Exhibit 10.10.1 (Environmental Safeguards, Inc.)

The registrant has requested that portions of this exhibit be given confidential
treatment and the registrant has filed a confidential treatment request with the
Secretary  of  the  Commission. In this exhibit, the registrant has omitted such
material  and  the  registrant  has  marked  this  exhibit with a mark  ***** to
indicate  where  material  has  been  omitted.


                HAZARDOUS WASTE RECYCLING SERVICES CONTRACT-U.S.


     This  Hazardous  Waste  Recycling  Services  Contract-U.S.  ("Contract") is
entered  into  on the day hereinafter set forth by and between OnSite Technology
LLC, an Oklahoma limited liability company ("OnSite") with offices at 2600 South
Loop  West,  Ste  645  Houston, Texas 77054 and Rineco Chemical Industries, Inc.
("Customer")  with  offices  at  819  Vulcan  Rd,  Haskell,  Arkansas  72015.

            THIS CONTRACT CONTAINS PROVISIONS RELATING TO INDEMNITY
                  RELEASE OF LIABILITY AND ALLOCATION OF RISK.
                 THIS CONTRACT CONTAINS ARBITRATION PROVISIONS.


1.   THE  WORK:

     OnSite  shall  provide  the  necessary  services, supplies and equipment to
perform  recycling  services  utilizing  an indirect thermal desorption unit and
associated equipment ("ITD Unit" or "Unit"), as specified in Exhibit A, which is
attached  hereto  and  made  a  part hereof (collectively the "Work").  Customer
shall  provide  the  services  and  supplies  as  specified  on  Exhibit  A.

2.   COMPENSATION  AND  PAYMENT:

2.1  COMPENSATION:  Customer  shall  pay  OnSite  for  performance of Work as
specified  in  Exhibit  A  plus  any  applicable  sales,  use  or similar taxes.

2.2  PAYMENT:  Charges  for mobilization, demobilization, Work, and all other
applicable  charges  shall  be  invoiced  upon  completion  of  mobilization,
demobilization, completion of the Work, or at the end of the month in which such
Work  was performed or other charges incurred, whichever shall first occur.  All
invoices  shall  be mailed to Customer at P.O. Box 729, Haskell, Arkansas 72018.
Customer  shall  pay  all invoices within thirty (30) days after receipt, except
that if Customer disputes an invoice or any part thereof, Customer shall, within
fifteen  (15)  days  after  receipt  of  the  invoice, notify OnSite of the item
disputed,  specifying the reason therefore, and payment of the disputed item may
be withheld until settlement of the dispute, but timely payment shall be made of
any  undisputed  portion.  All  payments shall be mailed to OnSite at 2600 South
Loop  West,  Ste  645,  Houston,  Texas  77054.  Any  sums  (including  amounts
ultimately  paid with respect to a disputed invoice) not paid within thirty (30)
days  shall  bear  interest at the rate of twelve percent (12%) per annum or the
maximum  legal  rate,  whichever  is  less,  from  the  due  date  until  paid.

2.3  ATTORNEY'S  FEES: If this Contract is placed in the hands of an attorney
for collection of any sums due hereunder, or suit is brought for breach of same,
or  sums  due hereunder are collected through bankruptcy or probate proceedings,
then the parties agree that the prevailing party shall be entitled to reasonable
attorney's  fees  and  costs.

3    TITLE

     Title  to  all  materials recycled hereunder (both before, during and after
recycling)  and  including  any substances recovered during such recycling shall
remain  with  Customer  at all times.  At no time shall OnSite take title to any
such  materials  or  substances.


