Exhibit (10) (s)
                                                                 October 5, 1999

Private and Confidential

Name
Address

City, State Zip

Dear First Name:

         Safety-Kleen Corp.  ("Safety-Kleen")  and Safety-Kleen  Services,  Inc.
("Services"),  (Safety-Kleen,  Services,  and their  subsidiaries,  collectively
referred to herein, as the "Corporation")  consider it essential and in the best
interests of the  Corporation  and their  shareholders  to foster the continuous
employment of key management  personnel.  In this regard, the board of directors
of Safety-Kleen  (the "Board") has determined that  appropriate  steps should be
taken to reinforce and encourage the continued  attention and  dedication of the
members of senior management of the Corporation,  including  yourself,  to their
assigned  duties  without  distraction  in the  face of  potentially  disturbing
circumstances  arising from any possible  change in control of  Safety-Kleen  or
Services.

         In order to induce you to remain in the employ of the Corporation,  the
Corporation  has agreed with you that you shall receive the  severance  benefits
set  forth  in this  letter  agreement  (this  "Agreement")  in the  event  your
employment with the Corporation is terminated  subsequent to a Change in Control
(as defined below) under the circumstances described below.

1.       Change in Control.  No benefits shall be payable hereunder unless there
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         shall have been a "Change in  Control",  which,  for  purposes  of this
         Agreement, shall mean the occurrence of any of the following:

                     a. (X) any person (as such term is used in Rule 13(d)- 5 of
              the SEC under the 1934 Act) or group (as such term is  defined  in
              Section  13(d) of the 1934 Act),  other than a  subsidiary  or any
              employee  benefit plan (or related trust) of  Safety-Kleen  or its
              subsidiary,  becomes  the  beneficial  owner of 15% or more of the
              common stock of Safety-Kleen or of voting securities  representing
              15% or more of the combined voting power of all voting  securities
              of  Safety-Kleen,  (Y) Laidlaw  Inc.  ceases to be the  beneficial
              owner,  directly  or  indirectly,  of 43.6% or more of the  voting
              securities of Safety-Kleen and (Z) another person or group becomes
              the beneficial  owner of voting  securities of Safety-Kleen  which
              represent a larger number of voting  securities than those held by
              Laidlaw Inc.


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                     b.  within a period of 24 months or less,  the  individuals
              who,  as  of  any  date,  constitute  the  Board  (the  "Incumbent
              Directors") cease for any reason to constitute at least a majority
              of the Board  unless at the end of such  period,  the  majority of
              individuals  then  constituting  the Board were nominated upon the
              recommendation of a majority of the Incumbent Directors.
                     c. the sale or other  disposition  of all or  substantially
              all of the assets of Safety-Kleen or Services.
                     d. the sale or other  disposition by Safety-Kleen of 50% or
              more of the voting securities of Services or any other transaction
              which  results  in  any  person,  other  than  Safety-Kleen  or  a
              subsidiary or any employee benefit plan of Safety-Kleen,  becoming
              the  beneficial  owner of 50% or more of the voting  securities of
              Services.

2.       Termination  Following Change in Control.  If a Change in Control shall
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         have  occurred,  you shall be entitled  to the  benefits  provided  for
         herein   upon   the   subsequent   termination   of   your   employment
         ("Termination")  during the period ("Window Period") beginning upon the
         date of the  Change in  Control  and  ending  on the third  anniversary
         thereof,   unless  such   Termination  is  because  of  your  death  or
         retirement,  by the Corporation for Cause or by you other than for Good
         Reason. For purposes of this paragraph:

                     a. "Cause" shall mean:

                     (I) the willful and continued  failure by you substantially
                     to perform your duties with the Corporation (other than any
                     such failure resulting from your incapacity due to physical
                     or mental illness or any such actual or anticipated failure
                     resulting  from  Termination  by you for  Good  Reason,  as
                     hereinafter defined) after a written demand for substantial
                     performance  is  delivered to you by the Board or executive
                     management of the  Corporation,  which demand  specifically
                     identifies  the  manner  in which  the  Board or  executive
                     management   believes  that  you  have  not   substantially
                     performed  your  duties  and you  failed  to  correct  such
                     failure to perform  your  duties  within 30 days after such
                     written demand is delivered to you; or

