EXHIBIT 10.9

                                    AGREEMENT

     WHEREAS,  AMCOL  International  Corporation  (the  "Company")  considers it
essential  and in the best  interests  of the  Company and its  shareholders  to
foster the continued employment of its key management personnel;

     WHEREAS,  Peter Maul ("Employee") is considered a key management  employee,
currently serving as Vice President of the Company; and

     WHEREAS,  the Company desires to assure the future continuity of Employee's
services  in the event of any  actual or  threatened  "Change  in  Control"  (as
defined in Section 6 below) of the Company.

                       IT IS THEREFORE AGREED AS FOLLOWS:

     1. Effect of  Agreement.  This  Agreement  shall be  effective  and binding
immediately upon its execution. However, except as specifically provided herein,
this Agreement shall not alter materially  Employee's  duties and obligations to
the Company and the remunera  tion and benefits  which  Employee may  reasonably
expect to receive from the Company in the absence of a Change in Control.

     2. Employment On and After Change in Control. Provided that the employee is
an employee of the Company immediately prior to a Change in Control, the Company
shall employ Employee, and Employee shall accept such employment, effective upon
such Change in Control for a period of twenty-four (24) months after said Change
in Control subject to the terms and conditions stated herein.

     3. Duties After Change in Control.  Employee agrees that during the term of
his employment with the Company after a Change in Control,  he shall perform the
duties  described  in Section 12 below and such other duties for the Company and
its  subsidiaries  consistent  with his  experience and training as the Board of
Directors  of the Company  (the  "Board") or the Board's  representatives  shall
determine from time to time, which duties shall be at least  substantially equal
in status, dignity and character to his duties at the date hereof. He shall also
have the title of Vice President.  Employee  further agrees to devote his entire
working time and  attention to the business of the Company and its  subsidiaries
and use his best efforts to promote such business.

     4. Compensation Prior to a Change in Control.  Prior to a Change in Control
the Company agrees to pay Employee  compensation  for his services in an amount,
and to provide him with life insurance,  disability,  health and other benefits,
as set by the  Company  from  time to time.  For the  purpose  of this  Section,
compensation does not include any bonus or other incentive  compensation plan or
stock purchase  plan,  which may vary from year to year at the discretion of the
Company.



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     5. Termination of Employment  Prior to a Change of Control.  Employee shall
be entitled to terminate his employment prior to a Change in Control at any time
upon  sixty (60) days'  prior  written  notice.  The  Company,  shall be able to
terminate Employee's employment at any time prior to a Change in Control with or
without  cause upon sixty (60) days'  prior  written  notice (or the  payment of
salary in lieu  thereof).  This  Section  shall not be  construed  to reduce any
accrued  benefits  payable in  connection  with any  termination  of  Employee's
employment prior to a Change in Control.

     Nothing  expressed or implied in this  Agreement  shall create any right or
duty on the part of the  Company  or  Employee  to have  Employee  remain in the
employment of the Company prior to a Change in Control.

     6. Termination of Employment On or After Change in Control.

          (a)  For purposes of this Agreement the term "Change in Control" means
               the  change in the legal or  beneficial  ownership  of  fifty-one
               percent (51%) of the shares of the Company's  common stock within
               a six-month  period  other than by death or  operation of law, or
               the sale of ninety percent (90%) or more of the Company's  assets
               within a six-month period.

          (b)  Employee's  employment  on and after a Change in  Control  may be
               terminated  with just  cause by the  Company at any time upon not
               less  than  ten  (10)  days'  prior  written  notice.   Prior  to
               termination for just cause on and after a Change in Control,  the
               Board of  Directors  shall by majority  vote have  declared  that
               Employee's termination is for just cause specifically stating the
               basis for such  determination.  In the event  such a  termination
               occurs, the provisions of Sections 9(a) and 12 below shall apply.

