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                                                               Exhibit 10.9


                              EMPLOYMENT AGREEMENT

         This Employment Agreement (the "Agreement") is made and entered into
as of June 15, 1998 by and between EVI Weatherford, Inc., a Delaware
corporation ("EVI" or the "Company"), and Philip Burguieres, an individual
currently residing in Houston, Texas ("Burguieres").

                                   RECITALS:

         WHEREAS, prior to the date of this Agreement, Burguieres has been
employed by the Company pursuant to an Employment Agreement dated October 17,
1996, between Burguieres and Weatherford Enterra, Inc., a predecessor to EVI
(the "Prior Agreement"); and

         WHEREAS, the Prior Agreement has been terminated by Burguieres in
accordance with its terms and the Company and Burguieres wish to enter into a
new employment contract on the terms and conditions set forth;

         NOW, THEREFORE, for and in consideration of the premises and the
respective covenants and agreements of the parties herein contained, the
Company and Burguieres hereby agree as follows:

                                   ARTICLE 1
                                   EMPLOYMENT

         The Company hereby agrees to employ Burguieres, and Burguieres hereby
agrees to serve the Company, on the terms and conditions set forth herein.

                                   ARTICLE 2
                                      TERM

         The term of this Agreement shall commence as of June 15, 1998 (the
"Effective Date"), and shall continue through September 30, 2008, unless sooner
terminated as hereinafter provided (the "Scheduled Term").

                                   ARTICLE 3
                              POSITION AND DUTIES

         3.1     Burguieres shall initially be employed as Chairman Emeritus of
the Board of Directors of the Company (the "Board") and shall have such
responsibilities, duties and authority reasonably accorded to and expected of a
Chairman Emeritus and as may from time to time be prescribed by the Chief
Executive Officer of the Company pursuant to the Company's bylaws.  The parties
expressly agree that the Company is under no obligation to reelect Burguieres
as Chairman


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Emeritus at any time in the future, nor is the Board required to nominate
Burguieres for reelection as a director upon the expiration of his current
term.  Should Burguieres cease to be Chairman Emeritus, the Board or the Chief
Executive Officer of the Company may assign to him such other responsibilities,
duties and authority as are deemed appropriate by the Board or the Chief
Executive Officer consistent with those responsibilities currently assigned to
Burguieres as an executive officer of the Company.

         3.2     During the term of his employment, and excluding any periods
of vacation and sick leave to which Burguieres is entitled, Burguieres shall
devote such time and efforts to the business and affairs of the Company as
shall be necessary to discharge his responsibilities and duties; provided,
however, that Burguieres shall be permitted to engage from time to time in and
to receive compensation for outside business activities, including the
management of businesses and investments that are not related to the business
and affairs of the Company to the extent such activities do not significantly
interfere with the performance of Burguieres' responsibilities to the Company
in accordance with this Agreement and do not cause Burguieres to be in
violation of Article 6 of this Agreement.

                                   ARTICLE 4
                        COMPENSATION AND RELATED MATTERS

         4.1     Salary.  During the term of employment set forth in Article 2,
the Company shall pay to Burguieres an annual base salary of $120,000, or such
higher rate as may from time to time be determined by the Company, the base
salary to be paid in substantially equal semi-monthly installments.

         4.2     Benefits.  During the term of this Agreement, Burguieres shall
be eligible for the benefit plans and programs enumerated below:

         (a)     Burguieres shall be entitled to continue his participation in
                 the Company's 401(k) Savings Plan as, and to the extent, such
                 plan is in effect from time to time during the term of this
                 Agreement.

         (b)     Burguieres and Burguieres' eligible dependents shall be
                 entitled to continue to participate and shall receive all
                 benefits under the Company's welfare benefit plans, including,
                 without limitation, medical, prescription, dental, disability,
                 salary continuance, group life, accidental death and travel
                 accident insurance plans and programs, as, and to the extent
                 such plans and programs are, in effect from time to time
                 during the term  of this Agreement; provided, however, that
                 Burguieres shall pay any premiums or other amounts required to
                 be paid for such benefits.  Upon termination of Burguieres'
                 employment, he shall be entitled to health benefits pursuant
                 to the Consolidated Omnibus Budget Reconciliation Act
                 ("COBRA"), provided that he shall pay any premiums owed in
                 connection with such health





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                 benefits.  After expiration of the COBRA benefits, Burguieres
                 shall be entitled to convert the Company's health plan, as it
                 relates to Burguieres and any eligible dependents, to an
                 individual policy, upon payment of the applicable conversion
                 fee.

         (c)     Burguieres shall be entitled to a Company telephone calling
                 card, a Company corporate American Express card, but only to
                 the extent this perquisite is afforded to other key employees
                 of the Company and reimbursement for his expenses related to
                 one mobile telephone.

