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                                  UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                    FORM 10-Q
(Mark One)
--- Quarterly report pursuant to section 13 or 15(d) of the Securities  Exchange
--- Act of 1934

For the quarterly period ended May 31, 2002 or
                               ------------


--- Transition report pursuant to Section 13 or 15(d) of the Securities Exchange
--- Act of 1934


For the transition period from                to
                               ------------       --------------

                          Commission File Number 1-8368


                               SAFETY-KLEEN CORP.
                               ------------------
             (Exact name of registrant as specified in its charter)


         Delaware                                         51-0228924
-------------------------------             ------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

1301 Gervais Street, Suite 300, Columbia, South Carolina                 29201
--------------------------------------------------------              ----------
(Address of principal executive offices)                              (Zip Code)


       (803) 933-4200 (Registrant's telephone number, including area code)
       --------------

   ---------------------------------------------------------------------------
   (Former name, address and former fiscal year, if changed since last report)


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.

                  Yes        No   X
                      -----     -----

The number of shares of the issuer's common stock outstanding as of July 12,
2002 was 100,783,596.

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<PAGE>







                               SAFETY-KLEEN CORP.


                                      INDEX


PART I - FINANCIAL INFORMATION.................................................3

PART II - OTHER INFORMATION

Item 1   Legal Proceedings.....................................................3

Item 5   Other Information....................................................11

Item 6   Exhibits and Reports on Form 8-K.....................................11

Signatures....................................................................19

Exhibit Index.................................................................20




                                     Page 2
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                         PART I - FINANCIAL INFORMATION

         Safety-Kleen  Corp.  (the  "Registrant"  or  "Safety-Kleen")   and  its
subsidiaries  (collectively  referred to as the "Company")  have omitted certain
information  responsive  to Items 1, 2 and 3 of Part I of Form 10-Q and portions
of other Items which  elicit  financial  information.  As  described  in greater
detail  in Part I,  Item 1  "Business  -  Factors  Affecting  Future  Results  -
Uncertainties  Relating to the  Company's  Internal  Controls," of the Company's
Form 10-K for the year ended August 31, 2001,  the Company,  with the assistance
of Jefferson  Wells  International  and Arthur Andersen LLP, has been working to
correct  material  deficiencies  in  the  Company's  internal  controls.  Due to
uncertainties  regarding Arthur Andersen LLP's continued viability,  the Company
may  engage  other  consultants  to work  with  Jefferson  Wells to  assist  the
Company's  efforts to correct  material  deficiencies in its internal  controls.
Despite the progress made by the Company in  correcting  the  deficiencies,  the
Company was not able to prepare its financial  statements for the fiscal quarter
ended May 31, 2002  within the time  limitations  imposed by federal  securities
laws and  regulations.  At such time as the financial  statements for the fiscal
quarter ended May 31, 2002 have been prepared, the Company intends to amend this
Form 10-Q, file the financial  statements  required by Form 10-Q and provide the
information which has been omitted in this filing.


                           PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS.

Except as herein set  forth,  there have been no  additional  significant  legal
proceedings  or any  material  changes  in the legal  proceedings  other than as
reported in PART II, Item 3 of the Company's  Report on Form 10-K for the twelve
months ended August 31, 2001.

CHAPTER 11 FILING

Currently,  it is not  possible to predict  the length of time the Debtors  will
operate  under the  protection  of  Chapter  11, the  outcome of the  Chapter 11
proceedings in general,  or the effect of the proceedings on the business of the
Company or on the interests of the various creditors and security holders. Under
the Bankruptcy  Code,  post-petition  liabilities and  pre-petition  liabilities
subject to  compromise  must be satisfied  before  shareholders  can receive any
distribution.  The  ultimate  recovery  to  shareholders,  if any,  will  not be
determined  until the end of the case when the fair value of the Debtors' assets
is compared to the liabilities  and claims against the Debtors.  There can be no
assurance as to what value,  if any, will be ascribed to the common stock in the
bankruptcy  proceedings.  The Company  does not believe  the  shareholders  will
receive  any  distribution   upon  the  consummation  of  a  plan  or  plans  of
reorganization.

ACTION BY THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS

On June 7, 2002, the Official  Committee of Unsecured  Creditors of Safety-Kleen
Corp., et al, (the  "Creditors'  Committee")  filed an Adversary  Complaint (the
"Adversary Complaint") in the Bankruptcy Court against Toronto Dominion (Texas),
Inc., as General  Administrative  Agent for the pre-petition secured lenders and
against  each  of  the  lenders  in the  pre-petition  facility.  The  Adversary
Complaint  objects to the allowance of the secured claims filed on behalf of the
pre-petition  lenders  and seeks to avoid in excess of $1.8  billion  of certain
pre-petition liens, security interests and transfers to the pre-petition lenders
as fraudulent conveyances under applicable state law. In the Adversary Complaint
the Creditors' Committee alleges that the Debtors did not receive


                                     Page 3
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reasonably  equivalent value or fair  consideration in exchange for in excess of
$2.1  billion  dollars in debt the  Debtors  incurred  to  guaranty  the hostile
takeover  by Laidlaw  of Old  Safety-Kleen  and its  subsidiaries  in 1998.  The
Creditors'  Committee  argues that the liens and security  interests the Debtors
granted  and the  payments  made to the  secured  lenders  pursuant  to the loan
documents should be avoided in accordance with 11 U.S.C.  ss.ss. 544, 550(a)(1),
and 551, and applicable New York, Delaware, Wisconsin and/or Illinois fraudulent
transfer laws,  and/or other applicable law, and the secured claims filed by the
secured  lenders  in the  Chapter 11  proceedings  disallowed  accordingly.  The
Creditors' Committee further alleges that, alternatively, the liens and security
interests  are avoidable  because (1) the Debtors  engaged in business for which
the remaining assets of Old Safety-Kleen constituted unreasonably small capital;
or (ii) the Debtors made the transfers with actual intent to hinder,  delay,  or
defraud their creditors,  and the Secured Lenders, to the extent they claim they
gave reasonably  equivalent  value or fair  consideration,  did not obtain their
secured claims in good faith because of, among other things,  their knowledge of
the precarious  financial  condition of the Debtors prior to, and at the time of
the closing of the transaction.  Finally,  the Creditors' Committee alleges that
the Debtors did not receive reasonably equivalent value or fair consideration in
exchange  for  approximately  $650  million in debt  undertaken  to finance  the
Rollins acquisition in 1997.

No pretrial  hearing has yet been  scheduled on the Adversary  Complaint and the
defendants have not yet filed an answer addressing the allegations.

ACTIONS INVOLVING LAIDLAW INC.

Laidlaw  owns 43.6% of the  outstanding  common  stock of  Safety-Kleen  and has
various other  arrangements and relationships  with the Company.  On November 7,
2000,  Laidlaw,  on behalf of itself and its direct  and  indirect  subsidiaries
(collectively referred to as the "Laidlaw Group"), filed a proof of claim in the
unliquidated  amount of not less than $6.5  billion  against  the Debtors in the
Chapter 11 Cases.  The Laidlaw  Group  claims  against the Debtors fall into the
following general categories: 1) claims for indemnification; 2) contribution and
reimbursement in connection with certain litigation  matters;  3) claims against
the Debtors for fraudulent misrepresentation,  fraud, securities law violations,
and related  causes of action;  4)  insurance  claims;  5) guaranty  claims;  6)
environmental   contribution  claims;  7)  tax  reimbursement   claims;  and  8)
additional miscellaneous claims. On April 19, 2001,  Safety-Kleen,  on behalf of
itself and its direct and indirect subsidiaries, filed with the Bankruptcy Court
an objection to the proof of claim filed by Laidlaw Group.

On  April  19,  2001,  the  Company  filed an  action  against  Laidlaw  and its
affiliates, LTI and LIFC (collectively the "Laidlaw Defendants") in the Debtors'
Chapter 11 Cases,  Adv. Pro. No. 01-01086 (PJW).  This action seeks to recover a
transfer of over $200 million in August 1999 (the "Transfer") made to or for the
benefit of the Laidlaw  Defendants.  The Company  asserts  that the  transfer is
recoverable  either as a preference  payment to the extent the Transfer  retired
pre-existing  debt  or as a  fraudulent  transfer  to the  extent  the  Transfer
redeemed equity or was made with intent to hinder,  delay or defraud  creditors.
In the action,  the Company  seeks to recover the  Transfer,  plus  interest and
costs occurring from the first date of demand from the Laidlaw Defendants.

On June 28, 2001, Laidlaw and five of its subsidiary holding companies,  Laidlaw
Investments   Ltd.,  LIFC,   Laidlaw  One,  Inc.,  LTI  and  Laidlaw  USA,  Inc.
(collectively,  "Laidlaw Debtors") filed voluntary  petitions for reorganization
under Chapter 11 of the Bankruptcy  Code in the United States  Bankruptcy  Court
for the Western District of New York Case Nos.  01-14099K through  01-1404K.  On
the same day, Laidlaw and Laidlaw Investments Ltd. filed cases under the Canada


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Companies'  Creditors  Arrangement  Act (CCAA) in the Ontario  Superior Court of
Justice in Toronto,  Ontario.  On October 16, 2001, the Company and the Official
Committee  of  Unsecured  Creditors  filed a proof of claim in the  unliquidated
amount  of not less than $4.6  billion,  subject  to  statutory  trebling,  plus
punitive  damages,   interest,   and  costs,  against  Laidlaw  Debtors  in  the
above-referenced  Chapter 11 cases. The claims against Laidlaw Debtors fall into
the following general categories: 1) claims for fraud,  racketeering,  breach of
fiduciary  duty,  and other related  misconduct;  2) preference  and  fraudulent
transfer  claims;  3) breach of contract,  misrepresentation,  and other related
misconduct;  4)  guaranty  claims;  and 5)  indemnification,  contribution,  and
reimbursement  claims.  Laidlaw  Debtors  have not yet filed an objection to the
proof of claim filed by the Company.  The Company  intends to vigorously  pursue
this claim. Similarly,  certain directors of Safety-Kleen filed a proof of claim
against  Laidlaw  Debtors.  To the extent  these  directors  are  successful  in
obtaining  payments  that  otherwise  would  have  gone  to the  Company,  their
interests could be deemed materially adverse to the interests of the Company. As
a result of Laidlaw  Debtors'  filings,  claims and causes of action the Company
may have against  Laidlaw  Debtors may be subject to  compromise  in the Laidlaw
Debtors' Chapter 11 or CCAA proceedings.

