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                                                             Exhibit 10(iii)(25)

 
                             AMENDMENT NUMBER SEVEN
                         IT CORPORATION RETIREMENT PLAN
                                1993 RESTATEMENT

                                        
     The IT Corporation Retirement Plan (1993 Restatement) shall be as set forth
herein:

     A.   Effective January 1, 1997, paragraph (c) of Section 2.11,
          "Compensation," shall be amended in its entirety to reflect the
          reference to the family aggregation rules and shall read as follows:

          (c)  "Compensation" of any Employee taken into account under the Plan
          for any Plan Year shall not exceed $160,000, as that amount is
          adjusted by the Secretary of the Treasury at the same time and in the
          same manner as under Section 415(d) of the Code, except that the
          dollar increase in effect on January 1 of any calendar year is
          effective for Plan Years beginning in such calendar year.

     B.   Effective January 1, 1993, Section 2.20 shall be amended to read as
          follows:

          2.20  Eligible Employee.  "Eligible Employee" shall mean any
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          individual who is employed by the Company except:  (a) any Employee
          who is covered by a collective bargaining agreement to which the
          Company is a party if there is evidence that retirement benefits were
          the subject of good faith bargaining between the Company and the
          collective bargaining representative, unless the collective bargaining
          agreement provides for coverage under this Plan; (b) any Employee who
          is employed in any job classification or Company division which by
          action of the Board of Directors is excluded from coverage under this
          Plan; (c) any hourly employee who is employed on a Project Hourly
          Basis in accordance with the Company's payroll procedure; (d) any
          Leased Employee.  Notwithstanding the foregoing, for purposes of
          applying the provisions of Article V, "Eligible Employee" shall have
          the meaning set forth in Section 5.3(b)(iii); and (e) any individual
          who is not treated by the Company or any Participating Company as a
          common law employee without regard to the characterization or
          recharacterization of such individual's status by any court or
          governmental agency.

     C.   Effective January 1, 1997, paragraph (a) of Section 2.25, "Highly
          Compensated Employee," shall be amended in its entirety to read as
          follows:

          (a)  "Highly Compensated Employee" shall mean any Employee who


               (i)  was a Five Percent Owner during the Determination Year or
                    the Look Back Year, or
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               (ii) during the Look Back Year, received Compensation from the
                    Company in excess of $80,000 (as adjusted from time to time
                    under such regulations as may be issued by the Secretary of
                    the Treasury) and was in the "top-paid group" of Employees.

     D.   Effective January 1, 1997, paragraph (b)(vi) of Section 2.25, relating
          to the family aggregation rules and the definition of "Highly
          Compensated Employee," shall be deleted in its entirety.

     E.   Effective December 12, 1994, Section 2.30, "Leave of Absence" shall be
          amended by the addition of paragraph (d) to provide as follows:

          (d)  Effective as of December 12, 1994, notwithstanding any provision
          of this Plan to the contrary, contributions, benefits and service
          credit with respect to qualified military service will be provided in
          accordance with Section 414(u) of the Code.

     F.   Effective February 1, 1997, Section 3.1(c) shall be amended in its
          entirety to read as follows:

          (c)  Each Eligible Employee who is not eligible to participate in the
          Plan as specified in Section 3.1(a) or (b), above, shall become
          eligible to participate in the Plan (i) on the date he completes one
          (1) Year of Service, or (ii) after January 31, 1997, in the case
          making compensation deferrals under Article V hereof, his date of
          hire, and shall commence participation pursuant to Section 3.2 hereof.

     G.   Effective January 1, 1999, the first sentence of Section 5.2(a) shall
          be amended to read as follows:

          (a)  The amount of an individual's compensation that may be deferred
          subject to the election provided in Section 5.1 shall be a whole
          percentage of the individual's Compensation (while a Participant) not
          to exceed 15 percent.
 
     H.   Effective January 1, 1997, paragraph (e) of Section 5.3, relating to
          the family aggregation rules and the "Limitation on Compensation
          Deferrals of Highly Compensated Employees," shall be deleted in its
          entirety.

     I.   Effective January 1, 1997, paragraph (c) of Section 5.4, relating to
          the family aggregation rules and the "Provisions for Disposition of
          Excess Compensation Deferrals by Highly Compensated Employees," shall
          be deleted in its entirety.

