<PAGE>

                   AMENDMENT NUMBER SIX TO THE 
                    GENERAL CONDITIONS OF THE 
           CONTRACT FOR THE ESTABLISHMENT AND OPERATION
              OF MOTOR VEHICLE INSPECTION/MAINTENANCE
                PROGRAM FOR THE STATE OF MINNESOTA
                    POLLUTION CONTROL AGENCY

     This Amendment Number Six is made to the Contract entered into between 
the State of Minnesota, acting through its Pollution Control Agency, 
hereafter referred to as the "State," and Envirotest Technologies, Inc., 
doing business in Minnesota as Envirotest Technologies, Inc., hereafter 
referred to as the "Contractor." Additions are underlined; deletions are 
shown in over-strike type.

     WHEREAS, the State and Contractor entered into the Contract on July 18, 
1990, for the design, construction, equipment, establishment, maintenance and 
operation of public inspection stations for the motor vehicle inspection and 
maintenance program for the Twin Cities Metropolitan Area, hereafter referred 
to as the "I/M Program;"

     WHEREAS, the Contract required the Contractor to construct and operate 
vehicle emission testing stations at locations throughout the Twin Cities 
Metropolitan Area;

     WHEREAS, the Contract has been amended five times, on June 17, 1991,
May 15, 1992, September 30, 1993, September 6, 1995, and October 31, 1995, 
and as amended is in effect today;

     WHEREAS, the statute governing the I/M Program, Minn Stat. 
Sections 116.60 - 65, was amended by the 1995 Minnesota Legislature in 1995 
Minn. Laws ch. 204, hereafter referred to as the "1995 Legislation."

     WHEREAS, the 1995 Legislation instructed the commissioner of the 
Pollution Control Agency to "take all reasonable steps to enable the state, 
by July 1, 1998, to comply with the federal Clean Air Act without having to 
continue the motor vehicle emission inspection program;"

     WHEREAS, the Pollution Control Agency has submitted to the U.S. 
Environmental Protection Agency (EPA) a request to redesignate the Twin 
Cities Metropolitan Area to attainment of the national ambient air quality 
standard for carbon monoxide;

<PAGE>

     WHEREAS, the State's redesignation request seeks U.S. EPA approval of a 
maintenance plan that would not require, for purposes of the federal Clean 
Air Act, continuation of the motor vehicle emission inspection program;

     WHEREAS, at the time of entering into this Amendment Six, the Pollution 
Control Agency believes that the I/M Program is needed for another year, 
until July 30, 1999, in order to comply with the federal Clean Air Act while 
the U.S. EPA considers the State's redesignation request.

     WHEREAS, Minn. Stat. Section 116.62, subd. 3(b) provides that this 
contract may exceed a five year term; and

     WHEREAS, the Contractor wishes to continue to perform vehicle testing 
for the I/M Program.

     NOW THEREFORE, the State and Contractor agree to amend the July 18, 
1990, Contract as follows:

     1.   Section IX.B., Term, of the General Conditions of the Contract is 
amended to read as follows:

     This contract shall remain in effect from its effective date until July 
     30, 1999. If the State extends the network startup date under Section 
     IV.E, the State shall also extend the term of the contract until seven 
     (7) years from the new startup date of the vehicle inspection network. 
     In the event that this contract is terminated prior to July 30, 1999 or 
     expires on July 30, 1999, the requirements of Sections IV.H., VI.E.4., 
     VII.A., VII.B., VII.E., VIII, IX.D., IX.E., IX.F, and IX.G shall remain 
     in effect. Sections V.B and V.C shall remain in effect for six (6) years 
     after expiration or termination of this contract, or until any judicial 
     or administrative action involving the work performed by the Contractor 
     under this contract commenced prior to expiration of the six (6) year 
     period is resolved, including all appeals, whichever occurs last.