In December  2001,  pursuant  to the  Safety-Kleen/Laidlaw  Mediation  Discovery
Protocol,  the Debtors,  the Debtors'  secured  lenders,  the Debtors'  Official
Committee of Unsecured  Creditors,  certain of the Debtors'  directors,  Laidlaw
Debtors and the Laidlaw Debtors creditors' committee and subcommittees agreed to
undertake, on an expedited and consolidated basis, limited preliminary discovery
to obtain  information  to assist in presenting  submissions to a mediator in an
effort to resolve  certain  outstanding  claims between and among the parties in
the Debtors' and Laidlaw Debtors' bankruptcy cases. A mediation proceeding began
in early April 2002. The parties continue  discussions.  The resolution of these
matters  could  have  a  material  adverse  affect  on the  Company's  financial
condition.

MATTERS RELATED TO INVESTIGATION OF FINANCIAL RESULTS

On June 14, 2002, in the case  captioned IN RE  SAFETY-KLEEN  CORP.  BONDHOLDERS
LITIGATION,  Consolidated Case No. 3-00-1145 17 (the  "Bondholders  Consolidated
Action")  pursuant to a Motion to Reconsider filed by the plaintiffs,  the Judge
reconsidered his dismissal of the claims under Sections 11(a),  12(a)(2),  15 of
the  Securities  Act of 1933 and the  Section  18  claim  under  the  Securities
Exchange  Act of 1934.  The Court  granted  the Motion to  reconsider  as to the
Section  11(a) claims  allowing  the  plaintiffs  to amend the  complaint to add
"aftermarket  purchasers"  within thirty days of the order. The Judge denied the
Motion to  Reconsider  as to dismissal  of 12(a)(2)  claims and granted a motion
thereby reinstating the Section 18 claims.

In the case captioned Eaton Vance Distributors,  Inc., T. Rowe Price Associates,
Inc.,  Delaware  Investment  Advisors,  John  Hancock  Funds,  Inc.,  and Putnam
Investments,  Inc., v. Kenneth W. Winger, Laidlaw Inc., John R. Grainger,  James
R.  Bullock,  Paul R.  Humphreys,  John W. Rollins,  Sr., John W. Rollins,  Jr.,
Leslie W.  Haworth,  David E. Thomas,  Jr.,  Henry B. Tippie,  James L. Wareham,
Grover C. Wrenn,  Michael J. Bragagnolo and Henry H. Taylor, Case No. 01AS01376,
filed in the Superior  Court of the State of  California,  County of Sacramento,
the Court granted defendants' Motion to Quash for lack of personal  jurisdiction
on October 26, 2001. Plaintiffs have filed an appeal of the Court's decision.

On or about July 1, 2001, a case  captioned MFS Series Trust III,  Merrill Lynch
High Yield  Municipal Bond Fund,  Inc.,  Merrill Lynch  Municipal Bond Fund, The
National   Portfolio,   Merrill  Lynch  Municipal  Strategy  Fund,  Eaton  Vance
Distributors,  Inc., T. Rowe Price Associates,  Inc., John Hanckock Funds, Inc.,
and Putnam Investments, Inc. v. Kenneth W. Winger, John R.


                                     Page 5
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Grainger,  James R. Bullock,  Paul R. Humphreys,  John W. Rollins,  Sr., John W.
Rollins, Jr., Leslie W. Haworth, David B. Thomas, Jr., Henry B. Tippie, James L.
Wareham,  Grover C.  Wrenn,  Michael  J.  Bragagnolo,  and Henry H.  Taylor,  CV
01-300722MI,  was filed in the Third District Court, County of Tooele,  State of
Utah. The plaintiffs purchased or acquired certain bonds issued by Tooele County
on July 1, 1997, secured by an indenture  agreement with LESI, and its successor
Safety-Kleen,  in the initial  offering on July 1, 1997,  and  retained  through
March 6, 2000. The bonds were entitled Pollution Control Refunding Revenue Bonds
due July 1, 2007. The plaintiffs allege, among other things, that the defendants
made written or oral  communications  containing  material  false  statements or
omissions and violated  certain state  securities laws and common law.  Although
the Company is not a party to this action, certain of the individual defendants,
who are present or former officers or directors of the Company, may make demands
to be indemnified by the Company in connection with the action. On May 13, 2002,
the Court granted the motion of all defendants to dismiss the action for lack of
personal jurisdiction. The time to appeal this ruling has not yet expired.

On October 4, 2001,  the Company,  along with Robert W. Luba, the Estate of John
W. Rollins,  Sr., John W. Rollins,  Jr., David E. Thomas,  Jr., Henry B. Tippie,
James L.  Wareham,  and Grover C. Wrenn filed an action in the Circuit  Court of
South  Carolina,   Richland  County,  against   PricewaterhouseCoopers  LLP  and
PricewaterhouseCoopers  LLP (Canada), Civil No. 3:01-4247-17 (the "PWC Action").
The PWC Action alleges,  among other things,  that the defendants were negligent
and  reckless in failing to comply with  applicable  industry  and  professional
standards in their review and audit of the Company's financial statements and in
the   negligent  and  reckless   failure  to  detect   and/or  report   material
misstatements  in those financial  statements.  The complaint  alleges causes of
action for breach of contract,  breach of contract  accompanied  by a fraudulent
act, professional  negligence,  negligent  misrepresentation,  violations of the
South  Carolina  Unfair  Trade  Practices  Act and a  declaratory  judgment  for
indemnification  on behalf of the plaintiff  directors.  The Complaint  seeks in
excess of $1.0 billion from the defendants.  The defendants removed this case to
federal court and moved to dismiss.  The  plaintiffs  moved the court to abstain
and remand the case to state court.  The federal court  granted the  plaintiffs'
motion and remanded the case to state court. The state court denied  defendants'
motion to dismiss and  discovery has begun.  The Company  intends to pursue this
claim vigorously.

On December 13, 2000,  thirteen  lenders to  Safety-Kleen  Services,  Inc., sued
PricewaterhouseCoopers LLP in the State Court of Fulton County Georgia, alleging
negligent misrepresentation by PricewaterhouseCoopers LLP in connection with the
financial statements of Safety-Kleen Corp. and its subsidiaries for fiscal years
1997, 1998 and 1999. The case is captioned  Toronto Dominion  (Texas),  Inc., et
al. v.  PricewaterhouseCoopers LLP Civil Action No. 00 VS 02679 F. The complaint
has been  amended  twice,  and the  plaintiffs  now  number  over 90  lenders to
Safety-Kleen  Services,  Inc. On October 23,  2001,  PricewaterhouseCoopers  LLP
filed a motion for leave to file a third-party complaint naming Safety-Kleen and
former Safety-Kleen officers Kenneth W. Winger, Michael J. Bragagnolo,  and Paul
R.  Humphreys as third party  defendants in a third party claim for indemnity or
contribution.    The   Georgia    state    court    granted   the   motion   and
PricewaterhouseCoopers  LLP served a  third-party  complaint  for  indemnity and
contribution  against INTER ALIA Safety-Kleen.  Safety-Kleen then filed a motion
in Bankruptcy  Court alleging that  PricewaterhouseCoopers  LLP had violated the
automatic stay  provisions of federal  bankruptcy law and seeking to enforce the
automatic stay. The Bankruptcy Court granted  Safety-Kleen's motion and declared
PricewaterhouseCoopers  LLP's third party complaint against Safety-Kleen void AB
INITIO.  PricewaterhouseCoopers  LLP has now filed a motion in Bankruptcy  Court
seeking to lift the automatic stay for the limited purpose of allowing the trier
of fact to  allocate  a  percentage  of the  plaintiffs'  harm to  Safety-Kleen.
PricewaterhouseCoopers  does not seek


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affirmative recovery from Safety-Kleen, though it does seek the right to set-off
any   judgment   Safety-Kleen   obtains   from    PricewaterhouseCoopers    LLP.
PricewaterhouseCoopers LLP's motion is pending before the Bankruptcy Court.

FINANCIAL ASSURANCE ISSUES

Under the Resource Conservation and Recovery Act ("RCRA"),  the Toxic Substances
Control Act ("TSCA"),  and  analogous  state  statutes,  owners and operators of
certain  waste  management   facilities  are  subject  to  financial   assurance
requirements to ensure performance of their closure, post-closure and corrective
action obligations.  Safety-Kleen and certain of its subsidiaries, as owners and
operators  of RCRA and TSCA waste  management  facilities,  are subject to these
financial  assurance  requirements.  Applicable  regulations  allow  owners  and
operators to provide financial  assurance through a surety bond from an approved
surety.  Under federal regulations and in virtually all states, to qualify as an
approved surety for the purposes of providing this type of financial  assurance,
a surety  company  must be listed  on  Circular  570,  which is  maintained  and
distributed publicly by the United States Department of the Treasury.

In compliance with the law,  starting in 1997, the Company procured surety bonds
issued by Frontier  Insurance  Company  ("Frontier")  as financial  assurance at
numerous  locations.  Of the total amount of financial assurance required of the
Company under the environmental statutes,  which approximated $500 million as of
May 31, 2000, slightly more than 50% of such requirements were satisfied through
assurances provided by Frontier in the form of surety bonds.

On June 6, 2000, the U.S.  Treasury issued  notification that Frontier no longer
qualified  as an  acceptable  surety on Federal  bonds and had been removed from
Circular 570 on May 31, 2000.  Accordingly,  effective May 31, 2000, the Company
and its affiliates no longer had compliant  financial  assurance for many of its
facilities.   Under  applicable  regulations,   Safety-Kleen  and  its  affected
subsidiaries were required to obtain compliant  financial assurance within sixty
days,  and in some  states,  more quickly  (although  the surety bonds issued by
Frontier no longer qualify as acceptable federal bonds, they remain in place and
effective   until   replaced).   Immediately   following   this  U.S.   Treasury
announcement,  the Company notified the EPA of its lack of audited  Consolidated
Financial  Statements for fiscal 1999, 1998 and 1997 and the  difficulties  that
certain alleged accounting  irregularities would cause the Company in attempting
to obtain  compliant  financial  assurance  for its  facilities  covered  by the
Frontier  bonds.  The  Company  and the EPA also  contacted  states in which the
non-compliant facilities were located and apprised such states of these facts.