         (d)     Burguieres shall be eligible to receive annual bonuses and to
                 participate in the Company's stock option plans that are
                 available to the Company's key employees.

         4.3     Vacation.  Burguieres shall be entitled to paid vacation
during each year of the Agreement, determined in accordance with the Company's
then current vacation policy.  Burguieres shall also be entitled to all paid
holidays given by the Company to its employees.

         4.4     Business Expenses.  During the term of this Agreement, the
Company will reimburse Burguieres for authorized business expenses incurred by
Burguieres for Company-related business purposes, including expenses for
entertainment and business development, travel and similar items, provided such
expenses are made in accordance with the Company's policies and procedures and
are approved by the Company.  The Company will reimburse Burguieres on a
monthly basis upon presentment by Burguieres of an itemized accounting of such
expenditures, including receipts setting forth (in appropriate detail the date
place, amount, names, etc.) the individual items for which reimbursement is
sought.  Major expense items, such as travel, must be authorized by the Company
prior to Burguieres' incurring the expense.

         4.5     Office and Support Staff.  The Company contemplates that
Burguieres in performing under this Agreement may require office space,
secretarial assistance, telephone usage, facsimile, computer and other office
equipment usage and other assistance.  During the term of this Agreement, the
Company shall, if requested by Burguieres, furnish Burguieres with office
space, either in one of the Company's locations or elsewhere, and supply
Burguieres' reasonable requirements pursuant to the terms of this Agreement, at
no expense to Burguieres.

                                   ARTICLE 5
                                  TERMINATION

         5.1     Termination by the Company.

         (a)     Termination Due to Disability.  Burguieres' employment
                 hereunder shall terminate upon his "Disability".  In the event
                 of such termination, the Company shall (i) continue to pay to
                 Burguieres the compensation pursuant to Section 4.1 to which
                 he would otherwise be entitled had his employment continued
                 through the date indicated





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                 in Article 2 hereof, in the same manner as paid while
                 Burguieres was employed, (ii) extend to Burguieres the
                 benefits pursuant to Section 4.2(b) in accordance with the
                 Company's policy with respect to Disability and the Company
                 shall be entitled to credit against any such benefits payable
                 by it any amount paid to Burguieres under the Company's
                 disability benefit programs provided for the benefit of
                 Burguieres.  For purposes of this Agreement, "Disability" is
                 defined to mean that, as a result of Burguieres' incapacity
                 due to physical or mental illness, Burguieres shall have been
                 absent from his duties with the Company on a full-time basis
                 for a period of one year and a physician acceptable to the
                 Company is of the opinion that (i) Burguieres is suffering
                 from "total disability" as defined in the Company's long-term
                 disability plan, or any successor plan or program or (ii)
                 Burguieres will qualify for a social security disability
                 payment, and (iii) within thirty (30) days after written
                 notice of termination is given, Burguieres shall not have
                 returned to the full-time performance of Burguieres' duties.

         (b)     Termination Due to Death.  Burguieres' employment hereunder
                 shall terminate upon his death.  In the event of such
                 termination, the Company shall (i) continue to pay to
                 Burguieres' estate the compensation pursuant to Section 4.1 to
                 which he would otherwise be entitled had his employment
                 continued through the date indicated in Article 2 hereof, in
                 the same manner as paid while Burguieres was employed, and
                 (ii) extend to Burguieres' eligible dependents or estate, as
                 appropriate, the benefits pursuant to Section 4.2(b) in
                 accordance with the Company's policy with respect to death.

         (c)     Termination Without Cause.  The Company, without cause, may
                 terminate this Agreement at any time by written notice to
                 Burguieres.  In the event of such termination, the Company
                 shall continue to pay Burguieres the compensation pursuant to
                 Section 4.1 and extend to Burguieres the benefits pursuant to
                 Section 4.2(b) except for long-term disability to which he
                 would otherwise be entitled had his employment continued
                 through the date indicated in Article 2 hereof in the same
                 manner as paid or extended while Burguieres was employed.

         (d)     Termination for Cause.  The Company may terminate Burguieres'
                 employment for "Cause".  In the event of such termination, the
                 Company shall cease paying Burguieres compensation pursuant to
                 Section 4.1 and shall terminate benefits pursuant to Sections
                 4.2, 4.3. 4.4 and 4.5, except as required by law.  For
                 purposes of this Agreement, the Company shall have "Cause" to
                 terminate Burguieres' employment hereunder only (i) if
                 termination shall have been the result of an act or acts of
                 dishonesty on Burguieres' part constituting a felony and
                 resulting, or intending to result, directly or indirectly, in
                 gain or personal enrichment at the expense of the Company, or
                 (ii) upon the willful and continued failure by Burguieres to
                 substantially perform his duties with the Company (other than
                 any such failure resulting from his incapacity due to mental
                 or physical illness) after demand in