     J.   Effective for Plan Years beginning after December 31, 1998, Section
          6.1(c) shall be eliminated.

     K.   Effective July 1, 1995, Section 6.1(d) shall be amended to read as
          follows:

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          (d)  A matching contribution for each Participant equal to 50 percent,
          or, after December 31, 1998, 100 percent of the contributions made by
          the Participant under Section 5.1 hereof that does not exceed four
          percent (4%) of such Participant's Compensation for a Plan Year (or
          portion thereof following the Participant's Participation Commencement
          Date) plus an additional amount to be determined by the Board in its
          discretion based on such factor(s) as the Board deems appropriate; all
          Participant matching contributions generally may be made monthly based
          on the Participant's contributions and Compensation for such month and
          to be allocated to Participants' respective Company Matching
          Contribution Accounts.

     L.   Effective for Plan Years beginning after December 31, 1998, Section
          6.1(e) shall be stricken:

     M.   Effective January 1, 1997, paragraphs (i) and (ii) of Section 6.5(e),
          relating to the family aggregation rules and the "Limitation on
          Matching Contributions Made on Behalf of Highly Compensated
          Employees," shall be deleted in their entirety.

     N.   Effective January 1, 1997, paragraph (c) of Section 6.6, relating to
          the family aggregation rules and the "Provisions for Reduction of
          Excess Matching Contributions Made on Behalf of Highly Compensated
          Employees," shall be deleted in its entirety.

     O.   Effective December 12, 1994, Section 6 shall be amended by the
          addition of Section 6.7 to provide as follows:

          Section 6.7  Special Rules for Military Service.  If an employee is
                       ----------------------------------                    
          absent from employment due to his service in the uniformed services of
          the United States and returns to employment within the time prescribed
          by, and under circumstances satisfying the applicable federal law
          (including the Uniformed Services Employment and Reemployment Rights
          Act of 1994), such Employee's period of uniformed service will not
          result in a Break in Service for all purposes under the Plan.
          Further, such an employee to the extent he is an otherwise eligible
          employee under the terms of the Plan, shall have the right to make up
          any Compensation Deferrals missed while in uniformed service, and the
          Employer shall credit said Employee's account with any Matching
          Contributions the Employee would have received.  No Matching
          Contributions shall be credited to the Employee's account under this
          section until the Employee's make-up contributions are actually made.
          Further, all make-up contributions must be made within a period of
          time after returning to employment which does not exceed the lesser of
          (i) three times the period of uniformed service, or (ii) 5 years.  The
          provisions of this Section 6.7 shall apply to all periods of uniformed
          service which occurred on or after December 12, 1994.

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     P.   Effective January 1, 1999, Section 7.3 shall be stricken and Section
          7.2 shall be amended in its entirety to read as follows:

          7.2  Allocation of Company Matching Contribution.
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               The Company contribution under 6.1(d) hereof shall be allocated
          to Participants based on their respective Compensation and
          contribution during such Plan Year; provided that the additional
          discretionary contribution referenced in Section 6.1(d) hereof shall
          only be made to Eligible Participants based on their respective
          Compensation and contribution during such Plan Year.  For purposes of
          this Section 7.2, "Eligible Participant" shall mean any Participant
          who is employed by the Company on the last day of the Plan Year and
          who has accrued at least 1000 Hours of Service during such Plan Year,
          except for any Participant who is not then employed by the Company or
          who has not accrued at least 1000 Hours of Service because of any of
          the following events occurring during such Plan Year: (i) Death, (ii)
          Disability; (iii) Normal or Early Retirement; (iv) Transfer to an
          Affiliated Company not participating in the Plan; and (v) Transfer of
          a Qualified Employee to a Joint Venture Employer that is not a
          Participating Joint Venture Employer (as such terms are defined in
          Article XX).  "Eligible Participant" shall not include any individual
          employed on the last day of the Plan Year on a Project Hourly Basis
          (in accordance with the Company's payroll procedure).

     Q.  Effective January 1, 1999, a new Section 7.5(e) shall be added to read
         as follows:

          (e)  Notwithstanding any other provision hereof, the Committee may in
          its discretion direct that any or all Company Matching Contributions
          made in respect of Plan Years beginning after 1998 be made in or
          invested in the common stock of IT Group, Inc. or the Company.

     R.   Effective January 1, 1998, Section 7.10(c) shall be amended by the
          addition of the following at the end thereof:

          10.  Gradient Employer contributions, subject to vesting.
          11.  Prior  Plan Deferrals.
          12.  Prior Plan Matching Contributions, subject to vesting.
          13.  Prior Plan Employer Contributions, subject to vesting.
          14.  Prior Plan Qualified Non-Elective Contributions.
          15.  Prior Plan After-Tax Contributions.
          16.  Prior Plan Profit Sharing Contributions, subject to vesting.