               Employee's employment may be terminated on or after a Change
               in  Control  without  just  cause  pursuant  to the  constructive
               termination  procedures described in the next paragraph or by the
               Company  giving  Employee  not less than  thirty (30) days' prior
               written notice. In the event Employee's  employment is terminated
               pursuant to the preceding sentence:

               (i)  the provisions of Section 9(b) below shall apply; and

               (ii) although Employee's employment term shall be deemed 
                    terminated at the end of such notice period (or, in the case
                    of a  constructive termination  described  in the  next  
                    paragraph,  as of the  date Employee  notifies  the  Company
                    of  such   termination), such termination  shall in no way 
                    affect the term of this Agreement or Employee's duties and 
                    obligations under Section 12 below.




               For  purposes  of  this  Section  6(b),  Employee  shall  be
               considered as 

<PAGE>

               having been terminated by the Company on or after a
               Change in Control for other than just cause  provided that he has
               notified the Company of any of the following within ten (10) days
               of the occurrence thereof:

               (i)  the  assignment  to Employee of any duties of  substantially
                    lesser  status,  dignity and character  than the duties as a
                    Vice  President  of the  Company  immediately  prior  to the
                    effective date of the Change in Control;

               (ii) a  post-Change  in  Control  reduction  by  the  Company  in
                    Employee's annual base salary or bonus or incentive plan (as
                    in effect  immediately  prior to the  effective  date of the
                    Change in Control);  (iii)relocation of Employee's office to
                    a location  which is more than 35 miles from the location in
                    which Employee principally works for the Company immediately
                    prior to the  effective  date of the Change in Control;  the
                    relocation of the appropriate  principal executive office of
                    the  Company  or  the   Company's   operating   division  or
                    subsidiary for which Employee  performed the majority of his
                    services  for the  Company  during  the  year  prior  to the
                    effective  date of the Change in Control to a location which
                    is more  than 35 miles  from  the  location  of such  office
                    immediately prior to such date; or his being required by the
                    Company in order to perform  duties of  substantially  equal
                    status,  dignity and  character to those duties he performed
                    immediately  prior to the  effective  date of the  Change in
                    Control   to  travel  on  the   Company's   business   to  a
                    substantially  greater  extent than is  consistent  with his
                    business travel obligations as of such date; or
               (iv) the failure of the  Company to continue to provide  Employee
                    with benefits  substantially  equivalent to those enjoyed by
                    him  under any of the  Company's  life  insurance,  medical,
                    health  and  accident  or  disability  plans in which he was
                    participating immediately prior to the effective date of the
                    Change in  Control,  the taking of any action by the Company
                    which would directly or indirectly  materially reduce any of
                    such benefits or deprive him of any material  fringe benefit
                    enjoyed by him  immediately  prior to effective  date of the
                    Change in Control,  or the failure of the Company to provide
                    him with at least the number of paid  vacation days to which
                    he is  entitled  on the basis of years of service  under the
                    Company's normal vacation policy in effect immediately prior
                    to the effective  date of the Change in Control.  

                    
          (c)  In the event  Employee's  employment  is terminated on or after a
               Change in Control in any manner  not  described  in Section  6(b)
               above:

<PAGE>

               (i)  the  provisions of Section 9(b) shall not apply and Employee
                    shall  instead  receive the sums and  benefits  described in
                    Section  9(a);  and 

               (ii) such  termination  shall in no way  affect  the term of this
                    Agreement or Employee's  duties or obligations under Section
                    12 below.

          (d)  Any   termination   of  employment  of  Employee   following  the
               commencement  of any  discussions  by a  shareholder  or group of
               shareholders  owning legally or beneficially more than 20% of the
               common stock or an officially  designated  representative  of the
               Board of  Directors  with a third party that  results  within 180
               days in a Change in Control shall (unless such termination is for
               cause or wholly unrelated to such  discussions) be deemed to be a
               termination  of  Employee  on and after a Change in  Control  for
               purposes of this Agreement.