The Company and the EPA, acting on behalf of many, but not all, affected states,
then engaged in negotiations  resulting in the entry of a Consent  Agreement and
Final Order ("CAFO"),  which the Bankruptcy  Court approved on October 17, 2000.
Some states referred their enforcement authority to the EPA for purposes of this
CAFO and thus  are,  in  effect,  parties  to the  CAFO.  Other  states  entered
separate,  but similar,  consent  agreements with the Company.  Some states have
never  entered  separate  written  agreements,  but have  allowed the Company to
continue operating while it obtains coverage to replace the Frontier bonds.

The main component of the CAFO (and of the consent agreements in various states)
is a compliance  schedule for  Safety-Kleen  and its  affected  subsidiaries  to
obtain compliant  financial assurance for the facilities covered by the Frontier
bonds.  That schedule has been modified on several  occasions since the CAFO was
entered and as the Company has replaced  Frontier at various  facilities.  As of
June 30, 2002, the Company was in a position to replace Frontier at all but


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eight  facilities  (all of which are inactive  and are in its Chemical  Services
Division) where Frontier  coverage does not comply with law.  (Accordingly,  EPA
has lifted  restrictions  it had  imposed at two  facilities  barring  them from
accepting certain wastes.) The Company is under a deadline of July 31, 2002 from
the EPA to effect replacement at the facilities in this group of eight for which
EPA has primary responsibility. The Company intends to seek an extension of this
deadline  to allow  the  transfer  of all but one of these  facilities  to Clean
Harbors, Inc., which would then be responsible for replacing Frontier. (The last
facility is owned and operated by Safety-Kleen (Pinewood), Inc. and is discussed
below.)  There  can be no  assurance  that the  Company  will  receive a further
extension of the financial assurance  replacement deadline with respect to these
facilities,  and if it does not, it could be assessed  penalties  in addition to
those discussed below.

The CAFO imposed a penalty on Safety-Kleen Services,  Inc. The penalty has grown
to  approximately  $1.6  million as delays  have  ensued in the  replacement  of
Frontier,  and additional  states have joined the CAFO (see  discussion  below).
Some states  have  imposed  financial  assurance  penalties  in addition to this
amount. The Company believes such additional penalties, if asserted, would total
approximately  $1.9 million  through June 30, 2002,  but the penalties  could be
asserted in higher amounts.

The State of South  Carolina  has not  entered any  consent  agreement  with the
Company that would  extend any  financial  assurance  regulatory  deadline  with
respect to facilities  owned or operated by Safety-Kleen  (Pinewood),  Inc., and
this  facility  is not being  transferred  to Clean  Harbors.  The Company is in
separate negotiations  regarding Pinewood issues, as discussed elsewhere in this
report. South Carolina also has not agreed to the July 31, 2002 deadline for the
replacement of Frontier at inactive facilities and has notified the Company that
it is assessing  daily penalties that escalate to a maximum of $6,000 per day at
an inactive  facility  in that state that does not yet have  coverage to replace
Frontier.  In the CAFO and in some state consent agreements,  the Company agreed
to a schedule  by which the EPA and certain  states may  monitor  the  Company's
efforts  to obtain  compliant  financial  assurance.  Among  other  things,  the
schedule required the Company to provide audited restated Consolidated Financial
Statements  for fiscal years  1997-1999 and the audited  Consolidated  Financial
Statements  for fiscal 2000 by certain  deadlines.  The Company did not meet the
deadlines  by the  original  due dates but  subsequently  provided  the required
information  to the  EPA  and  participating  states.  Accordingly,  the EPA and
certain states may impose additional penalties on the Company.

Under the  CAFO,  until  such  time as the  affected  facilities  have  obtained
compliant financial assurance,  the Company and its affected facilities must not
seek to withdraw an existing  irrevocable letter of credit from Toronto Dominion
Bank,  which is subject to  compromise,  in the amount of $28.5  million for the
benefit of  Frontier  and shall take all steps  necessary  to keep  current  the
existing Frontier surety bonds.

In the CAFO,  the Company waived  certain  arguments  they otherwise  could have
asserted under the Bankruptcy Code with respect to their financial assurance and
certain other  obligations under  environmental  laws. The Company's lenders and
the unsecured creditors committee have reserved their right to assert certain of
such arguments.

The  Company   understands  that,  on  August  27,  2001,   Frontier  entered  a
rehabilitation  proceeding  that the New York  Superintendent  of Insurance will
administer  pursuant to New York law. The Company  further  understands  that in
such a  proceeding,  the  Superintendent  takes  possession  of the  property of
Frontier and conducts its  business.  The Company has been  informed  that these
rehabilitation  proceedings are unlikely to affect the validity of the remaining
Frontier bonds at its

                                     Page 8
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facilities; however, there can be no guarantee that the remaining Frontier bonds
at the Company facilities will continue to be valid.

SAFETY-KLEEN (PINEWOOD), INC.

On December 19, 2001,  the United States Court of Appeals for the Fourth Circuit
issued its decision on the appeals from  Pinewood and DHEC that had been pending
since 2000.  (Safety-Kleen  (Pinewood),  Inc., et. al. v. Bradford W. Wyche, et.
al, Case Nos. 00-2170, 00-2179, 00-2180, 00-2181, 00-2182, 00-2213, 00-2214 (4th
Cir.,  December 19, 2001)). The Fourth Circuit (1) affirmed the District Court's
ruling that Pinewood's action was not barred for failing to state a claim, or on
other jurisdictional grounds, (2) reversed the District Court's ruling as to the
automatic stay, holding that the automatic stay does not apply to DHEC's efforts
to enforce the financial assurance  requirements,  and (3) affirmed the District
Court's denial of Pinewood's motion for a preliminary injunction.

On January 22,  2002,  DHEC issued a letter to Pinewood  directing  that various
investigative  and other  actions be taken  with  respect  to the  landfill  and
current  Pinewood  operating  procedures.  Pinewood  has appealed the January 22
directive,  while at the same time continuing  discussions  with DHEC to resolve
all open issues.  There can be no assurance  that these matters will be resolved
in favor of the Company and there can be no  assurance as to whether the outcome
may have a  material  adverse  effect on the  Company's  financial  position  or
results of operations.  On February 28, 2002, the Company submitted a conceptual
closure DHEC.

MARINE SHALE PROCESSORS

In  November  1996,  an option to buy Marine  Shale was  obtained  by  Earthlock
Technologies,  Inc. ("Earthlock") formerly known as GTX, Inc. with the intent to
operate the facility as a permitted  Hazardous Waste Incinerator.  Subsequently,
Marine Shale,  Earthlock and the EPA reached a settlement,  including a required
cleanup of the  aggregate  and the  facility,  and the  Louisiana  Department of
Environmental  Quality  issued a draft permit to Earthlock  for operation of the
Marine Shale facility as a RCRA-permitted  Hazardous Waste Incinerator.  Appeals
were filed by opposition  parties and in October  1999, a Louisiana  State Court
Judge ruled that the draft permit was improperly issued. Earthlock appealed this
decision and in October  2000,  the Appeals  Court  reversed the lower court and
affirmed the permit  issuance.  The opposition  parties filed  applications  for
Supervisory Writs with the Louisiana Supreme Court, and these  applications were
denied in April 2001. There may be further legal challenges to the permit.

On January 10, 2002,  Earthlock,  as successor by merger to GTX,  Inc.,  filed a
Complaint  seeking  resolution of a dispute  arising under the February 19, 1998
Consent  Decree.  The February 19, 1998 Consent Decree  provided that a Vacating
Order would be issued to  Earthlock/GTX  if GTX had not obtained  all  Necessary
Permits (all of the following: RCRA post-trial burn incinerator, RCRA operating,
air quality, and LPDES water permits).  These permits (except for the post-trial
burn RCRA  incinerator  permit) were issued to GTX on February  19, 1999.  These
permits  were  vacated  by the  State  District  Court in  October,  1999,  were
subsequently  reinstated  by the  Louisiana  First  Circuit  Court of  Appeal in
October,  2000, and became final and not subject to further appeal in July, 2001
after a ruling by the Louisiana Supreme Court denying writs.

By merger in December  2001,  Earthlock  merged with GTX and obtained all of its
assets and  liabilities,  including  those under the  February  19, 1998 Consent
Decree.  Earthlock was required



                                     Page 9
<PAGE>

under the  Consent  Decree to make a  "Continuation  Election"  which would have
required them to purchase the former Marine Shale Facility.  Earthlock  declined
to proceed with the Continuation Election and as a result the Consent Decree was
vacated.

An extensive construction project (estimated by counsel for Earthlock to involve
capital  expenditures of $60 million) must be completed  before the facility can
begin  processing  waste and conduct a trial burn (to obtain the post trial burn
RCRA incinerator permit).  Earthlock attorneys have represented in court that it
will  take  18  months  to  obtain  such  a  permit.  Earthlock  had  asked  for
postponement  of the date it must decide  whether to purchase the facility  from
Marine  Shale,  and  for  postponement  of the  date  Earthlock  must  make  its
Continuation  Election.  Earthlock had also asked for an Order  prohibiting  the
issuance of a Vacating Order (which would leave the Consent Decree in place with
new deadlines) pending final disposition of its Complaint.  The Court had issued
a Minute Entry  setting a hearing on the Earthlock  Motion  related to the Order
postponing the February 19, 1998 Consent Decree deadlines for February 20, 2002.

The federal judge  presiding  over the matter held a telephone  conference  with
USDOJ and  Earthlock's  attorneys on January 29th,  and concluded  there were no
legal  issues  to be argued or  decided  at the  February  20th  hearing,  so he
cancelled it. The judge  informed the  Earthlock  attorneys  that  Earthlock had
until  February  20th to make a decision on whether to acquire the Marine  Shale
facility,  and to become  obligated to cleanup the former  Marine Shale site, or
else to file a motion to vacate the February 19, 1998 Consent  Decree.  In other
words, Earthlock had to make a decision to proceed with the construction,  trial
burn, and kiln residue cleanup, or to not proceed,  by February 20th.  Earthlock
subsequently decided not to make the Continuation Election, and the February 19,
1998 Consent Decree was vacated.  As a result,  it remains unclear and uncertain
as to what  will  happen  at this  point in time with the  former  Marine  Shale
Processors facility.