                     (II)  the  willful  engaging  by you  in  conduct  that  is
                     demonstrably  and materially  injurious to the Corporation,
                     monetarily  or  otherwise,  and no act or failure to act on
                     your part shall be deemed "willful" unless done, or omitted
                     to be done, by you not in good faith and without reasonable
                     belief  that  your  action  or  omission  was in  the  best
                     interests of the Corporation;

                     b. "Good  Reason" shall mean the  occurrence,  without your
              express written consent, of any of the following:

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                     (I)  Inconsistent  Duties - a  meaningful  and  detrimental
                     alteration  in your  position or in the nature or status of
                     your  responsibilities  from  those in  effect  immediately
                     prior to the Change in Control;

                     (II)  Reduction  in  Remuneration  -  a  reduction  by  the
                     Corporation  in  your  annual  base  salary  as  in  effect
                     immediately  prior to the  Change in Control or at any time
                     during the window period; or a reduction by the Corporation
                     in long term incentive opportunity as in effect immediately
                     prior to the Change in  Control  or at any time  during the
                     window period;  or a reduction by the  Corporation in bonus
                     opportunity as in effect immediately prior to the Change in
                     Control or at any time during the window period;

                     (III)  Relocation  - the  relocation  of the  office of the
                     Corporation  where  you  are  employed  at the  time of the
                     Change in Control  ("the CIC  Location") to a location that
                     is more than 40 miles  away from the CIC  Location,  or the
                     Corporation  requiring  you to be based  more than 40 miles
                     away from the CIC Location  (except for required  travel on
                     the  Corporation   business  to  an  extent   substantially
                     consistent with your customary  business travel obligations
                     in the  ordinary  course of your  business  during the year
                     immediately  prior to the  Change  in  Control);  provided,
                     however,   your   relocation,   in   connection   with  the
                     consolidation  of Safety-Kleen  Corp.  offices in Columbia,
                     S.C.,  shall not constitute  Reason for  Termination by you
                     and  shall  not  entitle  you  to the  Termination  Payment
                     (hereinafter  defined)  in the  event  of your  refusal  to
                     relocate.

                     (IV)  Benefits  and   Perquisites  -  the  failure  by  the
                     Corporation  to continue to provide you with  benefits  and
                     perquisites  at least as favorable as those  enjoyed by you
                     immediately  prior  to  the  Change  in  Control  as may be
                     increased  thereafter and prior to the expiry of the Window
                     Period.

3.       Termination  Payment.  If any event of Termination  shall have occurred
         --------------------
         during  the  Window  Period and prior to the expiry of the Term of this
         Agreement, and you shall have provided written notice to that effect to
         the Corporation,  you shall be entitled to a payment ("the  Termination
         Payment")  in  a  lump  sum  (subject  to   mandatory   statutory   tax
         withholding) in the amount of twenty-four month's average compensation.
         Average  compensation is equal to the average aggregate monthly salary,
         bonus, and perquisites  during the fiscal year of the Corporation ended
         immediately prior to the date ("Termination Payment Date") on which the
         Termination  Payment  shall  be  due  provided,  however,  the  average

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         compensation  shall  not be less  than the  average  aggregate  monthly
         salary,  bonus, and perquisites  received during the fiscal year ending
         August 31, 1999.