     7. Notice of  Termination.  Any  termination by the Company or assertion of
termination by Employee shall be  communicated  by written notice of termination
to the other party at the following address:

AMCOL International Corporation           Mr. Peter Maul
One North Arlington                       AMCOL International Corporation
1500 West Shure Drive                     One North Arlington
Arlington Heights, IL 60004               1500 West Shure Drive
Attn:  Chairman of the Board              Arlington Heights, IL 60004

     8. Disability.  If as a result of Employee's  incapacity due to physical or
mental  illness,  he shall have been absent from his duties with the Company for
one hundred  eighty (180) days within any  twelve-(12)-consecutive-month  period
and within thirty (30) days after written  notice of the Company's  intention to
terminate  his  employment  is given,  Employee  shall not have  returned to the
performance of his duties with the Company  substantially  on a full-time basis,
the  Company  may  terminate  his  employment  for  disability.  This  shall not
constitute a  termination  for the purposes of  obtaining  benefits  pursuant to
Section 9.

     9. Benefits Upon  Termination And Leave Of Employment On or After Change in
the Control.

                    (a)  If Employee is terminated  for just cause on or after a
                         Change in  Control,  he shall only  receive the accrued
                         sums and benefits payable to him through the date he is
                         terminated;  the provisions of Section 9(b) below shall
                         not be applicable  in such case and Employee  shall not
                         receive (or shall cease  receiving)  the  payments  and
                         benefits described in Section 9(b).

          (b)  Subject to Employee's  compliance  with the provisions of Section
               12(a) below,  if Employee is  terminated  during the  twenty-four
               (24) month period  beginning on and continuing  after a Change in
               Control  other than for just cause  (either at the  discretion of
               the Company's  management or  constructively  by the operation of
               Section 6), he shall 
<PAGE>


               receive the following  payments and benefits in lieu of any other
               sums or benefits otherwise payable to him by the Company:

               (i)  all then accrued pay, benefits,  executive  compensation and
                    fringe  benefits,  including  (but not  limited to) pro rata
                    bonus and incentive plan earnings;
               (ii) medical,   health   and   disability   benefits   which  are
                    substantially   similar  to  the  benefits  the  Company  is
                    providing him as of the date of his employment is terminated
                    for a period of twenty-four (24) months thereafter; and

               (iii)one   dollar   less   than  two   times   his  base   period
                    compensation.

               The  foregoing   payments  and  benefits   shall  be  deemed
               compensation  payable for the duties to be  performed by Employee
               pursuant to Section 12 below. For purposes of this Agreement, (A)
               Employee's  "base  period  compensation"  is the  average  annual
               "compensation"  (as defined  below) which was  includable  in his
               gross  income for his base  period  (i.e.,  his most  recent five
               taxable  years ending  before the date of the Change in Control);
               and (B) if Employee's  base period  includes a short taxable year
               or less than all of a taxable year,  compensation  for such short
               or incomplete taxable year shall be annualized before determining
               his  average  annual   compensation  for  the  base  period.  (In
               annualizing  compensation,  the frequency with which payments are
               expected  to be made over an annual  period  shall be taken  into
               account.  Thus,  any amount of  compensation  for such a short or
               incomplete  taxable year that represents a payment that would not
               be made more than once per year shall not be annualized). The sum
               payable to Employee  pursuant to Section  9(b)(iii)  shall in any
               and all  cases be  reduced  by any  compensation  which  Employee
               receives,  excluding  stock option or other stock incentive bonus
               plan  compensation  from the date of the Change in Control  until
               the  termination  date.  For  purposes of Section  9(iii) and the
               definitions pertaining to said Section, Employee's "compensation"
               is the compensation  which was payable to him by the Company or a
               related  entity  determined   without  regard  to  the  following
               Sections of the Internal  Revenue  Code of 1986,  as amended (the
               "Code"):  125  (cafeteria  plans),  402(a)(8)  (cash or  deferred
               arrangements), 402(h)(1)(B) (elective contributions to simplified
               employee  pensions),  and, in the case of employer  contributions
               made  pursuant  to a  salary  reduction  agreement,  403(b)  (tax
               sheltered annuities).