HUDSON COUNTY IMPROVEMENT AUTHORITY LITIGATION

Representatives  of all the  parties  involved  in the  remediation  development
activities  at  the  Kearny,  New  Jersey  site  met on  December  5,  2001  for
preliminary discussions of a final resolution of all open issues.

GENERAL

The Company's hazardous and industrial waste services are continuously regulated
by federal,  state,  provincial and local laws enacted to regulate the discharge
of materials into the environment or primarily for the purpose of protecting the
environment.  This inherent  regulation of the Company necessarily results in it
frequently becoming a party to judicial or administrative  proceedings involving
all levels of governmental  authorities and other interested parties. The issues
that are involved  generally  relate to applications for permits and licenses by
the Company and their conformity with legal  requirements and alleged violations
of existing permits and licenses. At June 26, 2002, subsidiaries of Safety-Kleen
were involved in eight proceedings in which a governmental  authority is a party
relating  primarily  to  activities  at waste  treatment,  storage and  disposal
facilities  where the Company believes  sanctions  involved in each instance may
exceed $100,000.

In the United  States,  CERCLA  imposes  financial  liability on persons who are
responsible  for the  release  of  hazardous  substances  into the  environment.
Present  and  past  owners  and  operators  of


                                    Page 10
<PAGE>

sites  which  release  hazardous  substances,  as well as  generators,  disposal
arrangers and transporters of the waste material,  may be strictly,  jointly and
severally liable for remediation costs and natural resources damage. At June 26,
2002,  the Company had  identified 53 active  federal or state-run  CERCLA sites
where the Company was named a PRP. The Company  periodically  reviews its status
with respect to each location and the extent of its alleged  contribution to the
volume of waste at the location,  the available evidence  connecting the Company
to that location, and the financial soundness of other PRPs at the location.

ITEM 5.  OTHER INFORMATION

AGREEMENT TO SELL THE CHEMICAL SERVICES DIVISION

On February 22, 2002, the Company entered into a definitive agreement with Clean
Harbors,  Inc.  ("Clean  Harbors")  to  sell  its  Chemical  Services  Division,
excluding the Company's landfill in Pinewood,  S.C. Pursuant to the terms of the
agreement,  Clean Harbors would  purchase the Chemical  Services  Division's net
assets  from the Company  for $46  million in cash,  subject to defined  working
capital adjustments,  and the assumption of certain liabilities,  which includes
environmental  liabilities valued at approximately $265 million as of August 31,
2001. The book value of the net assets to be sold, net of the  liabilities to be
assumed,  at August  31,  2001 was in excess of $300  million,  resulting  in an
estimated loss in excess of $250 million, excluding the results of operations of
the  Chemical  Services  Division.  The  actual  amount  of the loss will not be
determined  until the sale is completed  and could  materially  differ from this
estimate.  On June 18,  2002,  the  Bankruptcy  Court  approved  the sale of the
Company's  Chemical Services Division to Clean Harbors.  Management  anticipates
completing  the sale by the end of the fiscal  year.  There can be no  assurance
that the various  regulatory  agencies  will  approve  the sale of the  Chemical
Services Division to Clean Harbors, or that the Company will be able to complete
the sale of the Chemical Services Division.

TRANSITION OF CORPORATE HEADQUARTERS

The Company plans to relocate its  corporate  headquarters  to Dallas,  Texas as
part of its efforts to  reorganize  and  restructure  the  Company.  The Company
believes that Dallas will be the best  location for its  corporate  headquarters
going forward.  The Company intends to begin the transition  process in the fall
of 2002. As a result of this transition, some employees at the current corporate
headquarters  will be relocated to Dallas,  Texas and the  employment of certain
other  employees from the current  corporate  headquarters  will eventually end.
Until the  transition  is  complete,  there may be dual  functions  operating in
Dallas, Texas and Columbia,  South Carolina.  There can be no assurance that the
transition  will  proceed as planned or that the  transition  will not effect or
otherwise temporarily disrupt the ongoing operations of the Company.


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

     (a)   Exhibits:


(3)(a) Restated  Certificate of  Incorporation of the Company dated May 13, 1997
and Amendment to Certificate of Incorporation dated May 15, 1997, Certificate of
Correction  Filed to  Correct  a  Certain  Error  in the  Restated  and  Amended
Certificate of Incorporation of the Company dated October 15, 1997,  Certificate
of Amendment to the Restated  Certificate of  Incorporation of the Company dated
November 25, 1998, and  Certificate of Amendment to the Restated  Certificate of


                                    Page 11
<PAGE>

Incorporation  of the Company  dated  November  30,  1998,  all filed as Exhibit
(3)(a) to the  Registrant's  Form 10-Q for the three months  ended  February 28,
2001, and incorporated herein by reference.

(3)(b)  Amended and Restated  Bylaws of the Company,  filed as Exhibit (3)(b) to
the Registrant's  Form 10-K for the year ended August 31, 2000, and incorporated
herein by reference.

(4)(a) Indenture dated as of May 29, 1998 between LES, Inc. (a subsidiary of the
Registrant), Registrant, subsidiary guarantors of the Registrant and The Bank of
Nova Scotia Trust  Company of New York,  as trustee filed as Exhibit 4(b) to the
Registrant's  Form S-4 Registration  Statement No. 333-57587 filed June 24, 1998
and incorporated herein by reference.

(4)(b)  First  Supplemental  Indenture  effective  as of November 15, 1998 among
Safety-Kleen Services, Inc. the Registrant, SK Europe, Inc. and The Bank of Nova
Scotia  Trust  Company of New York,  as trustee  filed as Exhibit  (4)(f) to the
Registrant's  Form S-4 Registration  Statement No. 333-82689 filed July 12, 1999
and incorporated herein by reference.

(4)(c)  Second  Supplemental  Indenture  effective  as  of  May  7,  1999  among
Safety-Kleen Services, Inc. the Company, SK Services,  L.C., SK Services (East),
L.C. and The Bank of Nova Scotia Trust  Company of New York, as trustee filed as
Exhibit   (4)(d)  to  the  Company's  Form  10-K  filed  October  29,  1999  and
incorporated herein by reference.

(4)(d)  Indenture  dated as of May 17, 1999  between the Company and the Bank of
Nova Scotia Trust Company of New York, as trustee filed as Exhibit (4)(b) to the
Registrant's  Form S-4 Registration  Statement No. 333-82689 filed July 12, 1999
and incorporated herein by reference.

(4)(e) Amended and Restated  Credit  Agreement among Laidlaw  Chem-Waste,  Inc.,
Laidlaw Environmental Services (Canada) Ltd., Toronto Dominion (Texas) Inc., The
Toronto-Dominion  Bank,  TD  Securities  (USA)  Inc.,  The Bank of Nova  Scotia,
NationsBank,  N.A. and The First National Bank of Chicago and NationsBank,  N.A.
as  Syndication  Agent dated as of April 3, 1998,  filed as Exhibit  4(f) to the
Registrant's  Form  10-Q  for the  three  months  ended  February  28,  1999 and
incorporated herein by reference.

(4)(f)  Supplement to the Amended and Restated  Credit  Agreement  among Laidlaw
Chem-Waste, Inc., Laidlaw Environmental Services (Canada) Ltd., Toronto Dominion
(Texas) Inc., The  Toronto-Dominion  Bank, TD Securities (USA) Inc., The Bank of
Nova  Scotia,  NationsBank,  N.A.  and The First  National  Bank of Chicago  and
NationsBank,  N.A.  as  Syndication  Agent  dated as of April 3, 1998,  filed as
Exhibit 4(e) to a subsidiary of the Registrant's Form S-4 Registration Statement
No. 333-57587 filed June 24, 1998 and incorporated herein by reference.

(4)(g) Waiver and First Amendment to the Amended and Restated  Credit  Agreement
dated  as of May 15,  1998  among  LES,  Inc.,  Laidlaw  Environmental  Services
(Canada) Ltd., the Lenders, Toronto Dominion (Texas), Inc., The Toronto Dominion
Bank, TD Securities (USA) Inc., The Bank of Nova Scotia, NationsBank,  N.A., The
First  National  Bank of Chicago and  Wachovia  Bank filed as Exhibit  4(f) to a
subsidiary of the  Registrant's  Form S-4  Registration  Statement No. 333-57587
filed June 24, 1998 and incorporated herein by reference.

(4)(h)  Commitment  to Increase  Supplement  to the Amended and Restated  Credit
Agreement  dated as of June 3,  1998  among  LES,  Inc.,  Laidlaw  Environmental
Services (Canada) Ltd., the Lenders, Toronto Dominion (Texas), Inc., The Toronto
Dominion Bank, TD Securities  (USA)


                                    Page 12
<PAGE>

Inc., The Bank of Nova Scotia,  NationsBank,
N.A., The First National Bank of Chicago and Wachovia Bank filed as Exhibit 4(g)
to a  subsidiary  of  the  Registrant's  Form  S-4  Registration  Statement  No.
333-57587 filed June 24, 1998 and incorporated herein by reference.

(4)(i) Second Amendment to the Amended and Restated Credit Agreement dated as of
November 20, 1998 among  Safety-Kleen  Services,  Inc.  (formerly  known as LES,
Inc.),   Safety-Kleen   Services  (Canada)  Ltd.   (formerly  known  as  Laidlaw
Environmental  Services  (Canada) Ltd.), the Lenders,  Toronto Dominion (Texas),
Inc.,  The Toronto  Dominion  Bank, TD Securities  (USA) Inc.,  The Bank of Nova
Scotia, NationsBank,  N.A., The First National Bank of Chicago and Wachovia Bank
N.A., filed as Exhibit (4)(j) to the Registrant's Form 10-Q for the three months
ended February 28, 1999 and incorporated herein by reference.

(4)(j) Waiver and Third Amendment to the Amended and Restated  Credit  Agreement
dated as of May 6, 1999 among  Safety-Kleen  Services,  Inc.  (formerly known as
LES,  Inc.),  Safety-Kleen  Services  (Canada) Ltd.  (formerly  known as Laidlaw
Environmental  Services  (Canada) Ltd.), the Lenders,  Toronto Dominion (Texas),
Inc.,  The Toronto  Dominion  Bank, TD Securities  (USA) Inc.,  The Bank of Nova
Scotia, NationsBank,  N.A., The First National Bank of Chicago and Wachovia Bank
N.A. filed as Exhibit (4)(l) to the Registrant's Form S-4 Registration Statement
No. 333-82689 filed July 12, 1999 and incorporated herein by reference.