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                 writing for substantial performance is delivered to Burguieres
                 by the Board, which demand specifically identifies the manner
                 in which the Board believes that Burguieres has not
                 substantially performed his duties, and such failure to
                 perform his duties results in demonstrably material injury to
                 the Company, or (iii) upon the breach by Burguieres of Article
                 6, which breach remains uncorrected for 30 days following
                 written notice to Burguieres by the Company of such breach.
                 Burguieres' employment shall in no event be considered to have
                 been terminated by the Company for cause if such termination
                 took place as a result of (i) bad judgment or negligence on
                 his part, or (ii) any act or omission without intent of
                 gaining therefrom, directly or indirectly, a profit to which
                 Burguieres was not legally entitled, or (iii) any act or
                 omission believed by Burguieres in good faith to have been in
                 or not opposed to the interests of the Company, or (iv) any
                 act or omission in respect of which a determination is made
                 that Burguieres met the applicable standard of conduct
                 prescribed for indemnification or reimbursement or payment of
                 expenses under the bylaws of the Company or the laws of the
                 State of Texas or the directors and officers liability
                 insurance of the Company, in each case as in effect at the
                 time of such act or omission.  Burguieres shall not be deemed
                 to have been terminated for cause unless and until there shall
                 have been delivered to Burguieres a copy of a resolution duly
                 adopted by the affirmative vote of not less than three-fourths
                 (3/4) of the entire membership of the Board at a meeting of
                 the Board called and held for the purpose (after reasonable
                 notice to Burguieres and an opportunity for Burguieres,
                 together with his counsel, to be heard before the Board)
                 finding that in the good faith of the Board he was guilty of
                 conduct set forth above in clauses (i) through (iii) of the
                 first sentence of this paragraph and specifying the
                 particulars thereof in detail.

         5.2     Termination by Burguieres.  Burguieres may terminate his
employment hereunder without any breach of this Agreement under any of the
following circumstances:

         (a)     the assignment to Burguieres of duties inconsistent with the
                 position, duties, responsibilities and status of an executive
                 of the Company; or

         (b)     the Company's breach of any provision of this Agreement which,
                 if correctable, remains uncorrected for 30 days following
                 written notice to the Company by Burguieres of such breach..

         5.3     Date and Effect of Termination.  "Date of Termination" shall
mean (i) if Burguieres' employment is terminated by his death, the date of his
death, (ii) if Burguieres' employment is involuntarily terminated pursuant to
Section 5.1(c) (other than by reason of death) or Section 5.1(d) herein, the
date specified in the notice of termination, (iii) if Burguieres' employment is
terminated upon his Disability, the date 30 days after the Company's notice to
Burguieres as contemplated in Section 5.1(a) hereof, and (iv) if Burguieres
voluntarily terminates his employment, the date set forth in any notice to
terminate under Section 5.2.  This Agreement shall terminate on the Date of
Termination relating to a termination pursuant to Sections 5.1(a), 5.1(b),
5.1(c) or 5.2 and thereafter





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neither party will have any liability or obligation to the other under this
Agreement, except for the covenants in Sections 5.1(a), 5.1(b), 5.1(c) and 6.

                                   ARTICLE 6
                                  NON-COMPETE

         In consideration of his employment and payments hereunder and in view
of the key position in which he has previously served and is expected to serve
the Company, Burguieres agrees that from the date hereof through the Scheduled
Term, he will not, without the prior written consent of the Board of Directors
of the Company, directly or indirectly, own, manage, operate, control, be
employed by, participate in or be connected in any manner with the ownership,
management, operation or control of any business which competes, in the
Company's reasonable judgment, with any business conducted by the Company or
any of its subsidiaries or affiliates at the time of such termination in any
area where such business is being conducted at the time of such termination.
In addition, Burguieres agrees that from the date hereof through the Scheduled
Term, he will not solicit for employment any individuals currently or then
employed by the Company or any of its subsidiaries or affiliates.  Breach by
Burguieres of this covenant while he is employed by the Company shall be deemed
to be "Cause", as defined in Section 5.1(d).

                                   ARTICLE 7
                                 MISCELLANEOUS

         7.1     No Mitigation Required; Other Employment.

         (a)     If Burguieres' employment is terminated prior to the date
                 indicated in Article 2 and he is receiving compensation and
                 benefits hereunder, he shall not be required to mitigate the
                 amount of any payment or benefit provided for in Sections 4.1
                 or 4.2 by seeking other employment or otherwise.

