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                                                                  EXHIBIT 10.(c)

                              EMPLOYMENT AGREEMENT

The undersigned, Recycling Centers of America, Inc., hereinafter referred to as
the `Company', and the undersigned, Gordon W. Davies, hereinafter referred to as
`Employee', enter into this Agreement this 1st day of June 1999.

WHEREAS, the Company desires to retain the services of the Employee under
certain terms and conditions as set forth hereunder; and

WHEREAS, the Employee deems it to be in his best interest to become an Employee
of the Company, representing it in a professional manner under the terms and
conditions contained herein;

NOW THEREFORE IT IS AGREED:


1.      EMPLOYMENT AND TERM

        Subject to other provisions of this Agreement, the Company hereby
        offers, and Employee accepts, employment as Vice President of Recycling
        Centers of America, Inc., as of the date of this Agreement. Employee's
        employment is for a term of five (5) years from the date hereof, subject
        to termination by the Company pursuant to Section 6, hereof,
        automatically renewable for additional one-year terms hereafter unless
        notice of termination is given by either party hereto on or before
        thirty (30) days prior to the expiration of any term (the `Employment
        Period').

2.      SALARY AND OTHER COMPENSATION

      (a)   Employee shall receive for services hereunder during the Employment
            Period an annual salary of $96,000.00, subject to increase upon the
            anniversary date in the sole discretion of the Company. Normal
            increases would be expected for satisfactory performance. Salary
            will be payable in bi-monthly installments on the first and the
            fifteenth of each month (or, if such day is not a business day, the
            next business day thereafter). All payments shall be deemed gross
            salary, and shall be subject to all applicable withholding and other
            taxes applicable to employees of the Company.

      (b)   The option to purchase 750,000 shares of common restricted stock in
            RCAI has been granted in Employee's name. Options will be vested
            annually, subject to continued employment and released to Employee
            as per the schedule below. The corresponding number of share options
            shall be vested to Employee at the purchase values and on the dates
            indicated.
<TABLE>
<CAPTION>
               No. Options       Date Available         Exercise Price
              ------------       -------------          --------------
              <S>                <C>                    <C>
               200,000            1 June 1999           $0.30 per share
               275,000            1 June 2000           $0.40 per share
               275,000            1 June 2001           $0.40 per share
</TABLE>

               Additional stock options shall be granted to Employee each year
               following the above schedule on the anniversary date of this
               Agreement, the amount and price of which to be determined solely
               by the Company.


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        (c)    Employee shall be entitled to a vehicle allowance of up to
               $550.00 per month.

        (d)    Employee shall be entitled to three (3) weeks (fifteen working
               days) paid vacation and the observance of major holidays, as
               specified by the Company.

        (e)    The Company shall reimburse Employee for all business expenses
               incurred by Employee for all business activities on behalf of the
               Company.

3.      POSITION AND DUTIES

         Employee will devote his time, energy and attention to the management
         of Recycling Centers of America, Inc. matters. These matters will
         include (not listed in order of importance), but shall not be limited
         to, the following:

        (a)    MONITORING OF AND REPORTING ON SUBSIDIARY COMPANIES

               Employee shall be responsible for monitoring the efforts of each
               of the Company's subsidiary companies' sales, marketing,
               financial, project management and Company management personnel in
               their duties, review and track monthly sales and financial
               reports from each subsidiary company. Employee shall submit to
               the Board of Directors of Recycling Centers of America, Inc. on a
               monthly basis detailed sales, marketing, contract and general
               company status reports for each of the subsidiary companies.

        (b)    ADMINISTRATION

               Employee will be responsible for:

               i.     Development of personnel programs, prepare and maintain
                      personnel files and hire and fire personnel as determined
                      by Board of Directors.

               ii.    Employee will participate in insuring that all required
                      submissions and reports to regulatory entities (e.g. SEC)
                      by the Company are filed correctly and in a timely
                      fashion.

               iii.   Employee will participate in the coordination and
                      preparation of quarterly and annual financial statements
                      and audited financial statements on the Company.

               iv.    Employee will prepare and submit to the Board of Directors
                      of the Company for approval and be responsible for the
                      dissemination of all News Releases from the Company to its
                      shareholders.

               v.     Employee will provide courteous and professional
                      representation of the Company at all times.

               vi.    Employee shall be responsible for the maintenance and
                      defense of patents and for the filing of new patents by
                      the Company or any of its subsidiaries.

               vii.   Employee will participate in the review and approval of
                      proposed corporate acquisitions by the Company and for the
                      submission



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                      of detailed reports on proposed acquisitions to
                      the Board of Directors of the Company for final approval.

4.      DISCLOSURE OF INFORMATION BY EMPLOYEE

        Employee recognizes and acknowledges that the list of Company's
        customers, suppliers, representative firms, the purchase and sales
        agreements used and terms thereof, together with other documents and
        Company's methods of business operations which Employee may have access
        to are valuable, special and unique assets of the Company. Employee,
        therefore, will not DURING, OR FOR A PERIOD OF ONE YEAR AFTER the term
        of this association with Company, disclose the list of Company's
        customers, suppliers or representative firms or any part thereof to any
        person, firm, corporation, association or entity for any reason or
        purpose whatsoever, nor disclose to such entities the method of
        operation of the Company unless the Company gives prior written approval
        of said use.

5.      DURATION OF THIS AGREEMENT

        This Agreement will remain in full force and effect from the date hereof
        through (five years from date). Thereafter, it shall continue until
        terminated with cause by either party.

6.      TERMINATION OF AGREEMENT

        Either party shall have the privilege, with cause, to terminate this
        Agreement by giving the party six months notice, in writing, of such
        termination. Upon termination of the Agreement, Employee agrees to
        return all equipment, furnishings, promotional materials along with all
        copies of this Agreement and any other forms, proposals, or quotations
        relating to Company's activities. Any termination of this Agreement
        shall not terminate the Company's rights to enforce provisions contained
        in this paragraph. Immediately upon notice of termination, Employee will
        no longer have the right to obligate Company in any way shape or form.
        Should Employee incur "non-approved" debts during the six-month notice
        period, Company reserves the rights to hold final paychecks until nature
        of debts are satisfied. Employee shall be paid six months salary plus
        any unused vacation pay immediately upon any termination.

7.      COMPLETE AND FINAL AGREEMENT

        The parties hereto agree that any and all former written or verbal
        agreements between Company and Employee are hereby canceled. By
        execution, hereof, the parties agree that this instrument contains the
        entire agreement of the parties. This instrument may not be changed
        orally, but only by the agreement in writing signed by the parties
        against whom enforcement of any waiver or change, modification,
        extension or discharge is sought.

8.      WAIVER OR BREACH

        The waiver by Company or Employee's breach of any provision of this
        Agreement shall not operate or be construed as a waiver of any
        subsequent breach by the Employee.

9.      INTERPRETATION


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        This Agreement, having been executed by both parties in the State of
        California, shall be enforceable in and under the laws of the State of
        California.

10.     PARTIAL INVALIDITY
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        If any provision of this Agreement or any specific application shall be
        invalid or unenforceable, the remainder of this Agreement shall not be
        effected and each provision of this Agreement shall be valid and
        enforceable to the maximum extent permitted by law.

IN WITNESS WHEREOF, the parties have hereto set their hands and seals the day
and year first above written.

By:                                       By:
        ----------------------------          ---------------------------------
        Gordon W. Davies                     O. Bruce Selk, CEO/Director
                                             Recycling Centers of America, Inc.




Date:                                     Date:
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