     S.   Section 7.10, "Loans," shall be amended by the addition of paragraph
          (f) to provide as follows:

          (f) Effective as of December 12, 1994, loan repayments will be
          suspended

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          under this Plan as provided under Section 414(u)(4) of the Code.

     T.   Effective January 1, 1997, Section 9.6(b) shall be amended by the
          addition of the following sentence at the end thereof:

          Notwithstanding the provisions of this Section 9.6(b), a Participant
     may elect (with spousal consent) to waive the minimum 30 day written notice
     period prior to the Annuity Starting Date for the Qualified Joint and
     Survivor Annuity if such Annuity Starting Date begins more than 7 business
     days after the explanation is provided to the Participant.
 
     U.   Effective January 1, 1997, Section 9.7(a) shall be amended in its
          entirety to read as follows:

          (a)  Notwithstanding any other provision of this Plan, distribution of
     a Participant's benefit under the Plan shall be made no later than the
     Participant's Required Beginning Date, or, if such distribution is to be
     made over the life of such Participant or over the lives of such
     Participant and a Beneficiary (or over a period not extending beyond the
     life expectancy of such Participant and Beneficiary) then such distribution
     shall commence no later than the Participant's Required Beginning Date.
     Required Beginning Date shall mean April 1 of the calendar year following
     the later of the calendar year in which the Participant (A) attains age
     70-1/2, or (B) retires; provided, however, the foregoing clause (B) shall
     not apply with respect to a Participant who is a Five Percent Owner (as
     defined in Section 416(i) of the Code) at any time during the five Plan
     Year period ending in the calendar year in which the Participant attains
     age 70-1/2. If the Participant attains age 70-1/2 and becomes a Five
     Percent Owner during any Plan Year subsequent to the five Plan Year period
     referenced above, the Required Beginning Date under this Subparagraph
     (i) shall be April 1 of the calendar year following the calendar year in
     which such subsequent Plan Year ends. Notwithstanding the foregoing,
     in-service distributions for Participants who are not Five Percent Owners
     shall also be permitted upon attainment of age 70-1/2, to the extent
     provided in this Section 5.6 for Five Percent Owners, but only for
     Participants who attain age 70-1/2 in Plan Years beginning prior to
     January 1, 1999, who voluntarily elect to receive such distributions. Once
     distributions have begun to a Five Percent Owner under this Section 9.7,
     they must continue to be distributed, even if the Participant ceases to be
     a Five Percent Owner in a subsequent Plan Year.

     V.  Effective for Plan Years beginning on or after August 5, 1997, Section
         9.8 shall be amended in its entirety to read as follows:

     9.8  Mandatory Cash Out Rules and Consent Requirement.
          ------------------------------------------------ 

          (a) Effective for Plan Years beginning after December 31, 1997,
     notwithstanding any other provision of this Article IX, if the present
     value of the

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     Participant's distribution does not exceed five thousand dollars ($5,000),
     the distribution shall be paid in a lump sum. However, no such lump sum
     shall be paid after distribution commences, unless the Participant and his
     Spouse (or where the Participant had died, the Surviving Spouse) consent in
     writing to such distribution. Similarly, if an amount distributable to an
     alternate payee (under Article XV hereof) is less than $5,000, such amount
     shall be distributed as soon as practicable following (i) 60 days after
     benefits are payable or (ii) receipt of a valid qualified domestic
     relations order (within the meaning of Code Section 414(p)), whichever is
     later.

          (b)  If the value of a Participant's Distributable Benefit exceeds
     five thousand dollars ($5,000), no distribution of any portion of that
     benefit may be made without the written consent of the Participant (and his
     Spouse, if the Participant is married) prior to the date he attains Normal
     Retirement Age. Consent of the Spouse to earlier distribution must be made
     in the presence of a Plan representative or a notary public.

          (c)  Death benefits payable to a Beneficiary receiving lump sum
     benefits shall be distributed no later than twelve months following the
     Participant's death.

     W.   Effective January 1, 1999 Section 9.14 shall be amended in its
          entirety to read as follows:

          9.14  In Service Withdrawals.
                ---------------------- 

          A Participant may once per Plan Year make a withdrawal from his
     Accounts, other than his Compensation Deferral Accounts, as described in
     Section 9.14(a) hereof.  In addition, if a Participant has withdrawn the
     maximum amount to be withdrawn under Section 9.14(a) hereof, he may also
     make one withdrawal per calendar quarter, in accordance with Sections
     9.14(b)-(e) hereof, of amounts held in his Compensation Deferral Accounts
     (excluding any earnings on amounts in such accounts) upon incurring a
     Hardship as determined by the Committee in accordance with rules of uniform
     application which the Committee may from time to time prescribe.

