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):

                                  May 30, 2003

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                         BARRETT BUSINESS SERVICES, INC.
               (Exact name of registrant as specified in charter)

                                    Maryland
                 (State or other jurisdiction of incorporation)

                                     0-21886
                                (SEC File Number)

                                   52-0812977
                        (IRS Employer Identification No.)

           4724 S.W. Macadam Avenue
             Portland, Oregon                           97239
     (Address of principal executive offices          (Zip Code)

               Registrant's telephone number, including area code:

                                 (503) 220-0988






Item 5.  Other Events.

            On May 30, 2003,  Barrett Business  Services,  Inc. (the "Company"),
entered into a Third Amendment to Amended and Restated Credit Agreement dated as
of May 22,  2003 (the  "Amendment"),  between  the Company and Wells Fargo Bank,
National  Association (the "Bank").  The Amendment  increases  amounts available
under the credit  agreement,  subject to asset-based  lending limits,  from $8.0
million to $11.0 million until July 31, 2003.  After that date,  total available
credit will revert to $8.0 million. The Company's credit agreement with the Bank
includes a subfeature for standby letters of credit of up to $5.0 million.

            The Company requested a temporary increase in availability under its
credit  agreement to provide  short-term  working capital for general  operating
purposes  and to  accommodate  a  delay  in  closing  the  Company's  previously
announced sale-leaseback transaction involving the two office buildings owned by
the Company.  The sale-leaseback  transaction,  which was originally expected to
close in mid-June,  may not be  consummated  for another two to four weeks.  The
transaction   is  estimated  to  provide  the  Company  net  cash   proceeds  of
approximately $2.0 million.

            The Company has been  notified  by the state of  California  that it
will no longer be  required  to post a letter of credit as a surety  deposit for
its  self-insured  workers'  compensation  program in California.  The Company's
current letter of credit in the amount of  approximately  $4 million is expected
to be cancelled in July. As a result,  the Company's  total credit  requirements
are expected to decrease significantly in July.

            The  Amendment  and related  Revolving  Reducing  Note and  Security
Agreement  are  included  as  Exhibits  10.1,  10.2,  and  10.3 to this  report,
respectively.  This report is qualified in its entirety by reference to the full
text of the Amendment and other exhibits.

            Statements  in this  report  which  are not  historical  in  nature,
including  discussions of the Company's sources and requirements for credit, are
forward-looking   statements  within  the  meaning  of  the  Private  Securities
Litigation Reform Act of 1995. Such forward-looking statements involve known and
unknown risks, uncertainties and other factors that may cause the actual results
of the Company to differ  materially  from any future  results,  performance  or
achievements expressed or implied by such forward-looking statements.

Item 7.  Financial Statements, Pro Forma Financial Information, and Exhibits.

      (c) The following exhibits are filed with this report:

            10.1  Third Amendment to Amended and Restated Credit Agreement dated
      as of May 22,  2003,  between the  Company and Wells Fargo Bank,  National
      Association.

            10.2  Revolving Reducing Note dated as of May 22, 2003.

            10.3  Security Agreement Equipment dated as of May 22, 2003.






                                   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 thereunto duly authorized.

                                          BARRETT BUSINESS SERVICES, INC.


Dated:  June 12, 2003                     By:  /s/ Michael D. Mulholland
                                               -------------------------------
                                               Michael D. Mulholland
                                               Vice President - Finance