by the Company to the Consultant as described herein,
        the Consultant, on behalf of himself, his representatives,
        agents, estate, heirs, successors and assigns, and with full
        understanding of the contents and legal effect of this release
        and having the right and opportunity to consult with his counsel,
        releases and discharges the Company, its shareholders, officers,
        directors, employees, agents, representatives and affiliates from
        any and all claims, actions, causes of action, grievances, suits,
        charges, or complaints of any kind or nature whatsoever, that he
        had or now has, whether fixed or contingent, liquidated or
        unliquidated, known or unknown, suspected or unsuspected, and
        whether arising in tort, contract, statute, or equity, before any
        court, agency, arbitrator, mediator, or other entity, regardless
        of the relief or remedy; provided, however, this release is not
        intended to and does not apply to any claims that may arise (i)
        after the Closing Date or (ii) in connection with the breach or
        enforcement of this Agreement.  Furthermore, in consideration for
        terminating employment with the Company and terminating the
        Employment Agreement, the Company releases and discharges the
        Consultant from any and all claims, actions, causes of action,
        grievances, suits, charges, or complaints of any kind or nature
        whatsoever that the Company had or now has, whether fixed or
        contingent, liquidated or unliquidated, known or unknown,
        suspected or unsuspected, and whether arising in tort, contract,
        statute, or equity, before any court, agency, arbitrator,
        mediator, or other entity, regardless of the relief or remedy;
        provided, however, this release is not intended to and does not
        apply to any claims that may arise (i) after the Closing Date or
        (ii) in connection with the breach or enforcement of this
        Agreement.

             c.   CANCELLATION OF STOCK OPTIONS.  The Company and the
        Consultant agree that contemporaneous with and contingent upon
        the occurrence of the Closing Date, the 192,193 vested stock
        options in the Company held by the Consultant shall be canceled
        without any further action on the part of the Company or the
        Consultant.

             d.   SHARE ISSUANCE.  In consideration for (1) the
        Consultant's agreeing to (i) terminate his Employment Agreement

                                     3





        and release his rights thereunder (except as specified herein),
        (ii) cancel his options as described in Section 4(c) above, (iii)
        grant a release in favor of the Company as described in Section
        4(b) above, and (iv) enter into the non-competition and non-
        solicitation covenants in Section 9 below, and (2) the other
        benefits to be provided by the Consultant hereunder,
        contemporaneous with and contingent upon the occurrence of the
        Closing Date, the Company will issue to the Consultant 500,000
        fully vested shares of Common Stock of the Company (the "Acquired
        Stock") for no additional consideration.

        5.   BENEFITS.  The Consultant shall continue to be eligible to
   participate in the Company's group health benefit plan, at the
   Company's expense, until the Consultant becomes entitled to Medicare
   coverage.  In addition, during the Term, the Company agrees to
   reimburse the Consultant for the premiums paid on the Consultant's
   current life insurance policy, face value of $1 million.  The
   Consultant shall also be entitled to his benefits earned as an
   employee of the Company under (i) the General Employment Enterprises,
   Inc. Executive Retirement Plan and related "Rabbi" trust and (ii) the
   Company's vacation pay plan.

        6.   EXPENSE REIMBURSEMENT.  If the Consultant agrees to travel,
   the Company agrees to reimburse the Consultant for all travel and
   other costs and expenses reasonably incurred by the Consultant at the
   request of the Company in the performance of his duties hereunder.
   The Company shall timely reimburse the Consultant for all such
   expenses submitted with reasonable documentation in a manner
   consistent with the travel and expense policies of the Company.

        7.   SUPPORT, SUPPLIES, AND OFFICE SPACE.  The Company will
   provide the Consultant with all reasonable administrative support
   during the Term including, among other things, secretarial support,
   photocopying and facsimile services, voicemail access, remote e-mail
   access, message taking services, mail receipt, office furniture,
   utilities, office equipment, and office supplies.

        8.   INDEMNIFICATION.  The Company shall indemnify the Consultant
   for any and all actions taken by him in the performance of the
   consulting services under this Agreement to the same extent the
   Company provides indemnification for actions taken by directors or
   officers of the Company.