(4)(k) Fourth  Amendment  dated as of March 13, 2000 to the Amended and Restated
Credit  Agreement  dated as of May 6, 1999  among  Safety-Kleen  Services,  Inc.
(formerly known as LES, Inc.),  Safety-Kleen  Services  (Canada) Ltd.  (formerly
known as Laidlaw  Environmental  Services  (Canada) Ltd.), the Lenders,  Toronto
Dominion (Texas), Inc., The Toronto Dominion Bank, TD Securities (USA) Inc., The
Bank of Nova Scotia,  NationsBank,  N.A., The First National Bank of Chicago and
Wachovia Bank N.A. filed as Exhibit (4)(l) to the Registrant's Form 10-Q for the
three months ended May 31, 2000 and incorporated herein by reference.

(4)(l)  Consent  dated as of March 16, 2000 to the Amended and  Restated  Credit
Agreement dated as of May 6, 1999 among  Safety-Kleen  Services,  Inc. (formerly
known as LES,  Inc.),  Safety-Kleen  Services  (Canada) Ltd.  (formerly known as
Laidlaw  Environmental  Services  (Canada) Ltd.), the Lenders,  Toronto Dominion
(Texas),  Inc., The Toronto Dominion Bank, TD Securities (USA) Inc., The Bank of
Nova Scotia, NationsBank,  N.A., The First National Bank of Chicago and Wachovia
Bank N.A.  filed as Exhibit (4)(m) to the  Registrant's  Form 10-Q for the three
months ended May 31, 2000 and incorporated herein by reference.

(4)(m)  Second  Amended and Restated $200 million  Debtor In  Possession  Credit
Agreement among  Safety-Kleen  Services,  Inc., The Several Lenders from Time to
Time Parties thereto,  Toronto Dominion (Texas), Inc., as General Administrative
Agent and Underwriter,  Goldman Sachs Credit Partners,  L.P., as Co-Arranger and
Underwriter,  and The CIT Group/Business  Credit,  Inc., as Collateral Agent and
Underwriter dated as of March 22, 2002 filed as Exhibit 4(m) to the Registrant's
Form  10-K/A for the year ended  August 31,  2001,  filed on March 28,  2002 and
incorporated herein by reference.

(4)(n) Letter Agreement among Toronto Dominion (Texas),  Inc., as administrative
agent,  the Company and  Safety-Kleen  Systems,  Inc.  dated  December  12, 2000
relating to the Amended and Restated  Marketing  and  Distribution  Agreement by
Safety-Kleen  Systems,  Inc. and System One Technologies  Inc., filed as Exhibit
(4)(o) to the  Registrant's  Form 10-Q for the three months  ended  February 28,
2001, and incorporated herein by reference.


                                    Page 13

<PAGE>

(4)(o)  Registration  Rights  Agreement  dated May 15, 1997 between the Company,
Laidlaw Transportation, Inc. and Laidlaw Inc.

(4)(p)  Indenture  dated as of May 1, 1993  between the  Industrial  Development
Board  of  the   Metropolitan   Government  of  Nashville  and  Davidson  County
(Tennessee) and NationsBank of Tennessee, N.A.

(4)(q) Indenture of Trust dated as of August 1, 1995 between Tooele County, Utah
and West One Bank, Utah, now known as U.S. Bank, as Trustee.

(4)(r)  Indenture of Trust dated as of July 1, 1997 between Tooele County,  Utah
and U.S. Bank, a national banking association, as Trustee.

(4)(s) Indenture of Trust dated as of July 1, 1997 between California  Pollution
Control Financing  Authority and U.S. Bank, a national banking  association,  as
Trustee.

(4)(t)  Promissory  Note dated May 15, 1997 for $60 million  from the Company to
Westinghouse Electric Corporation.

(4)(u) Letter dated May 7, 1999 from Toronto-Dominion  (Texas) Inc. (as assignee
of Westinghouse  Electric  Corporation) and agreed to by the Company and Laidlaw
Inc. amending the terms of the Promissory Note dated May 15, 1997 (as referenced
in  Exhibit  (4)(z))  filed  as  Exhibit

(4)(u) to the Registrant's  Form S-4 Registration  Statement No. 333-82689 filed
July 12, 1999 and incorporated herein by reference.

(4)(v)  Guaranty  Agreement  dated May 15, 1997 by Laidlaw Inc. to  Westinghouse
Electric  Corporation  guaranteeing  Promissory  Note  dated  May 15,  1997  (as
referenced   in  Exhibit   (4)(t))   from  Company  to   Westinghouse   Electric
Corporation).

(4)(w)  Rights  Agreement  dated as of October 15, 1999  between the Company and
EquiServe  Trust  Company,  N.A., as Rights Agent,  filed as Exhibit (c)1 to the
Company's  Current Report on Form 8-K filed on October 15, 1999 and incorporated
herein by reference.

(4)(x) First Amendment to Rights Agreement,  dated as of March 17, 2000, between
the Company and  EquiServe  Trust  Company,  N.A.  filed as Exhibit  99.1 to the
Company's  Current  Report on Form 8-K filed on March 17, 2000 and  incorporated
herein by reference.

(4)(y) Letter Agreement, dated October 12, 1999, between the Company and Laidlaw
Inc. filed as Exhibit 99.2 to the Company's  Current Report on Form 8-K filed on
March 17, 2000 and incorporated herein by reference.

(4)(z) Other instruments defining the rights of holders of nonregistered debt of
the Company  have been omitted from this exhibit list because the amount of debt
authorized  under any such instrument does not exceed 10% of the total assets of
the Company and its  subsidiaries.  The Company  agrees to furnish a copy of any
such instrument to the SEC upon request.

(10)(a)  Agreement  and Plan of Merger  dated as of March 16,  1998 by and among
Registrant, LES Acquisition, Inc., and Safety-Kleen Corp. included as Annex A of
Safety-Kleen's  Revised Amended  Prospectus on Form 14D-9 filed as Exhibit 62 to
Safety-Kleen's  Amendment  No.  28 to  Schedule  14-9A  on  March  17,  1998 and
incorporated herein by reference.


                                    Page 14
<PAGE>

(10)(b) Stock  Purchase  Agreement  between  Westinghouse  Electric  Corporation
(Seller) and Rollins Environmental Services, Inc. (Buyer) for National Electric,
Inc. dated March 7, 1995.

(10)(c) Second  Amendment to Stock Purchase  Agreement (as referenced in Exhibit
(10)(b)  above),  dated May 15, 1997 among  Westinghouse  Electric  Corporation,
Rollins Environmental Services, Inc. and Laidlaw Inc.

(10)(d)  Agreement for the sale and purchase of shares and loan stock held by SK
Europe, Inc. in Safety-Kleen Europe Limited between  Safety-Kleen Europe Limited
and SK Europe,  Inc.  and the Company and The  Electra  Subscribers  and Electra
European  Fund LP dated as of July 6, 2000 Company  filed as Exhibit  (10)(d) to
the  Registrant's  Form 10-K for the year ended August 31, 2000 and incorporated
herein by reference.

(10)(e) Rollins  Environmental  Services,  Inc. 1982 Incentive Stock Option Plan
filed with Amendment No. 1 to the Company's  Registration  Statement No. 2-84139
on Form S-1 dated June 24, 1983 and incorporated herein by reference.

(10)(f)  Rollins  Environmental  Services,  Inc. 1993 Stock Option Plan filed as
Exhibit (10)(e) to the Registrant's Current Form 10-Q for the three months ended
May 31, 2000 and incorporated herein by reference.

(10)(g)  The  Company's  1997 Stock  Option  Plan,  filed as Exhibit  4.4 to the
Company's  Registration  Statement No.  333-41859 on Form S-8 dated December 10,
1997 and incorporated herein by reference.

(10)(h) First  Amendment to Company's  1997 Stock Option Plan,  filed as Exhibit
(10)(g) to the Company's  Form 10-Q for the three months ended November 30, 1999
and incorporated herein by reference.

(10)(i) The Company's  Director's Stock Option Plan, filed as Exhibit 4.5 to the
Company's  Registration  Statement No.  333-41859 on Form S-8 dated December 10,
1997 and incorporated herein by reference.

(10)(j)  First  Amendment  to  Company's  Director's  Stock Option Plan filed as
Exhibit  (10)(i) to the Company's  Form 10-Q for the three months ended November
30, 1999 and incorporated herein by reference.

(10)(k)  Stock  Purchase  Agreement  dated  February 6, 1997 among the  Company,
Laidlaw Inc., and Laidlaw Transportation, Inc.

(10)(l) Fiscal Year 2002  Management  Incentive Plan filed as Exhibit (10)(l) to
the  Company's  Form 10-Q for the  three  months  ended  February  28,  2002 and
incorporated herein by reference.

(10)(m) The  Company's  U.S.  Supplemental  Executive  Retirement  Plan filed as
Exhibit 10(g) to the Company's Form 10-Q for the three months ended November 30,
1997 and incorporated herein by reference.

(10)(n)  Employment  Agreement by and between Company and Grover C. Wrenn, dated
as of August 23, 2000 filed as Exhibit (10)(n) to the Registrant's Form 10-K for
the year ended August


                                    Page 15
<PAGE>

31, 2000 and incorporated herein by reference.

(10)(o) Employment  Termination And Consulting  Agreement dated as of August 15,
2001 between  Safety-Kleen Corp. and Grover C. Wrenn filed as Exhibit (10)(o) to
the  Registrant's  Form 10-Q/A for the three months ended May 31, 2001, filed on
September 26, 2001 and incorporated herein by reference.

(10)(p)  Employment  Agreement by and between Company and David E. Thomas,  Jr.,
dated as of August 23, 2000 filed as Exhibit  (10)(o) to the  Registrant's  Form
10-K for the year ended August 31, 2000 and incorporated herein by reference.

(10)(q) Employment Termination And Consulting Agreement,  dated as of August 15,
2001  between  Safety-Kleen  Corp.  and David E.  Thomas,  Jr.  filed as Exhibit
(10)(q) to the Registrant's Form 10-Q/A for the three months ended May 31, 2001,
filed on September 26, 2001 and incorporated herein by reference.

(10)(r)  Employment  Agreement  by and between  Company and Larry W.  Singleton,
dated as of July 17, 2000 filed as Exhibit (10)(p) to the Registrant's Form 10-K
for the year ended August 31, 2000 and incorporated herein by reference. (insert
either new agreement or amendment)

(10)(s)  Letter Agrement dated June 4, 2002  by and between Company and Larry W.
Singleton amending the Employment Agreement referenced in Exhibit (10)(r) above.