               Except for the benefits described in Section 9(b)(ii) above,
               the sums due pursuant to this Section 9(b) shall be paid in up to
               two (2) annual installments commencing thirty (30) days after the
               sums  become  due.  All sums due shall be subject to  appropriate
               withholding  and statutory  requirements.  Employee  shall not be
               required to mitigate  the amount of any payment  provided  for in
               this  Section  9(b) by seeking  other  employment  or  otherwise.
               Notwithstanding  anything  stated  in  this  Section  9(b) to the
               contrary,  however, the amount of any payment or benefit provided
               for in this  Section 9(b) shall be reduced by no more than 50% by
               any compensation  earned by Employee as a result of employment by
               another employer and the Company shall not be required to provide
               medical,  health  and/or  disability  benefits to the extent such
               benefits  

<PAGE>

               would duplicate  benefits received by Employee in connection
               with his employment with any new employer.

               Notwithstanding  anything  stated in this  Agreement  to the
               contrary, if the amounts which are payable and the benefits which
               are provided to Employee  under this  Agreement,  either alone or
               together  with  other  payments  which  Employee  has a right  to
               receive  from  the  Company  or  any  of  its  affiliates,  would
               constitute  a  "parachute  payment"  (as defined in Code  Section
               280G), such amounts and benefits shall be reduced,  as necessary,
               to the  largest  amount  as will  result  in no  portion  of said
               amounts and benefits  being either not  deductible as a result of
               Code  Section  280G or subject to the excise tax  imposed by Code
               Section 4999. The  determination of any reduction in said amounts
               and benefits  pursuant to the foregoing  proviso shall be made by
               the  Company  in good  faith,  and  such  determination  shall be
               conclusive  and  binding on  Employee.  The  amounts  provided to
               Employee  under this  Agreement  in  connection  with a Change in
               Control, if any, shall be deemed allocated to such amounts and/or
               benefits to be paid and/or  provided  as the  Company's  Board of
               Directors in its sole  discretion  shall  determine.  


     10.  Special   Situations.   The  parties   recognize  that  under  certain
circumstances  a Change in  Control  may occur  under  conditions  which make it
inappropriate for Employee to receive the termination benefits or protection set
forth in this Agreement. Therefore, in the event that a Change in Control occurs
for any one of the  following  reasons,  the  provisions  of Sections 2, 6 and 9
shall not apply:

               (a)  the purchase of more than fifty  percent  (50%) of the stock
                    of the  Company  by an  employee  stock  ownership  plan  or
                    similar  employee  benefit  plan  of  which  Employee  is  a
                    participant; or

               (b)  the purchase of more than fifty  percent  (50%) of the stock
                    or ninety  percent  (90%) of the assets of the  Company by a
                    group of  individuals  or entities  including  Employee as a
                    member or  participant,  including  but not limited to those
                    transactions commonly known as a leveraged or other forms of
                    management buy-outs.

     11. Disputes.  Any dispute arising under this Agreement (except Section 12)
shall be  promptly  submitted  to  arbitration  under the Rules of the  American
Arbitration  Association.  An  arbitrator  is to be mutually  agreed upon by the
parties or upon failure of  agreement,  designated  by the American  Arbitration
Association.





     12. Non-Competition, Non-Solicitation, and Confidentiality.

               (a)  In  consideration  of this  Agreement  and  other  good  and
                    valuable consideration,  Employee agrees that for so long as
                    he is  employed  by the  Company  and for  twenty-four  (24)
                    months thereafter he shall not own manage, operate, control,
                    be  employed  by or  otherwise  engage  in  


                    any competitive business. Employee's agreement pursuant
                    to the preceding  sentence shall be in addition to any other
                    agreement  or legal  obligation  he may have  with or to the
                    Company.   For  purposes  of  the  preceding   sentence,   a
                    "competitive  business"  is  any  business  engaged  in  the
                    production,  refinement  or sale  of  Bentonite  and/or  any
                    business  conducted by the Company,  its  affiliates  or any
                    subsidiaries thereof as of the date Employee's employment is
                    terminated.  A business  which is  conducted by the Company,
                    its  affiliates or any  subsidiaries  which is  subsequently
                    sold by the Company is not a competitive  business as of the
                    date such business is sold. An "affiliate" of the Company is
                    any company  which either  controls,  is controlled by or is
                    under  common  control  with the  Company.  The phrase  "any
                    business  conducted by the Company,  its  affiliates  or any
                    subsidiaries  thereof" includes not only current  businesses
                    but also any new products, product lines or use of processes
                    under  development,  consideration  or  investigation on the
                    date Employee's employment with the Company is terminated.