4.       Continuation of Benefits following Termination
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         For twenty-four months following the Termination, the Corporation shall
         continue to provide to you and your family welfare benefits (including,
         without limitation,  medical, prescription,  dental, disability, salary
         continuance,  individual life, group life,  accidental death and travel
         accident  insurance  plans and  programs),  fringe  benefits  and other
         perquisites,  which  are at least as  favorable  as the most  favorable
         plans of the  Corporation  applicable to you and other peer  executives
         and their  families  as of the  Termination,  but which are in no event
         less  favorable  than  the  most  favorable  plans  of the  Corporation
         applicable to you and other peer  executives and their families  during
         the 90-day period immediately before the Change of Control. The cost to
         you of such welfare benefits shall not exceed the cost of such benefits
         to you  immediately  before the  Termination or, if less, the Change of
         Control.  Notwithstanding  the foregoing,  if you are covered under any
         medical, life, or disability insurance plan(s) provided by a subsequent
         employer,  then the amount of  coverage  required to be provided by the
         Corporation  hereunder  shall be secondary to the coverage  provided by
         the  subsequent  employer's  medical,  life,  or  disability  insurance
         plan(s).  Your rights under this paragraph shall be in addition to, and
         not  in  lieu  of,  any  post-termination   continuation   coverage  or
         conversion  rights you may have pursuant to applicable  law,  including
         without limitation  continuation  coverage required by Section 4980B of
         the Code and Section 601 et. seq.  of the  Employee  Retirement  Income
         Security Act of 1974, as amended.

5.       Employee Stock Options. Upon a Change of Control, the Corporation shall
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         pay to you a lump-sum  cash  payment  equal to the spread  (fair market
         value over exercise  price) of all  outstanding  options granted to you
         for shares of common stock of Safety-Kleen whether vested or not vested
         at the time of the Change of Control.

6.       Legal Counsel Fees.  If  the  Corporation shall fail to comply with its
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         obligations  hereunder or call into question the legal validity of this
         Agreement,  all  reasonable  legal  counsel fees incurred by you in the
         course of seeking to enforce this Agreement shall be for the account of
         and payable by the Corporation, except to the extent that a court shall
         determine  that your action in seeking to enforce  this  Agreement  was
         frivolous.

7.       Outplacement Expenses.  In the event that the Termination Payment shall
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         become payable  hereunder,  the Corporation  shall pay, on your behalf,
         the fees and expenses of  "outplacement"  services on your behalf which
         shall have been arranged by you, to a maximum of $25,000.

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8.       Confidentiality and Noncompetition
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8.1      Confidentiality.  You acknowledge that it is the policy of the Corpora-
         ---------------
         tion to maintain as secret and  confidential  all  valuable  and unique
         information  and  techniques   acquired,   developed  or  used  by  the
         Corporation  relating  to their  business,  operations,  employees  and
         customers,  which gives the Corporation a competitive  advantage in the
         businesses  in  which  the   Corporation   is  engaged   ("Confidential
         Information").  You recognize that all such Confidential Information is
         the sole and exclusive property of the Corporation, and that disclosure
         of Confidential Information would cause damage to the Corporation.  You
         agree that,  except as required by the duties of your  employment  with
         the  Corporation  and except in connection  with  enforcing your rights
         under this Agreement or if compelled by a court or governmental agency,
         you will not,  without the consent of the  Corporation,  disseminate or
         otherwise  disclose any Confidential  Information  obtained during your
         employment  with the  Corporation  for so long as such  information  is
         valuable and unique.

8.2      Non-competition/ Non-solicitation.
         ---------------------------------
               a.    You agree that,  during the period of your  employment with
         the  Corporation  and, if your employment is terminated for any reason,
         thereafter  for a  period  of one (1)  year,  you  will not at any time
         directly or indirectly,  in any capacity,  engage or participate in, or
         become  employed by or render  advisory or consulting or other services
         in  connection  with any  Prohibited  Business  as  defined  in Section
         8.2(d).

               b.    You agree that,  during the period of your  employment with
         the  Corporation  and, if your employment is terminated for any reason,
         thereafter  for a  period  of one (1)  year,  you  shall  not  make any
         financial investment, whether in the form of equity or debt, or own any
         interest,  directly or indirectly, in any Prohibited Business.  Nothing
         in this Section  8.2(b)  shall,  however,  restrict you from making any
         investment  in  any  company  whose  stock  is  listed  on  a  national
         securities exchange or actively traded in the over-the-counter  market;
         provided  that (1)  such  investment  does  not  give you the  right or
         ability to control or influence the policy  decisions of any Prohibited
         Business,  and (2) such  investment  does  not  create  a  conflict  of
         interest  between  your  duties  hereunder  and your  interest  in such
         investment.