               (a) A Participant may withdraw from his Accounts as follows:

          (i)   A Participant may withdraw all or a part of his After-Tax
                Contributions Account from the Plan at any time.

          (ii)  A Participant who has withdrawn all of his After-Tax
                Contributions Account may withdraw all or a part of his Rollover
                Contributions Account.

          (iii) A Participant who has withdrawn all of his After-Tax and
                Rollover Contributions Accounts and who has been a Participant
                in the Plan for at least five (5) years may withdraw all or a
                part of the vested portion of his Company Discretionary
                Contributions Account (including any such amounts attributable
                to prior or transferor plans).

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          (iv)  A Participant who has withdrawn all of his After-Tax, Rollover,
                and the vested portion of his Company Discretionary
                Contributions Accounts and who has been a Participant in the
                Plan for at least five (5) years may withdraw all or a part of
                the vested portion of his Company Matching Contributions Account
                (including any such amounts attributable to prior or transferee
                plans).

          (v)   A Participant who has withdrawn all his After-Tax, Rollover,
                the vested portions of his Company Discretionary and Company
                Matching Contributions Accounts and who has attained age 59 1/2
                may withdraw all or a part of his Compensation Deferral Accounts
                (including any qualified non-elective contributions).

          (vi)  A Participant who has withdrawn all of his After-Tax, Rollover,
                the vested portions of his Company Discretionary and Company
                Matching Contributions and Compensation Deferral Accounts and
                who has attained age 59 1/2 may withdraw all or a part of the
                vested portions of his Company Fixed Contributions Account,
                Special Allocation, and Pension Contributions (including any
                such amounts attributable to prior or transferee plans).

                (b) Except as provided in Section 9.14(a) hereof, no Participant
          may make a withdrawal prior to a determination by the Committee that
          such Participant has a Hardship (as defined in Paragraph (c) below)
          need and such withdrawal is necessary on account of such Hardship need
          as provided in this Section 9.14.  Any determination of Hardship shall
          be in accordance with regulations promulgated under Section 401(k) of
          the Code.

                (c) "Hardship" shall mean a need created by an immediate and
          heavy financial need of the Participant, which need cannot be met by
          other sources reasonably available to the Participant, or the
          Participant's Spouse, children or dependents; for

                (i) expenses for medical care described in Section 213(d) of
                the Code previously incurred by the Participant, the
                Participant's Spouse, children, or dependents, or necessary for
                such persons to obtain medical care described in Code Section
                213(d);

                (ii) costs directly related to the purchase (excluding
                mortgage, payments) of a principal residence for the
                Participant;

                (iii) payment of tuition and related educational fees for the
                next twelve (12) months of post-secondary education for the
                Participant, or the Participant's Spouse, children or
                dependents; or

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                (iv) payments necessary to prevent the eviction of the
                Participant from, or a foreclosure on the mortgage of, the
                Participant's principal residence.

          In addition to the above, a Hardship need may include any amounts
          necessary to pay any federal, state, or local income taxes or
          penalties anticipated to result from a Hardship distribution.

                (d)  The existence of a Participant's Hardship and the amount
          required to meet the need created by the Hardship shall be determined
          by the Committee on the basis of facts and circumstances, and in
          accordance with the rules of uniform application which the Committee
          may from time to time prescribe.  A distribution shall not be treated
          as necessary to satisfy a Hardship need of a participant to the extent
          the amount of distribution in excess of the amount required to relieve
          the Hardship need or to the extent that the Hardship need may be
          satisfied from other resources reasonably available to the
          Participant.  A distribution generally may be treated as necessary on
          account of a Hardship need of a participant if the Committee
          reasonably relies on the Participant's written representations to the
          Committee, unless the Committee has actual knowledge to the contrary,
          that the Hardship need cannot be relieved:

                  (i) through reimbursement or compensation by insurance or
               otherwise;

                  (ii) by reasonable liquidation of assets, if such liquidation
               would not itself cause an immediate and heavy financial need;

                  (iii)  by the cessation of the Participant's contributions to
               the Plan; or

                  (iv) by other distributions or non-taxable loans from plans of
               the Company or any other employer, or by borrowing from
               commercial sources on reasonable commercial terms.

          For purposes of determining a Hardship need, a participant's resources
          shall be deemed to include those assets of his Spouse and minor
          children that are reasonably available to the Participant.