                    Employee also agrees that during the  twenty-four  (24)
                    month period described in the first sentence of this Section
                    12(a) he will not  directly  or  indirectly,  on  behalf  of
                    himself or any other person or entity,  make a  solicitation
                    or conduct business, with any customer or potential customer
                    of the Company with which he had contact  while  employed by
                    the Company, its affiliates and/or any subsidiaries thereof,
                    with  respect  to  any   products  or  services   which  are
                    competitive with any business conducted by the Company,  its
                    affiliates or any subsidiaries  thereof. For purposes of the
                    preceding  sentence,  a  "customer"  is any person or entity
                    that has purchased  goods or services from the Company,  its
                    affiliates   or  any   subsidiaries   thereof   within   the
                    twenty-four  (24) month period ending on the date Employee's
                    employment  is  terminated.  A  "potential  customer" is any
                    person or entity that the  Company  solicited  for  business
                    within  twelve  (12)  months  prior to the  date  Employee's
                    employment with the Company is terminated.

                    The   Company   and   Employee   recognize   that   his
                    responsibilities  have included product  development,  sales
                    and   marketing   of   bentonite   clay,   fuller's   earth,
                    nanocomposites  and  related  products  to  various  markets
                    including  without  limitation  the  foundry,  agricultural,
                    plastic  and  well  drilling   industries  and  establishing
                    contacts and business relationships on behalf of the Company
                    in  the  domestic  and  international  markets.   Employee's
                    contacts  on behalf  of the  Company  represent  substantial
                    assets of the Company which are entitled to  protection.  In
                    recognition  of this  situation,  the covenants set forth in
                    this Section 12 shall apply to  competitive  businesses  and
                    solicitation  in the  United  States,  Australia,  Japan and
                    those countries of Europe and Asia in which the Company, its
                    affiliates and subsidiaries have conducted  $100,000 or more
                    of business  during the  twelve-month  period  ending on the
                    date Employee's employment with the Company terminated.

                    Before   and   forever   after   his   termination   or
                    resignation,  Employee shall keep  confidential  and refrain
                    from   utilizing   or   disseminating    any   

<PAGE>

                    confidential,  proprietary or trade secret  information
                    of the  Company for any purpose  other than  furthering  the
                    business interests of the Company.
                           
                    (b)  During Employee's  employment  hereunder and during two
                         (2) years  following his resignation or the termination
                         of his  employment  hereunder for any reason,  Employee
                         will not induce or attempt to influence  any present or
                         future  employee of the Company,  its affiliates or any
                         subsidiaries thereof to leave its employ.
                  
     13. Other Agreements. Except to the extent expressly set forth herein, this
Agreement  shall not  modify or lessen  any  benefit  or  compensation  to which
Employee is entitled  under any  agreement  between  Employee and the Company or
under  any  plan   maintained  by  the  Company  in  which  he  participates  or
participated.  Benefits or compensation shall be payable thereunder,  if at all,
according to the terms of the applicable  plan(s) or agreement(s).  The terms of
this Agreement shall supersede any existing  agreement  between Employee and the
Company  executed  prior to the date hereof to the extent any such  Agreement is
inconsistent with the terms hereof.

     14. Successors;  Binding Agreement.  The Company will require any successor
(whether direct or indirect by purchase, merger,  consolidation or otherwise, to
all or  substantially  all of the  business  and/or  assets of the  Company)  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.

     This  Agreement  shall  inure  to the  benefit  of and  be  enforceable  by
Employee's personal
or legal representatives, executors, administrators, successors, heirs, 
distributees, devisees and legatees.