(10)(t)  Employment  Agreement by and between  Safety-Kleen  Corp. and Ronald A.
Rittenmeyer,  dated as of  August  8,  2001  filed  as  Exhibit  (10)(s)  to the
Registrant's  Form  10-Q/A for the three  months  ended May 31,  2001,  filed on
September 26, 2001 and incorporated herein by reference.

(10)(u) Company Indemnification  Agreement delivered to Ronald A. Rittenmeyer by
Safety-Kleen  Corp.,  effective as of August 8, 2001 filed as Exhibit (10)(t) to
the  Registrant's  Form 10-Q/A for the three months ended May 31, 2001, filed on
September 26, 2001 and incorporated herein by reference.

(10)(v)  Employment  Agreement by and between  Safety-Kleen  Corp. and Thomas W.
Arnst,  dated as of October 4, 2001 filed as Exhibit (10)(u) to the Registrant's
Form 10-K for the year ended  August 31,  2001,  filed on November  29, 2001 and
incorporated herein by reference.

(10)(w) Agreement among  Safety-Kleen  Corp.,  Safety-Kleen  Services,  Inc. and
David M.  Sprinkle  dated  October  17,  2001  filed as  Exhibit  (10)(v) to the
Registrant's Form 10-K for the year ended August 31, 2001, filed on November 29,
2001 and incorporated herein by reference.

(10)(x) Form of Senior  Executive  Change of Control  Agreement filed as Exhibit
(10)(q) to the  Registrant's  Form 10-K for the year ended  August 31,  2000 and
incorporated herein by reference.

(10)(y)  Senior  Executive  Severance  Plan  filed  as  Exhibit  (10)(s)  to the
Registrant's  Form 10-K for the year  ended  August  31,  2000 and  incorporated
herein by reference.

(10)(z)  Executive  Severance Plan filed as Exhibit (10)(u) to the  Registrant's
Form  10-K  for the year  ended  August  31,  2000 and  incorporated  herein  by
reference.

(10)(aa) Key Manager Severance Plan filed as Exhibit (10)(w) to the Registrant's
Form  10-K  for


                                     Page 16
<PAGE>

the year ended August 31, 2000 and incorporated herein by reference.

(10)(bb) Letter  Agreement dated October 3, 2001 between JA&A Services,  LLC and
the Company,  filed as Exhibit (10)(dd) to Registrant's  Form 10-Q for the three
months ended November 30, 2001 and incorporated herein by reference.

(10)(cc) Second Amended and Restated Marketing and Distribution Agreement, dated
as of March 8, 2001 by and between SystemOne  Technologies Inc. and Safety-Kleen
Systems,  Inc.,  a  subsidiary  of the  Registrant,  filed as  Exhibit  10.16 to
SystemOne Technologies Inc. Form 10-KSB for the year ended December 31, 2000 and
incorporated herein by reference.

(10)(dd)  Amendment  Number 1 to the Second  Amended and Restated  Marketing and
Distribution  Agreement,  dated as of June 25,  2002,  by and between  SystemOne
Technologies and Safety-Kleen Systems, Inc., a subsidiary of the Registrant.

(10)(ee) Letter Agreement dated as of September 27, 2001 between Jefferson Wells
International  and  Safety-Kleen  Services,  Inc.,  filed as Exhibit (10)(ff) to
Registrant's  Form  10-Q  for the  three  months  ended  November  30,  2001 and
incorporated herein by reference.

(10)(ff) Letter Agreement dated February 1, 2001 between Arthur Andersen LLP and
the Company relating to services to the Company for Company process  improvement
initiatives,  filed as Exhibit (10)(gg) to Registrant's  Form 10-Q for the three
months ended November 30, 2001 and incorporated herein by reference.

(10)(gg) Rider #1 dated December 5, 2001, to Letter  Agreement dated February 1,
2001 between  Arthur  Andersen  LLP and the Company  relating to services to the
Company for Company process improvement  initiatives,  filed as Exhibit (10)(hh)
to  Registrant's  Form 10-Q for the three  months  ended  November  30, 2001 and
incorporated herein by reference.

(10)(hh)  Acquisition  Agreement by and between Safety-Kleen  Services,  Inc. as
Seller and Clean  Harbors,  Inc. as Purchaser  dated  February 22, 2002 filed as
Exhibit  10(a) to  Registrant's  Form 8-K filed  February  26, 2002 and included
herein by reference.

(10)(ii) First  Amendment to Acquisition  Agreement by and between  Safety-Kleen
Services,  Inc. as Seller and Clean  Harbors,  Inc. as Purchaser  dated March 8,
2002. Filed as Exhibit  (10)(ll) to Registrant's  Form 10-K/A for the year ended
August 31, 2001, filed on March 28, 2002 and incorporated herein by reference.

(10)(jj) Master Services Agreement between each of Safety-Kleen Services,  Inc.,
Electronic Data Systems  Corporation and EDS Information  Services L.L.C.  dated
April 26, 2002.

(10)(kk)  Software End User License  Agreement by and between SAP America,  Inc.
and Safety-Kleen Services, Inc. dated May 15, 2002.

(99.1)  Consent  Agreement  and Final  Order by and  between  the United  States
Environmental Protection Agency and Safety-Kleen Corp. and certain of its United
States  subsidiaries  and affiliates filed as Exhibit (99.1) to the Registrant's
Form  10-K  for the year  ended  August  31,  2000 and  incorporated  herein  by
reference.

(99.2)  Amended  Consent  Agreement  and Final  Order by and  between the United
States


                                    Page 17
<PAGE>

Environmental Protection Agency and Safety-Kleen Corp. and certain of its
United  States  subsidiaries  and  affiliates  as approved by the United  States
Bankruptcy  Court on May 16, 2001,  filed as Exhibit (99.2) to the  Registrant's
Form  10-K/A  for the year  ended  August  31,  2000,  filed on July 9, 2001 and
incorporated herein by reference.

(b)    Reports on Form 8-K.

       i.    The Company filed a Current Report  on Form 8-K on March 12,  2002,
which contained Item 5 announcing that the Bankruptcy Court approved the bidding
and auction process for the sale of the Company's Chemical Services Division.

       ii.   The Company filed a Current  Report on Form 8-K on March 22,  2002,
which  contained  Item 5  announcing  that the  Bankruptcy  Court  approved  the
extension of Safety-Kleen's debtor-in-possession (DIP) financing and an increase
in the DIP  financing to $200  million,  from the  previously  established  $100
million.


                                    Page 18
<PAGE>



                                   SIGNATURES

       Pursuant to the requirements of the Securities  Exchange Act of 1934, the
Company  has  duly  caused  this  report  to be  signed  on  its  behalf  by the
undersigned thereunto duly authorized.


DATE:  July 15, 2002                   SAFETY-KLEEN CORP.
                                       ------------------
                                           (Registrant)


                                         /s/ Ronald A. Rittenmeyer
                                       ----------------------------
                                       Ronald A. Rittenmeyer
                                       Chief Executive Officer


                                         /s/ Larry W. Singleton
                                       ----------------------------
                                       Larry W. Singleton
                                       Chief Financial Officer


                                    Page 19
<PAGE>



                                  EXHIBIT INDEX

(3)(a)    Restated  Certificate  of  Incorporation  of the Company dated May 13,
          1997 and Amendment to Certificate of Incorporation dated May 15, 1997,
          Certificate  of  Correction  Filed to  Correct a Certain  Error in the
          Restated and Amended Certificate of Incorporation of the Company dated
          October 15, 1997, Certificate of Amendment to the Restated Certificate
          of   Incorporation  of  the  Company  dated  November  25,  1998,  and
          Certificate of Amendment to the Restated  Certificate of Incorporation
          of the Company dated November 30, 1998, all filed as Exhibit (3)(a) to
          the  Registrant's  Form 10-Q for the three months  ended  February 28,
          2001, and incorporated herein by reference.

(3)(b)    Amended and Restated Bylaws of the Company, filed as Exhibit (3)(b) to
          the  Registrant's  Form 10-K for the year ended August 31,  2000,  and
          incorporated herein by reference.

(4)(a)    Indenture  dated as of May 29, 1998 between LES, Inc. (a subsidiary of
          the Registrant),  Registrant,  subsidiary guarantors of the Registrant
          and The Bank of Nova  Scotia  Trust  Company  of New York,  as trustee
          filed  as  Exhibit  4(b) to the  Registrant's  Form  S-4  Registration
          Statement No. 333-57587 filed June 24, 1998 and incorporated herein by
          reference.

(4)(b)    First Supplemental  Indenture  effective as of November 15, 1998 among
          Safety-Kleen  Services,  Inc. the Registrant,  SK Europe, Inc. and The
          Bank of Nova Scotia  Trust  Company of New York,  as trustee  filed as
          Exhibit (4)(f) to the Registrant's Form S-4 Registration Statement No.
          333-82689 filed July 12, 1999 and incorporated herein by reference.

(4)(c)    Second  Supplemental  Indenture  effective  as of  May 7,  1999  among
          Safety-Kleen  Services,  Inc.  the  Company,  SK  Services,  L.C.,  SK
          Services (East), L.C. and The Bank of Nova Scotia Trust Company of New
          York,  as trustee filed as Exhibit  (4)(d) to the Company's  Form 10-K
          filed October 29, 1999 and incorporated herein by reference.

(4)(d)    Indenture dated as of May 17, 1999 between the Company and the Bank of
          Nova Scotia  Trust  Company of New York,  as trustee  filed as Exhibit
          (4)(b)  to  the  Registrant's  Form  S-4  Registration  Statement  No.
          333-82689 filed July 12, 1999 and incorporated herein by reference.

(4)(e)    Amended and Restated Credit Agreement among Laidlaw Chem-Waste,  Inc.,
          Laidlaw Environmental Services (Canada) Ltd., Toronto Dominion (Texas)
          Inc., The Toronto-Dominion Bank, TD Securities (USA) Inc., The Bank of
          Nova Scotia, NationsBank,  N.A. and The First National Bank of Chicago
          and NationsBank,  N.A. as Syndication Agent dated as of April 3, 1998,
          filed as  Exhibit  4(f) to the  Registrant's  Form  10-Q for the three
          months ended February 28, 1999 and incorporated herein by reference.