                                       2
<PAGE>

     2.   Section II.A., Consideration, of the General Conditions of the 
Contract is amended to read as follows:

             The State shall pay the contractor, until November 1, 1995, for 
     all activities conducted pursuant to this contract, $7.07 for each fee 
     bearing inspection, each fee bearing reinspection and each fee bearing 
     elective inspection performed on or after the Extension/Exemption 
     Startup Date and for which the State has been paid by the citizen who 
     obtained the inspection. On and after November 1, 1995, and until June 
     30, 1996, the State shall pay the Contractor, for all activities 
     conducted pursuant to this contract, $8.00 for each fee bearing 
     inspection, each fee bearing reinspection and each fee bearing elective 
     inspection performed by the Contractor and for which the State has been 
     paid by the citizen who obtained the inspection. After June 30, 1996, 
     and until June 30, 1997, the State shall pay the Contractor, for all 
     activities conducted pursuant to this contract, $7.28 for each fee 
     bearing inspection, each fee bearing reinspection and each fee bearing 
     elective inspection performed by the Contractor and for which the State 
     has been paid by the citizen who obtained the inspection. After June 30, 
     1997 and until June 30, 1999, the State shall pay the Contractor, for 
     all activities conducted pursuant to this contract, a To-Be-Determined 
     Amount ("TBDA") for each fee bearing inspection, each fee bearing 
     reinspection and each fee bearing elective inspection performed by the 
     Contractor and for which the State has been paid by the citizen who 
     obtained the inspection. The State, on the effective date of Amendment 
     Five, estimates that the TBDA will be approximately $7.00 for the year 
     between July 1, 1997 and June 30, 1998, but the exact amount of the TBDA 
     shall be determined as provided by the following sentence. The TBDA 
     shall not exceed $8.00 and shall be determined each year by the State 
     after review of testing revenues and the vehicle emission inspection 
     account balance through the end of the State's Fiscal Year (i.e. June 
     30, 1997 for the first year and June 30, 1998 for the second year the 
     TBDA is determined), and

                                       3

<PAGE>

     projected revenues and MPCA and Department administrative costs through 
     the end of all State and Contractor activities under the I/M Program, so 
     that the amount of revenues allocated for the year beginning July 1, 
     1997 and the year beginning July 1, 1998 to the Contractor through the 
     TBDA will assure that all MPCA and Department administrative costs plus 
     a contingency of $15,000 are allowed for in the vehicle emission 
     inspection account. The annual TBDA shall be determined by the State by 
     August 15, 1997 and by August 15, 1998. These fees are, in the event of 
     termination of the I/M Program by legislation prior to June 30, 1998, 
     subject to adjustment as provided in the next paragraph, and are the 
     Contractor's sole compensation for all activities conducted pursuant to 
     this contract, except as may be provided in Section IX.C.

          If the legislature terminates the I/M Program prior to June 30, 
     1998, and the Contractor has received more than an average of $7.35, 
     between July 1, 1995, and the date testing ends, per fee bearing 
     inspection, fee bearing reinspection and fee bearing elective inspection 
     performed by the Contractor, and for which the State has been paid the 
     citizen who obtained the inspection, then the amounts specified in the 
     preceding paragraph due the Contractor will be reduced by the State, and 
     as necessary reimbursed to the State by the Contractor (except as may be 
     provided in Section IX.C.) within sixty (60) days of the State's written 
     request, so that by the end of testing the Contractor will have been 
     provided with an average of $7.35 per fee bearing inspection, fee 
     bearing reinspection and fee bearing elective inspection performed by 
     the Contractor, and for which the State has been paid by the citizen who 
     obtained inspection, between July 1, 1995 and the date testing ends.

           A fee-bearing inspection is the initial inspection and, if the 
     vehicle fails the initial inspection, the number of reinspections of a 
     subject vehicle during one annual registration period covered by the 
     initial fee assessed pursuant to Minn. Rules 7023.1105, subp. 2(A). A 
     fee bearing reinspection is each subsequent reinspection of a subject 
     vehicle during one annual registration period for which an

                                      4

<PAGE>

     additional fee is assessed under the Minn. Rules pt. 7023.1105, subp. 
     2(A). A fee bearing elective inspection is any single inspection of a 
     subject or nonsubject vehicle approved in advance by the State and 
     conducted pursuant to Minn. Rules 7023.1105, subp. 2(B). The State 
     agrees that, pursuant to Minn. Rules pt. 7023.1105, it will set the 
     inspection fee at an amount not less than the amounts specified in the 
     first paragraph, and that if its administrative costs exceed the 
     difference between the inspection fee collected from citizens and the 
     amounts specified in the first paragraph due the Contractor, the excess 
     State administrative costs will not reduce the amount paid to the 
     Contractor under Section II.

          The State shall not pay the Contractor for inspections conducted by 
     the Contractor for which the State has not been paid by the citizen who 
     obtained the inspection. The State shall not pay the Contractor for 
     inspections conducted before the network start-up date.