     15.  Injunction.  The  remedy at law for any  breach of  Section 12 will be
inadequate and the Company,  its affiliates and any  subsidiaries  thereof would
suffer continuing and irreparable injury to their business as a direct result of
any  such  breach.  Accordingly,  notwithstanding  anything  stated  herein,  if
Employee  shall breach or fail to perform any term,  condition or duty contained
in Section 12 hereof,  then,  in such event,  the  Company  shall be entitled to
institute  and  prosecute  proceedings  in any court of competent  jurisdiction,
either in law or in  equity,  to obtain  the  specific  performance  thereof  by
Employee or to seek a temporary restraining order or injunctive relief,  without
any  requirement to show actual damages or post bond, to restrict  Employee from
violating  the  provisions  of Section  12;  however,  nothing  herein  shall be
construed to prevent the Company  seeking  such other  remedy in the courts,  in
case of any breach of this  Agreement by  Employee,  as the Company may elect or
invoke. If court proceedings are instituted by the Company to enforce Section 12
hereof,  and the Company is the prevailing party, the Company shall receive,  in
addition to any damages  awarded,  reasonable  attorneys'  fees, court costs and
ancillary expenses.

     16. Miscellaneous.  This Agreement may not be modified or discharged unless
such  waiver,  modification  or  discharge is agreed to in writing and signed by
Employee and such officers of the Company as may be  specifically  designated by
its Board for that  purpose.  Except  for any  failure  to give the ten (10) day
notice  described  in Section  6(b) above,  the failure of either  party to this
Agreement  to object  to any  breach  by the  other  party or the  non-breaching
party's  conduct or conduct  forbearance  shall not  constitute a waiver of that
party's  rights to enforce this  Agreement.  No waiver by either party 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 

<PAGE>

of any  subsequent  breach by such other party or any similar or dissimilar
provisions  or condi  tions at the same or any  prior  or  subsequent  time.  No
agreements  or  representations,  oral or  otherwise,  express or implied,  with
respect to the subject  matter  hereof have been made by either  party which are
not  expressly  set  forth  in this  Agreement.  The  validity,  interpretation,
construction  and performance of this Agreement shall be governed by the laws of
the State of Illinois.

     17.  Severability.  The parties hereto intend this Agreement to be enforced
to the  maximum  extent  permitted  by law. In the event any  provision  of this
Agreement  is deemed to be invalid or  unenforceable  by any court of  competent
jurisdiction,  such  provisions  shall be  deemed to be  restricted  in scope or
otherwise  modified  to the  extent  necessary  to  render  the same  valid  and
enforceable.  In the event the  provisions  of Section 12 cannot be  modified or
restricted  so as to be  valid  and  enforceable,  then  the same as well as the
Company's  obligation to make any payment or transfer any benefit to Employee in
connection with any termination of Employee's employment shall be deemed excised
from this  Agreement,  and this Agreement  shall be construed and enforced as if
such  provisions had  originally  been  incorporated  herein as so restricted or
modified or as if such provisions had not originally been contained  herein,  as
the case may be. The  invalidity  or  unenforceability  of any provision of this
Agreement shall not affect the validity or enforceability of any other provision
of this Agreement which shall remain in full force and effect.

     18.  Survival.  The  obligations of the parties under this Agreement  shall
survive the term of this Agreement.

     19. Term of Agreement.  The term of this Agreement  shall commence on April
1,  1997  and end on  March  31,  2000.  Provided,  however,  that in the  event
Employee's  employment  is  terminated  while this  Agreement is in force,  this
Agreement  shall  terminate  when the Company has made all  payments to Employee
required  by  Section 9 hereof and  Employee  has  complied  with the duties and
obligations  described in Section 12 hereof (all of which duties and obligations
shall specifically survive the termination of the Employee's employment). To the
extent  necessary for the Company's  enforcement of the provisions of Section 12
above (but only for such purpose), Employee's employment term shall be deemed to
continue through the end of the Agreement term.

Date: _______________________
Employee                            AMCOL International Corporation


_____________________________      By: _________________________________________
Peter Maul
                                   Its: ________________________________________

500232A9