                                    Page 20
<PAGE>

(4)(f)    Supplement to the Amended and Restated Credit  Agreement among Laidlaw
          Chem-Waste,   Inc.,  Laidlaw  Environmental  Services  (Canada)  Ltd.,
          Toronto   Dominion  (Texas)  Inc.,  The   Toronto-Dominion   Bank,  TD
          Securities (USA) Inc., The Bank of Nova Scotia, NationsBank,  N.A. and
          The  First  National  Bank  of  Chicago  and   NationsBank,   N.A.  as
          Syndication  Agent dated as of April 3, 1998, filed as Exhibit 4(e) to
          a subsidiary of the Registrant's  Form S-4 Registration  Statement No.
          333-57587 filed June 24, 1998 and incorporated herein by reference.

(4)(g)    Waiver  and  First  Amendment  to  the  Amended  and  Restated  Credit
          Agreement  dated  as  of  May  15,  1998  among  LES,  Inc.,   Laidlaw
          Environmental  Services  (Canada) Ltd., the Lenders,  Toronto Dominion
          (Texas),  Inc., The Toronto  Dominion Bank, TD Securities  (USA) Inc.,
          The Bank of Nova Scotia, NationsBank, N.A., The First National Bank of
          Chicago and Wachovia Bank filed as Exhibit 4(f) to a subsidiary of the
          Registrant's Form S-4 Registration  Statement No. 333-57587 filed June
          24, 1998 and incorporated herein by reference.

(4)(h)    Commitment to Increase  Supplement to the Amended and Restated  Credit
          Agreement  dated  as  of  June  3,  1998  among  LES,  Inc.,   Laidlaw
          Environmental  Services  (Canada) Ltd., the Lenders,  Toronto Dominion
          (Texas),  Inc., The Toronto  Dominion Bank, TD Securities  (USA) Inc.,
          The Bank of Nova Scotia, NationsBank, N.A., The First National Bank of
          Chicago and Wachovia Bank filed as Exhibit 4(g) to a subsidiary of the
          Registrant's Form S-4 Registration  Statement No. 333-57587 filed June
          24, 1998 and incorporated herein by reference.

(4)(i)    Second Amendment to the Amended and Restated Credit Agreement dated as
          of November 20, 1998 among Safety-Kleen Services, Inc. (formerly known
          as LES, Inc.),  Safety-Kleen Services (Canada) Ltd. (formerly known as
          Laidlaw  Environmental  Services (Canada) Ltd.), the Lenders,  Toronto
          Dominion (Texas), Inc., The Toronto Dominion Bank, TD Securities (USA)
          Inc., The Bank of Nova Scotia,  NationsBank,  N.A., The First National
          Bank of Chicago and Wachovia Bank N.A., filed as Exhibit (4)(j) to the
          Registrant's  Form 10-Q for the three months  ended  February 28, 1999
          and incorporated herein by reference.

(4)(j)    Waiver  and  Third  Amendment  to  the  Amended  and  Restated  Credit
          Agreement dated as of May 6, 1999 among  Safety-Kleen  Services,  Inc.
          (formerly known as LES,  Inc.),  Safety-Kleen  Services  (Canada) Ltd.
          (formerly known as Laidlaw Environmental  Services (Canada) Ltd.), the
          Lenders, Toronto Dominion (Texas), Inc., The Toronto Dominion Bank, TD
          Securities (USA) Inc., The Bank of Nova Scotia, NationsBank, N.A., The
          First National Bank of Chicago and Wachovia Bank N.A. filed as Exhibit
          (4)(l)  to  the  Registrant's  Form  S-4  Registration  Statement  No.
          333-82689 filed July 12, 1999 and incorporated herein by reference.

(4)(k)    Fourth  Amendment  dated  as of  March  13,  2000 to the  Amended  and
          Restated Credit  Agreement dated as of May 6, 1999 among  Safety-Kleen
          Services,  Inc. (formerly known as LES, Inc.),  Safety-Kleen  Services
          (Canada)  Ltd.  (formerly  known  as  Laidlaw  Environmental  Services
          (Canada)  Ltd.),  the Lenders,  Toronto  Dominion  (Texas),  Inc., The
          Toronto  Dominion  Bank,  TD Securities  (USA) Inc.,  The Bank of Nova
          Scotia,


                                    Page 21
<PAGE>


NationsBank,  N.A.,  The First  National  Bank of Chicago and
          Wachovia Bank N.A.  filed as Exhibit (4)(l) to the  Registrant's  Form
          10-Q for the three months ended May 31, 2000 and  incorporated  herein
          by reference.

(4)(l)    Consent dated as of March 16, 2000 to the Amended and Restated  Credit
          Agreement dated as of May 6, 1999 among  Safety-Kleen  Services,  Inc.
          (formerly known as LES,  Inc.),  Safety-Kleen  Services  (Canada) Ltd.
          (formerly known as Laidlaw Environmental  Services (Canada) Ltd.), the
          Lenders, Toronto Dominion (Texas), Inc., The Toronto Dominion Bank, TD
          Securities (USA) Inc., The Bank of Nova Scotia, NationsBank, N.A., The
          First National Bank of Chicago and Wachovia Bank N.A. filed as Exhibit
          (4)(m) to the  Registrant's  Form 10-Q for the three  months ended May
          31, 2000 and incorporated herein by reference.

(4)(m)    Second Amended and Restated $200 million  Debtor In Possession  Credit
          Agreement among Safety-Kleen Services,  Inc., The Several Lenders from
          Time to Time Parties  thereto,  Toronto  Dominion  (Texas),  Inc.,  as
          General  Administrative  Agent and  Underwriter,  Goldman Sachs Credit
          Partners,   L.P.,  as  Co-Arranger  and   Underwriter,   and  The  CIT
          Group/Business Credit, Inc., as Collateral Agent and Underwriter dated
          as of March 22, 2002 filed as Exhibit  4(m) to the  Registrant's  Form
          10-K/A for the year ended August 31, 2001, filed on March 28, 2002 and
          incorporated herein by reference.

(4)(n)    Letter   Agreement   among   Toronto   Dominion   (Texas),   Inc.,  as
          administrative agent, the Company and Safety-Kleen Systems, Inc. dated
          December 12, 2000  relating to the Amended and Restated  Marketing and
          Distribution  Agreement by Safety-Kleen  Systems,  Inc. and System One
          Technologies  Inc., filed as Exhibit (4)(o) to the  Registrant's  Form
          10-Q for the three months ended  February 28, 2001,  and  incorporated
          herein by reference.

(4)(o)    Registration  Rights Agreement dated May 15, 1997 between the Company,
          Laidlaw Transportation, Inc. and Laidlaw Inc.

(4)(p)    Indenture  dated as of May 1, 1993 between the Industrial  Development
          Board of the Metropolitan  Government of Nashville and Davidson County
          (Tennessee) and NationsBank of Tennessee, N.A.

(4)(q)    Indenture of Trust dated as of August 1, 1995 between  Tooele  County,
          Utah and West One Bank, Utah, now known as U.S. Bank, as Trustee.

(4)(r)    Indenture  of Trust dated as of July 1, 1997  between  Tooele  County,
          Utah and U.S. Bank, a national banking association, as Trustee.

(4)(s)    Indenture  of  Trust  dated  as of July  1,  1997  between  California
          Pollution  Control  Financing  Authority  and U.S.  Bank,  a  national
          banking association, as Trustee.

(4)(t)    Promissory Note dated May 15, 1997 for $60 million from the Company to
          Westinghouse Electric Corporation.



                                    Page 22
<PAGE>

(4)(u)    Letter  dated May 7,  1999  from  Toronto-Dominion  (Texas)  Inc.  (as
          assignee of Westinghouse  Electric  Corporation)  and agreed to by the
          Company and Laidlaw  Inc.  amending the terms of the  Promissory  Note
          dated May 15, 1997 (as referenced in Exhibit  (4)(z)) filed as Exhibit
          (4)(u)  to  the  Registrant's  Form  S-4  Registration  Statement  No.
          333-82689 filed July 12, 1999 and incorporated herein by reference.

(4)(v)    Guaranty  Agreement dated May 15, 1997 by Laidlaw Inc. to Westinghouse
          Electric Corporation  guaranteeing  Promissory Note dated May 15, 1997
          (as  referenced  in  Exhibit  (4)(t))  from  Company  to  Westinghouse
          Electric Corporation).

(4)(w)    Rights  Agreement dated as of October 15, 1999 between the Company and
          EquiServe Trust Company,  N.A., as Rights Agent, filed as Exhibit (c)1
          to the Company's  Current Report on Form 8-K filed on October 15, 1999
          and incorporated herein by reference.

(4)(x)    First  Amendment  to Rights  Agreement,  dated as of March  17,  2000,
          between the Company and EquiServe Trust Company, N.A. filed as Exhibit
          99.1 to the  Company's  Current  Report on Form 8-K filed on March 17,
          2000 and incorporated herein by reference.

(4)(y)    Letter  Agreement,  dated  October 12,  1999,  between the Company and
          Laidlaw Inc. filed as Exhibit 99.2 to the Company's  Current Report on
          Form 8-K filed on March 17, 2000 and incorporated herein by reference.

(4)(z)    Other instruments defining the rights of holders of nonregistered debt
          of the Company  have been  omitted  from this exhibit list because the
          amount of debt  authorized  under any such  instrument does not exceed
          10% of the  total  assets of the  Company  and its  subsidiaries.  The
          Company  agrees to  furnish a copy of any such  instrument  to the SEC
          upon request.

(10)(a)   Agreement  and Plan of Merger  dated as of March 16, 1998 by and among
          Registrant, LES Acquisition,  Inc., and Safety-Kleen Corp. included as
          Annex A of  Safety-Kleen's  Revised  Amended  Prospectus on Form 14D-9
          filed as Exhibit 62 to  Safety-Kleen's  Amendment  No. 28 to  Schedule
          14-9A on March 17, 1998 and incorporated herein by reference.

(10)(b)   Stock Purchase  Agreement between  Westinghouse  Electric  Corporation
          (Seller) and Rollins Environmental Services, Inc. (Buyer) for National
          Electric, Inc. dated March 7, 1995.

(10)(c)   Second Amendment to Stock Purchase Agreement (as referenced in Exhibit
          (10)(b)  above),  dated  May  15,  1997  among  Westinghouse  Electric
          Corporation, Rollins Environmental Services, Inc. and Laidlaw Inc.

