News Releases

WALNUT CREEK, CA, Wednesday, April 17, 2002
Westaff, Inc. (NASDAQ:WSTF) announced today that it has received a Commitment Letter from GE Capital for a secured Revolving Credit and Term Loan Facility for Westaff and certain of its subsidiaries.

The proposed financing structure provides for up to $65 million in borrowings based upon the available collateral borrowing base of Westaff and certain of its subsidiaries. GE Capital has initially committed to $40 million of the proposed facility and is currently in the process of syndicating the remaining $25 million.

The proposed five-year facility would replace Westaff's existing revolving credit facility as well as the $30 million senior secured notes currently outstanding. The proposed facility also includes a subfacility for up to $35 million for letters of credit to support the Company's workers' compensation program.

Westaff, a leading provider of temporary office and light industrial staff, hopes to close the new facility by early May.

"We are very pleased with this proposed facility from GE Capital as it provides Westaff with a financing structure that will meet both our short-term and long-term financing needs," said Dwight S. Pedersen, President and Chief Executive Officer of Westaff. "Meanwhile, we are directing our efforts towards increasing sales and market share, enhancing the training, skills and quality of our workforce, and improving our service and service delivery mechanisms."

The closing of the transaction is contingent upon successful syndication of $25 million of the proposed $65 million facility as well as the completion of standard documentation and closing requirements. The proposed facility would also require the Company to secure at least $3 million in additional financing in the form of unsecured subordinated debt, equity or a combination of the two prior to closing. Westaff has already arranged for $2 million of such financing and is working on arranging the remaining $1 million.

Westaff provides employment opportunities and staffing services for businesses in global markets. With headquarters in Walnut Creek, California, Westaff annually employs approximately 175,000 people and services more than 20,000 clients from more than 330 offices located throughout the United States, the United Kingdom, Australia, New Zealand, Norway and Denmark. Westaff achieved fiscal 2001 system revenues of more than $580 million. For more information, please visit our Web site at www.westaff.com.

This press release contains forward-looking statements regarding future events and future performance of the Company that involve assumptions, risks and uncertainties, including the risks and uncertainties that the financing facility described above will be successfully syndicated and closed. Although Westaff believes that the expectations reflected in its forward-looking statements are reasonable, actual results could differ materially from those expectations or from historical results. Important factors that could cause such differences can be found in Westaff's Annual Report on Form 10-K and its most recent Quarterly Report on Form 10-Q, as filed with the Securities and Exchange Commission. Westaff is not obligated to revise or update any forward-looking statements in order to reflect events or circumstances that may arise after the date of this release.