          The total obligation of the State for all compensation and 
     reimbursements to Contractor shall not exceed the funds appropriated to 
     the I/M Program in the vehicle emission inspection account. Minn. Stat. 
     Section 116.65, subd. 1 establishes a vehicle emission inspection account 
     which consists of the revenues listed in Minn. Stat. Section 116.65, 
     subd. 2, including the proceeds of the vehicle inspection fee. Minn. Stat.
     Section 116.65 provides that the vehicle emission inspection account is 
     appropriated to the Agency by the legislature, and may be used only to 
     pay the Contractor for vehicles inspected and MPCA and Department 
     administrative costs for the I/M Program. The Contractor understands and 
     agrees, however, that the vehicle emission inspection account will not 
     contain substantial funds until the commencement of vehicle inspection 
     and the collection of fees from motorists for vehicle inspection, and 
     that the vehicle emission inspection account will be regularly depleted 
     after that point to pay the Contractor for vehicles inspected and to pay 
     State administrative costs to conduct the I/M Program. Contractor also 
     understands and agrees that, in the unlikely event that the

                                      5

<PAGE>

     legislature ceases to appropriate funds for the I/M Program, the 
     legislature may not authorize sufficient funds to pay the Contractor's
     costs.

     3. Section 1.25, Rulemaking, of the General Conditions of the Contract, 
which was added in Amendment Five, is deleted.

     4. This Amendment Six is effective when it is signed by the Commissioner 
of Administration.

     5. All other terms and conditions of the Contract remain in full force 
and effect, except as specifically amended above.

     6. This Amendment Six may be executed in counterparts. All persons by 
their signatures below affirm they have authority to execute this amendment 
on behalf of the parties they represent.

ENVIROTEST TECHNOLOGIES, INC.        MINNESOTA POLLUTION CONTROL AGENCY


By: /s/ Chester Davenport            By: /s/ Elaine Johnson
   --------------------------------     --------------------------------
Name (print): Chester Davenport         Elaine Johnson
             ----------------------     Manager, Administrative Services
Title: Chairman                         Division
      -----------------------------     

Date: 4/18/98                        Date: 4/22/98
     ------------------------------       ------------------------------

By:                                  AS TO FORM AND EXECUTION BY
   --------------------------------  THE ATTORNEY GENERAL
Name (print):
             ----------------------
Title: 
      -----------------------------

Date:                                By: /s/ Ann M. Seha
     ------------------------------     -------------------------------
                                        Ann M. Seha
                                        Assistant Attorney General

                                     Date: 4/22/98
                                          -----------------------------

                                     AS TO ENCUMBRANCE BY THE
COMMISSIONER OF ADMINISTRATION       MINNESOTA POLLUTION CONTROL AGENCY


By: /s/ Gerald T. Joyce              By: /s/ Roger K. Volk
   -------------------------------      -------------------------------
   Gerald T. Joyce                   Name (print): Roger K. Volk
   Contract Administrator                         ---------------------
                                     Title: Accts Payable Supv
                                           ----------------------------

Date: 4/22/98                        Date: 4/22/98
     -----------------------------        -----------------------------

<PAGE>

     legislature ceases to appropriate funds for the I/M Program, the 
     legislature may not authorize sufficient funds to pay the Contractor's
     costs.

     3. Section 1.25, Rulemaking, of the General Conditions of the Contract, 
which was added in Amendment Five, is deleted.

     4. This Amendment Six is effective when it is signed by the Commissioner 
of Administration.

     5. All other terms and conditions of the Contract remain in full force 
and effect, except as specifically amended above.

     6. This Amendment Six may be executed in counterparts. All persons by 
their signatures below affirm they have authority to execute this amendment 
on behalf of the parties they represent.

ENVIROTEST TECHNOLOGIES, INC.        MINNESOTA POLLUTION CONTROL AGENCY


By:                                  By:
   --------------------------------     --------------------------------
Name (print):                           Elaine Johnson
             ----------------------     Manager, Administrative Services 
Title:                                  Division
      -----------------------------     

Date:                                Date:
     ------------------------------       ------------------------------

By: /s/ F. R. Miller                 AS TO FORM AND EXECUTION BY
   --------------------------------  THE ATTORNEY GENERAL
Name (print): F. R. Miller
             ----------------------
Title: CEO
      -----------------------------

Date: 4/18/98                        By: 
     ------------------------------     -------------------------------
                                        Ann M. Seha
                                        Assistant Attorney General

                                     Date: 
                                          -----------------------------

                                     AS TO ENCUMBRANCE BY THE
COMMISSIONER OF ADMINISTRATION       MINNESOTA POLLUTION CONTROL AGENCY


By:                                  By: 
   -------------------------------      -------------------------------
   Gerald T. Joyce                   Name (print):
   Contract Administrator                         ---------------------
                                     Title:
                                           ----------------------------

Date:                                Date:
     -----------------------------        -----------------------------

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