(10)(d)   Agreement  for the sale and  purchase of shares and loan stock held by
          SK Europe,  Inc. in Safety-Kleen  Europe Limited between  Safety-Kleen
          Europe  Limited  and SK Europe,  Inc.  and the Company and The Electra
          Subscribers  and  Electra  European  Fund LP dated as of July 6,  2000
          Company filed as Exhibit (10)(d) to the Registrant's Form 10-K for the
          year ended August 31, 2000 and incorporated herein by reference.


                                    Page 23
<PAGE>

(10)(e)   Rollins Environmental  Services, Inc. 1982 Incentive Stock Option Plan
          filed with Amendment No. 1 to the Company's Registration Statement No.
          2-84139 on Form S-1 dated  June 24,  1983 and  incorporated  herein by
          reference.

(10)(f)   Rollins Environmental  Services,  Inc. 1993 Stock Option Plan filed as
          Exhibit  (10)(e) to the  Registrant's  Current Form 10-Q for the three
          months ended May 31, 2000 and incorporated herein by reference.

(10)(g)   The  Company's  1997 Stock  Option  Plan,  filed as Exhibit 4.4 to the
          Company's  Registration  Statement  No.  333-41859  on Form S-8  dated
          December 10, 1997 and incorporated herein by reference.

(10)(h)   First Amendment to Company's 1997 Stock Option Plan,  filed as Exhibit
          (10)(g) to the Company's Form 10-Q for the three months ended November
          30, 1999 and incorporated herein by reference.

(10)(i)   The Company's  Director's  Stock Option Plan,  filed as Exhibit 4.5 to
          the Company's  Registration  Statement No. 333-41859 on Form S-8 dated
          December 10, 1997 and incorporated herein by reference.

(10)(j)   First  Amendment  to Company's  Director's  Stock Option Plan filed as
          Exhibit  (10)(i) to the Company's Form 10-Q for the three months ended
          November 30, 1999 and incorporated herein by reference.

(10)(k)   Stock  Purchase  Agreement  dated  February 6, 1997 among the Company,
          Laidlaw Inc., and Laidlaw Transportation, Inc.

(10)(l)   Fiscal Year 2002 Management Incentive Plan filed as Exhibit (10)(l) to
          the Company's  Form 10-Q for the three months ended  February 28, 2002
          and incorporated herein by reference.

(10)(m)   The Company's U.S.  Supplemental  Executive  Retirement  Plan filed as
          Exhibit  10(g) to the  Company's  Form 10-Q for the three months ended
          November 30, 1997 and incorporated herein by reference.

(10)(n)   Employment Agreement by and between Company and Grover C. Wrenn, dated
          as of August 23,  2000 filed as  Exhibit  (10)(n) to the  Registrant's
          Form 10-K for the year ended August 31, 2000 and  incorporated  herein
          by reference.

(10)(o)   Employment Termination And Consulting Agreement dated as of August 15,
          2001 between  Safety-Kleen  Corp. and Grover C. Wrenn filed as Exhibit
          (10)(o) to the Registrant's Form 10-Q/A for the three months ended May
          31,  2001,  filed on  September  26, 2001 and  incorporated  herein by
          reference.

(10)(p)   Employment  Agreement by and between Company and David E. Thomas, Jr.,
          dated  as  of  August  23,  2000  filed  as  Exhibit  (10)(o)  to  the
          Registrant's  Form  10-K  for the  year  ended  August  31,  2000  and
          incorporated herein by reference.


                                    Page 24
<PAGE>

(10)(q)   Employment  Termination And Consulting  Agreement,  dated as of August
          15, 2001 between  Safety-Kleen Corp. and David E. Thomas, Jr. filed as
          Exhibit (10)(q) to the  Registrant's  Form 10-Q/A for the three months
          ended May 31,  2001,  filed on  September  26,  2001 and  incorporated
          herein by reference.

(10)(r)   Employment  Agreement by and between  Company and Larry W.  Singleton,
          dated as of July 17, 2000 filed as Exhibit (10)(p) to the Registrant's
          Form 10-K for the year ended August 31, 2000 and  incorporated  herein
          by reference. (insert either new agreement or amendment)

(10)(s)   Letter Agrement dated June 4, 2002 by and between Company and Larry W.
          Singleton  amending the  Employment  Agreement  referenced  in Exhibit
          (10)(r) above.

(10)(t)   Employment  Agreement by and between  Safety-Kleen Corp. and Ronald A.
          Rittenmeyer,  dated as of August 8, 2001 filed as  Exhibit  (10)(s) to
          the Registrant's  Form 10-Q/A for the three months ended May 31, 2001,
          filed on September 26, 2001 and incorporated herein by reference.

(10)(u)   Company  Indemnification  Agreement delivered to Ronald A. Rittenmeyer
          by Safety-Kleen Corp., effective as of August 8, 2001 filed as Exhibit
          (10)(t) to the Registrant's Form 10-Q/A for the three months ended May
          31,  2001,  filed on  September  26, 2001 and  incorporated  herein by
          reference.

(10)(v)   Employment  Agreement by and between  Safety-Kleen Corp. and Thomas W.
          Arnst,  dated as of October  4, 2001  filed as Exhibit  (10)(u) to the
          Registrant's  Form 10-K for the year ended August 31,  2001,  filed on
          November 29, 2001 and incorporated herein by reference.

(10)(w)   Agreement among Safety-Kleen Corp.,  Safety-Kleen  Services,  Inc. and
          David M. Sprinkle  dated October 17, 2001 filed as Exhibit  (10)(v) to
          the  Registrant's  Form 10-K for the year ended August 31, 2001, filed
          on November 29, 2001 and incorporated herein by reference.

(10)(x)   Form of Senior Executive Change of Control  Agreement filed as Exhibit
          (10)(q) to the  Registrant's  Form 10-K for the year ended  August 31,
          2000 and incorporated herein by reference.

(10)(y)   Senior  Executive  Severance  Plan  filed as  Exhibit  (10)(s)  to the
          Registrant's  Form  10-K  for the  year  ended  August  31,  2000  and
          incorporated herein by reference.

(10)(z)   Executive  Severance Plan filed as Exhibit (10)(u) to the Registrant's
          Form 10-K for the year ended August 31, 2000 and  incorporated  herein
          by reference.

(10)(aa)  Key  Manager   Severance   Plan  filed  as  Exhibit   (10)(w)  to  the
          Registrant's  Form  10-K  for the  year  ended  August  31,  2000  and
          incorporated herein by reference.

(10)(bb)  Letter Agreement dated October 3, 2001 between JA&A Services,  LLC and
          the Company,  filed as Exhibit (10)(dd) to Registrant's  Form 10-Q for
          the three months ended  November 30, 2001 and  incorporated  herein by
          reference.


                                    Page 25
<PAGE>

(10)(cc)  Second  Amended and Restated  Marketing  and  Distribution  Agreement,
          dated as of March 8, 2001 by and between  SystemOne  Technologies Inc.
          and Safety-Kleen Systems, Inc., a subsidiary of the Registrant,  filed
          as Exhibit  10.16 to SystemOne  Technologies  Inc. Form 10-KSB for the
          year ended December 31, 2000 and incorporated herein by reference.

(10)(dd)   Amendment Number 1 to the Second  Amended and Restated  Marketing and
           Distribution  Agreement, dated as of June  25, 2002,  by and  between
           SystemOne  Technologies and Safety-Kleen Systems, Inc., a subsidiary
           of the Registrant.

(10)(ee)  Letter  Agreement  dated as of September  27, 2001  between  Jefferson
          Wells International and Safety-Kleen Services,  Inc., filed as Exhibit
          (10)(ff) to Registrant's Form 10-Q for the three months ended November
          30, 2001 and incorporated herein by reference.

(10)(ff)  Letter  Agreement  dated February 1, 2001 between Arthur  Andersen LLP
          and the  Company  relating  to  services  to the  Company  for Company
          process  improvement   initiatives,   filed  as  Exhibit  (10)(gg)  to
          Registrant's  Form 10-Q for the three months  ended  November 30, 2001
          and incorporated herein by reference.

(10)(gg)  Rider #1 dated December 5, 2001, to Letter Agreement dated February 1,
          2001 between Arthur Andersen LLP and the Company  relating to services
          to the Company for Company process improvement  initiatives,  filed as
          Exhibit (10)(hh) to Registrant's  Form 10-Q for the three months ended
          November 30, 2001 and incorporated herein by reference.

(10)(hh)  Acquisition  Agreement by and between Safety-Kleen  Services,  Inc. as
          Seller and Clean  Harbors,  Inc. as Purchaser  dated February 22, 2002
          filed as Exhibit  10(a) to  Registrant's  Form 8-K filed  February 26,
          2002 and included herein by reference.

(10)(ii)  First Amendment to Acquisition  Agreement by and between  Safety-Kleen
          Services,  Inc. as Seller and Clean Harbors,  Inc. as Purchaser  dated
          March 8, 2002. Filed as Exhibit  (10)(ll) to Registrant's  Form 10-K/A
          for the year  ended  August  31,  2001,  filed on March  28,  2002 and
          incorporated herein by reference.

(10)(jj)  Master Services Agreement between each of Safety-Kleen Services, Inc.,
          Electronic  Data  Systems  Corporation  and EDS  Information  Services
          L.L.C. dated April 26, 2002.

(10)(kk)  Software End User License  Agreement by and between SAP America,  Inc.
          and Safety-Kleen Services, Inc. dated May 15, 2002.

(99.1)    Consent  Agreement  and Final Order by and  between the United  States
          Environmental  Protection Agency and Safety-Kleen Corp. and certain of
          its United States  subsidiaries and affiliates filed as Exhibit (99.1)
          to the  Registrant's  Form 10-K for the year ended August 31, 2000 and
          incorporated herein by reference.


                                    Page 26
<PAGE>

(99.2)    Amended  Consent  Agreement  and Final Order by and between the United
          States  Environmental  Protection  Agency and  Safety-Kleen  Corp. and
          certain of its United States  subsidiaries  and affiliates as approved
          by the  United  States  Bankruptcy  Court  on May 16,  2001,  filed as
          Exhibit  (99.2) to the  Registrant's  Form  10-K/A  for the year ended
          August  31,  2000,  filed on July 9, 2001 and  incorporated  herein by
          reference.


Page 26