        9.   NON-COMPETE; NON-SOLICIT.  Without the prior written consent
   of the Company, the Consultant will not, during the Term and for a
   period of two (2) years thereafter, directly or indirectly:  (i)
   engage in, or be employed in an executive capacity by or render
   executive, consulting or other services to any person, firm,
   corporation, or association engaged in the staffing services business,
   (ii) render any services or give any advice similar to the services
   and advice required to be rendered by the Consultant to the Company

                                     4





   hereunder, or (iii) solicit any current or future customers, clients
   or employees of the Company by, or on behalf of, a firm or
   organization described in subsection (i) above.

        10.  GENERAL PROVISIONS.
             ------------------

             a.   ENTIRE AGREEMENT.  This Agreement constitutes the
        entire agreement between the Company, PSQ, and the Consultant,
        and states fully all agreements, understandings, promises, and
        commitments between the parties as it relates to the consulting
        relationship between the Company and the Consultant.

             b.   AMENDMENT.  This Agreement may only be amended by
        written agreement between a duly authorized officer of the
        Company, a duly authorized member or manager of PSQ, and the
        Consultant.

             c.   APPLICABLE LAW.  This Agreement will be governed by and
        construed under the laws of the State of Illinois, determined
        without regard to its conflicts of law rules, except as such laws
        are preempted by the laws of the United States.  The jurisdiction
        and venue for any disputes arising under, or any action brought
        to enforce (or otherwise relating to), this Agreement shall be
        exclusively in the courts of the State of Illinois, County of
        Cook, including the Federal courts located therein (should
        Federal jurisdiction exist).

             d.   TAXES AND STATUTORY OBLIGATIONS.  As an independent
        contractor, the Consultant will be solely responsible for all
        taxes, withholdings, and other similar statutory obligations,
        including, but not limited to, Workers' Compensation Insurance
        laws.

             e.   COUNTERPARTS.  This Agreement may be executed in any
        number of counterparts with the same effect as if each of the
        parties had signed the same document.  All counterparts shall be
        construed together and shall constitute one and the same
        instrument.

             f.   NOTICE.  Any notice or request specifically provided
        for or permitted to be given under this Agreement must be in
        writing.  Notice may be served in any manner, including by
        facsimile or nationally recognized overnight courier service, but
        shall be deemed delivered and effective as of the time of actual
        delivery thereof to the addressee.  For purposes of notice, the
        addresses of the parties shall be as follows:





                                     5






             If to PSQ, to:
                  PSQ, LLC
                  11921 Brinley Ave.
                  Louisville, KY. 40243
                  Attention: Chief Executive Officer

             If to the Company, to:
                  One Tower Lane
                  Suite 2200
                  Oakbrook Terrace, IL  60181

             If to the Consultant, to:
                  Herbert F. Imhoff, Jr.
                  2005 Mustang Drive
                  Naperville, IL  60565

             g.   ASSIGNABILITY.  This Agreement may not be assigned by
        any party without the prior written consent of the other parties,
        except that no consent is necessary for the Company or PSQ to
        assign this Agreement to any entity succeeding to substantially
        all of the assets or business of the Company or PSQ whether by
        merger, consolidation, acquisition, or otherwise.  This Agreement
        shall be binding upon the Consultant, his heirs, and permitted
        assigns, the Company, its successors, and permitted assigns, and
        PSQ, its successors, and permitted assigns.

             h.   SEVERABILITY.  Each of the sections of this Agreement
        shall be enforceable independently of every other section in this
        Agreement, and the invalidity or nonenforceability of any section
        shall not invalidate or render nonenforceable any other section
        contained herein.  If any section or provision in a section is
        found invalid or unenforceable, it is the intent of the parties
        that a court of competent jurisdiction shall reform the section
        or provisions to produce its nearest enforceable economic
        equivalent.

             i.   CONSTRUCTION.  The headings in this Agreement are
        inserted for convenience and identification only and are not
        intended to describe, interpret, define, or limit the scope,
        extent, or intent of this Agreement or any provision hereof.
        Each party has cooperated in the preparation of this Agreement.
        As a result, this Agreement shall not be construed against any
        party on the basis that the party was the draftsperson.

             j.   SURVIVAL.  All sections of this Agreement survive
        beyond the Term except as otherwise specifically stated.

             k.   GUARANTEE BY PSQ. In the event the Company fails to
        make any payment or provide any benefit required by this
        Agreement, PSQ guarantees that PSQ will be liable to the

                                     6





        Consultant for all payments and benefits required by this
        Agreement.