               c.    You agree that,  during the period of your  employment with
         the  Corporation  and, if your employment is terminated for any reason,
         thereafter  for a period of one (1) year,  you shall not (1) employ any
         employee of the  Corporation  or (2) interfere  with the  Corporation's
         relationship  with, or endeavor to entice away from the Corporation any
         person, firm, corporation,  or other business organization who or which
         at any time (whether  before or after the date

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         of your termination of employment),  was an employee,  customer, vendor
         or  supplier  of, or  maintained  a  business  relationship  with,  any
         business of the Corporation  which was conducted at any time during the
         period commencing one year prior to the termination of employment.

               d.    For the purpose of this Section 8.2, "Prohibited  Business"
         shall be  defined as any entity  and any  branch,  office or  operation
         thereof,  which is a direct and material  competitor of the Corporation
         wherever the Corporation does business, in the United States or abroad.

8.3      Remedy.  You and the Corporation  specifically agree that, in the event
         ------
         that you shall  breach  your  obligations  under  this  Section  8, the
         Corporation will suffer  irreparable  injury and no adequate remedy for
         such breach,  and shall be entitled to injunctive relief therefor,  and
         in particular,  without  limiting the generality of the foregoing,  the
         Corporation  shall not be precluded  from pursuing any and all remedies
         it may  have  at law or in  equity  for  breach  of  such  obligations;
         provided,  however,  that such breach shall not in any manner or degree
         whatsoever  limit,  reduce or otherwise  affect the  obligations of the
         Corporation  under this  Agreement,  and in no event  shall an asserted
         breach of your obligations  under this Section 8 constitute a basis for
         deferring or  withholding  any amounts  otherwise  payable to you under
         this Agreement.

9.       Term.  This  Agreement  shall  terminate on  the later of (a) the third
         ----
         anniversary  of the date hereof and (b) the expiry of the Window Period
         in respect  of the last  Change in Control  which  shall have  occurred
         prior to the third anniversary of the date hereof.

10.      Final  Agreement.  It is the intention of the  Corporation and you that
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         the  compensation  and  benefits  to be  provided  to  you  under  this
         Agreement shall be the only  compensation  and benefits to you provided
         by the  Corporation  in the  event of your  Termination  of  employment
         following the Change in Control,  and by your  acceptance  hereof,  you
         hereby  waive any and all other rights which you might have as a result
         of such Termination of employment.

11.      Notice.  For  purposes  of  this  Agreement,   notices  and  all  other
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         communications  shall be in  writing  and shall be hand  delivered  and
         shall  be  deemed  given  when  delivered  and  received  addressed  to
         Safety-Kleen  Corp., 1301 Gervais Street,  Suite 300,  Columbia,  South
         Carolina 29201, Attention: Vice President,  Administration or to you at
         the  address set forth on the first page of this  Agreement  or to such
         other  address  as  either  party  may have  furnished  to the other in
         writing in accordance herewith.

12.      Governing  Law.  This Agreement  shall be governed by and  construed in
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         accordance  with the laws of the  State  of South  Carolina  applicable
         therein.

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13.      Severability.  The invalidity or  unenforceability  of any provision of
         ------------
         this Agreement shall not effect the validity or  enforceability  of any
         other  provision of this Agreement which shall remain in full force and
         effect.

14.      Counterparts.  This  Agreement  may be executed in  counterparts,  each
         ------------
         of which shall be deemed to be an original  but both of which  together
         shall constitute one and the same instrument.

15.      No Contract of Employment. Nothing in this Agreement shall be construed
         --------------------------
         as  giving  you any  right  to be  retained  in the  employment  of the
         Corporation.

         If the foregoing sets forth our agreement on the subject matter hereof,
kindly  sign in the space  provided  below and return to the Vice  President  of
Administration  of the Corporation for execution by the  Corporation.  One fully
executed copy of this Agreement shall be returned to you.

                                       SAFETY-KLEEN CORP.
                                       By:
                                          --------------------------------
                                       Kenneth W. Winger
                                       President / Chief Executive Officer



                                       SAFETY-KLEEN SERVICES, INC.
                                       By:
                                          --------------------------------
                                       Kenneth W. Winger
                                       President / Chief Executive Officer


Agreed to this    day of
              , 1999

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Name



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