                (e)  A Participant may request a withdrawal by submitting a
          written request for such withdrawal in a form satisfactory to the
          Committee, together with any supporting documentation which the
          Committee in its sole discretion may require.  The minimum amount that
          may be withdrawn at any one time pursuant to the provisions of this
          Section 9.14 is $1,000.00.  The maximum amount subject to any
          withdrawal under this Section shall be determined as of the Valuation
          Date coinciding with or immediately preceding the Committee's
          determination authorizing the withdrawal.

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     X.   Effective for Plan Years beginning on or after August 5, 1997, the
          reference to "$3,500" in Section 9.16(d) shall be replaced with
          "$5,000".

     Y.   Effective for Plan Years beginning after December 31, 1999, Section
          14.4 shall be amended by the addition of new Section 4.14(c) to read
          as follows:

                (c)  Effective for Plan Years beginning after December 31, 1999,
          Section 4.14 shall be of no force or effect.

     Z.   Effective July 1, 1998, a new Article XXIII shall be added to read as
          follows:

                                 ARTICLE XXIII

          SPECIAL PROVISIONS REGARDING EMPLOYEES TRANSFERRING FROM OHM
     CORPORATION AND ACCOUNTS TRANSFERRED FROM THE OHM CORPORATION RETIREMENT
     SAVINGS PLAN.

          23.1  In General.  The special provisions in this Article XXIII shall
                ----------                                                     
     be effective as of July 1, 1998, and shall apply to any Eligible Employee
     who, prior to August 4, 1998, was employed by OHM Corporation.

          23.2  Participation.  Notwithstanding any other provision hereof, any
                -------------                                                  
     Eligible Employee who on August 3, 1998, was employed by OHM Corporation
     shall not commence participation in this Plan until January 1, 1999.

          23.3  Computation of Service.  Eligible Employees under this Section
                ----------------------                                        
     23.3 shall have Years of Service computed pursuant to Section 2.54 hereof.
     However, each Eligible Employee shall automatically receive credit for One
     Year of Service for the period beginning on his or her anniversary date
     occurring during 1998 and ending on December 31, 1998; without regard to
     actual Hours of Service performed.

          23.4  Vesting.  The nonforfeitable interest of any Eligible Employee
                -------                                                       
     in his or her OHM Plan accounts shall, as of January 1, 1999, not in any
     manner be thereafter diminished.  Further, any Eligible Employee with at
     least three Years of Service as of December 31, 1998, shall at all times
     have a fully vested and nonforfeitable interest in his or her interest in
     this Plan without regard to actual Years of Service performed.

     AA.  Effective January 1, 1999, a new Article XXIV shall be added to read
          as follows:

                                  ARTICLE XXIV

          SPECIAL PROVISIONS REGARDING EMPLOYEES TRANSFERRING FROM FLUOR DANIEL
     GTI, INC. AND ACCOUNTS TRANSFERRED FROM THE FLUOR DANIEL GTI 401(k)
     RETIREMENT SAVINGS PLAN

                                       9
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          24.1  In General.  The special provisions on the Article XXIV shall be
                ----------                                                      
     effective as of January 1, 1999, and shall apply to any Eligible Employee
     who, prior to January 1, 1999, was employed by Fluor Daniel GTI, Inc.

          24.2.  Eligibility.  Employees from Fluor Daniel GTI, Inc. shall
                 -----------                                              
     commence participation in this Plan on January 1, 1999, or, if later, the
     date or dates they satisfy this Plan's applicable eligibility criteria.

          24.3.  Vesting.  The nonforfeitable interest of any Eligible Employee
                 -------                                                       
     in his or her GTI Plan accounts shall, as of January 1, 1999, not in any
     manner be thereafter diminished.  Further, any Eligible Employee with at
     least three Years of Service as of December 31, 1998, shall at all times
     have a vested interest hereunder based on the vesting schedule in effect
     under the GTI Plan in effect as of December 31, 1998.

          24.4.  Separate Account Maintenance.  For purposes of Code Section
                 ----------------------------                               
     411(d)(6), accounts under the GTI Plan as of December 31, 1998 shall be
     separately maintained and be subject to all rights, features and options
     that they enjoyed under the GTI Plan as of December 31, 1998.

With the exception of the aforementioned amendments and the renumbering of
certain sections to reflect such amendments, in all other respects, the IT
Corporation Retirement Plan shall remain unchanged.

     IN WITNESS WHEREOF, this instrument of amendment is executed this  31     
                                                                       ------
day of December, 1998.


                                    By: /s/ Anthony J. DeLuca
                                        ----------------------------
                                             Anthony J. DeLuca

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