        11.  INVESTMENT ASSURANCES.
             ---------------------

             a.   NOT A REGISTERED OFFERING.   The Consultant understands
        and acknowledges that (i) the Acquired Stock is being offered and
        sold under one or more of (A) the exemptions from registration
        provided for in Section 4(2), 4(6) or 3(b) of the Securities Act
        of 1933, as amended (the "Securities Act"), including Regulation
        D promulgated thereunder, and (B) the exemptions from
        registration under any other applicable securities laws, (ii) the
        Consultant is acquiring the Acquired Stock without being offered
        or furnished any offering literature or prospectus, and (iii) the
        issuance of the Acquired Stock has not been reviewed or approved
        by the United States Securities and Exchange Commission or by any
        regulatory authority charged with the administration of the
        securities laws of any state or foreign country.

             b.   NATURE OF CONSULTANT.  The Consultant either (i) is an
        "accredited investor" as defined in Rule 501 promulgated under
        the Securities Act; or (ii) has such knowledge and experience in
        financial and business matters that it is capable of evaluating
        the merits and risks of the prospective investment.

             c.   SUITABILITY.  The Consultant understands and has fully
        considered the risks of this investment and understands that (i)
        this investment is suitable only for an investor who is able to
        bear the economic consequences of losing his entire investment,
        (ii) the acquisition of the Acquired Stock is a speculative
        investment which involves a high degree of risk of loss by the
        Consultant of his entire investment, and (iii) there are
        restrictions on the transferability of the Acquired Stock, and
        accordingly, it may not be possible for an indeterminate period
        of time to liquidate his investment in the Acquired Stock (if
        ever).  Furthermore, the Consultant represents that he has
        sufficient liquid assets so that the lack of liquidity associated
        with this investment will not cause any undue financial
        difficulties or affect the ability of the Consultant to provide
        for his current needs and possible financial contingencies.

             d.   ACCESS TO INFORMATION.  The Consultant, in making his
        decision to acquire the Acquired Stock, has relied solely upon
        the Consultant's independent investigations and has, if
        requested, been given reasonable opportunity to investigate the
        proposed business and operations of the Company and to review
        such documents, materials and information as the Consultant deems
        necessary or appropriate for evaluating an investment in the
        Acquired Stock or the Company.


                                     7





             e.   INVESTMENT INTENT.  The Acquired Stock is being
        acquired by the Consultant solely for the Consultant's own
        account, for investment purposes only, and not with a view to, or
        in connection with, any resale or distribution of the Acquired
        Stock.  The Consultant has no contract, undertaking,
        understanding, agreement or arrangement, formal or informal, with
        any person to sell, transfer or pledge to any person any interest
        or rights in any of the Acquired Stock.  The Consultant has no
        present plans to enter into any such obligation.

             f.   LEGEND.  The Consultant acknowledges and agrees that
        the Acquired Shares that are certificated will bear the following
        legend (or one to substantially similar effect):

             "THE SHARES REPRESENTED BY THIS CERTIFICATE HAVE NOT
             BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933,
             AS AMENDED (THE "SECURITIES ACT"), AND MAY BE OFFERED
             AND SOLD ONLY IF SO REGISTERED OR IN A MANNER EXEMPT
             FROM REGISTRATION UNDER THE SECURITIES ACT."

                                      *    *    *

        IN WITNESS WHEREOF, the parties hereto have executed this
   Agreement as of the day and the year first above written.

   PSQ, LLC                                HERBERT F. IMHOFF, JR.

   By:  /s/ Stephen B. Pence               /s/ Herbert F. Imhoff, Jr.
   Its: Sole Member



   GENERAL EMPLOYMENT ENTERPRISES, INC.

   By:  /s/ Kent M. Yauch
   Its: Vice President, Chief Financial Officer
        and Treasurer















                                     8

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