         (b)     If Burguieres' employment is terminated for any reason other
                 than Cause and Burguieres obtains other employment that would
                 not be a breach of the non-compete covenant included in
                 Article 6 if he were still employed, the Company shall
                 continue paying the compensation owed pursuant to Section 4.1
                 without reduction by any compensation earned by Burguieres as
                 a result of employment by another employer after the date of
                 termination, or otherwise.  The benefits provided for in
                 Section 4.2 shall terminate immediately, except as required by
                 law.

         7.2     Existing Agreement.  The parties agree that the Existing
Agreement has been terminated pursuant to the terms thereof and that neither
Burguieres nor the Company has any further obligation or liability thereunder.





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         7.3     Successors; Binding Agreement.  The Company will require any
successors (whether direct or indirect, by purchase, merger, consolidation or
otherwise) to all or substantially all of the business and/or assets of the
Company, by agreement in form and substance reasonably satisfactory to
Burguieres, to expressly assume and agree to perform this Agreement in the same
manner and to the same extent that the Company would be required to perform it
if no such succession had taken place.  Failure of the Company to obtain such
agreement prior to the effectiveness of any succession shall be a breach of
this Agreement and shall entitle Burguieres to compensation from the Company in
the same amount and on the same terms as if he had terminated his employment
pursuant to Section 5.2, except that for purposes of implementing the
foregoing, the date on which each such succession become effective shall be the
Date of Termination.  As used in this Agreement, "Company" shall mean the
Company as hereinbefore defined and any successor to its business and/or assets
as aforesaid which executes and delivers the agreement provided for in this
Section 7.3 or which otherwise becomes bound by all of the terms and provisions
of this Agreement by operation of law.  This Agreement and all rights of
Burguieres hereunder shall inure to the benefit of and be enforceable by
Burguieres' personal or legal representatives, executors, administrators,
successors, heirs, distributees, devisees and legatees.  If Burguieres should
die while any amounts would still be payable to him hereunder if he continued
to live, all such amounts, unless otherwise provided herein, shall be paid in
accordance with the terms of this Agreement to Burguieres' designated
beneficiaries set forth in a written beneficiary designation filed with the
Company or, if there be no such designated beneficiary, to Burguieres' estate.

         7.4     Notices.  For purpose of this Agreement, notices and all other
communications provided for herein shall be in writing and shall be deemed to
have been duly given when personally delivered or when mailed by United States
registered or certified mail, return receipt requested, postage prepaid,
addressed as follows:

         If to the Company to:    5 Post Oak Blvd., Suite 1760
                                  Houston, Texas  77027
                                  Attn:  General Counsel

         If to Burguieres to:     3229 Del Monte
                                  Houston, Texas  77019

or to such other address as either party may furnish to the other in writing in
accordance herewith, except that notices of changes of address shall be
effective only upon receipt.

         7.5     Applicable Law.  The validity, interpretation, construction
and performance of this Agreement shall be governed by the laws of the State of
Texas without regard to the conflict of law principles thereof.

         7.6     Waiver.  No provisions of this Agreement may be modified,
waived or discharged unless such waiver, modification or discharge is agreed to
in writing, signed by Burguieres and such officer of the Company as may be
specifically designated by the Board.  No waiver by either party





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hereto at any time of any breach by the other party hereto of or compliance
with, any condition or provision of this Agreement to be performed by such
other party shall be deemed a waiver of similar or dissimilar provisions or
conditions at the same time or any prior or subsequent time.

         7.7     Validity.  The invalidity or unenforceability of any provision
or provisions of this Agreement shall not affect the validity or enforceability
of any other provisions of this Agreement, which shall remain in full force and
effect.

         7.8     Counterparts.  This Agreement may be executed in one or more
counterparts, each of which shall be deemed to be an original but all of which
together will constitute one and the same instrument.

         7.9     Entire Agreement.  This Agreement, together with any exhibits
hereto, constitutes, the entire agreement of the parties with regard to the
subject matter hereof, and contains all the covenants, promises,
representations, warranties and agreements between the parties with respect to
the employment of Burguieres by the Company.  Each party to this Agreement
acknowledges that no representation, inducement, promise or agreement, oral or
written, has been made by either party or by anyone acting on behalf of either
party which is not embodied herein, and that no agreement, statement or promise
relating to the employment of Burguieres by the Company, which is not contained
in this Agreement shall be valid or binding.  Any modification or amendment of
this Agreement will be effective only if it is in writing and signed by each of
the parties hereto.

         IN WITNESS WHEREOF, the parties have executed this Agreement on the
date and year first above written.

<TABLE>
                                                            <S>             <C>
                                                            EVI WEATHERFORD,  INC.


                                                            By:              /s/ Curtis W. Huff                          
                                                               ----------------------------------------------------------



                                                                             /s/ Philip Burguieres                       
                                                            -------------------------------------------------------------
                                                                             Philip Burguieres
</TABLE>





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