                                        1
<PAGE>
4    COMMENCEMENT  OF  WORK  AND  TERM;  TERMINATION:

4.1  TERM FOR PILOT PROGRAM PHASE: The initial term of this  Contract  shall  be
the  "Pilot  Program  Phase." The Pilot Program Phase shall have a term of *****
operating  days  from  the  Commencement of Pilot Program Phase. Commencement of
Pilot  Program  Phase  shall  be  the  date  on which OnSite's ITD Unit has been
delivered  to  the Work Site and set up and OnSite is ready to begin operations,
but  in  no  event  shall  be  later  than ***** Units to the Work Site prior to
notification from Customer that all permits and approvals have been obtained. In
the  event  Customer  has not obtained such approvals ***** by effective on such
date  without  either party having any further obligations hereunder. At the end
of  the  Pilot  Program  Phase  the parties shall evaluate the operating results
under  this  Contract,  specifically  evaluating (i) throughput of the ITD Unit,
(ii)  acceptability  of  processed  solids residue for mixing with liquids (iii)
salability  of  the  recycled  liquid  hydrocarbons  residue and (iv) ability to
process metal strips. If the parties in good faith determine that the results of
the  Pilot  Program are acceptable, then the Contract shall immediately, without
further  action  on the part of either party, progress to the "Operating Phase,"
otherwise,  the  Contract  shall terminate. At any time during the Pilot Program
Phase  at  Rineco's  option Rineco can elect to move into the "Operating Phase."

4.2  TERM  FOR  OPERATING PHASE: Unless terminated as otherwise provided in this
Contract,  the  Operating Phase shall have a term of ***** from the Commencement
of  Operations.  The  Commencement of Operations is defined as the date on which
the  Operating  Phase begins and will be automatically renewed on a year to year
basis  for  a  one-year  renewal term, unless either party gives the other party
sixty (60) days prior notice of its intent to terminate this Contract, effective
at  the  end  of  the  initial  term  or  any  renewal  term.

4.3  EARLY  TERMINATION:  Notwithstanding  the  provisions of Paragraphs 4.1 and
4.2,  Customer or OnSite may direct the stoppage of the work and the termination
of  this Contract even though there has been no default on the part of the other
party  hereunder,  by  giving ninety (90) days prior written notice to the other
party.  In  the  event such notice is given, this Contract will terminate on the
ninetieth  (90th) day after notice is given. OnSite shall be entitled to payment
in accordance with Paragraph 2.2 for all work performed under the Contract until
termination.

5    INGRESS,  EGRESS  AND  WORK  SITE:

5.1  INGRESS AND EGRESS: Customer hereby assigns to OnSite all necessary rights
of  ingress  and  egress  with  respect  to  the  site on which the work will be
performed  ("Work  Site").  Should OnSite be denied free access to the Work Site
for any reason not reasonably under OnSite's control, any time lost by OnSite as
a result of such denial shall be paid at the applicable stand-by rate in Exhibit
A.

5.2  WORK  SITE:  Customer  shall prepare a sound Work Site adequate in size and
capable of properly supporting OnSite's Unit pursuant to specifications provided
by  OnSite  which  shall  be  subject  to  OnSite's  reasonable  approval. It is
recognized  that  Customer  has  superior  knowledge of the Work Site and access
routes to the Work Site and must advise OnSite of any conditions or obstructions
which  OnSite  might  encounter  while  in  route  to  the  Work  Site or during
operations  hereunder.  In  the  event the Work Site is not prepared pursuant to
such  specifications  and loss or damage to the Unit results therefrom, Customer
shall,  without  regard  to  the  other  provisions  of this Contract, including
paragraph  8.2  hereof,  reimburse  OnSite to the extent not covered by OnSite's
insurance,  for  all  such  loss  or  damage.


                                        2
<PAGE>
6    WORK  METHODS  AND  PRACTICES:

6.1  COMPLIANCE  WITH  LAW: Each party hereto agrees to comply with all material
laws,  rules  and  regulations  of  any  state,  federal  or  local governmental
authority  which  are  now  or  may become applicable to that party's operations
covered  by or arising out of the performance of this Contract. In the event any
provision  of  this  Contract is inconsistent with or contrary to any applicable
federal,  state or local law, rule or regulation, said provision shall be deemed
to  be  modified  to  the  extent  required  to  comply  with  said law, rule or
regulation and as so modified said provision and this Contract shall continue in
full  force  and  effect.

6.2  PERMITS:  Permits  required  for  the  Work  shall be provided by the party
specified  in  Exhibit  A.


6.3  SAMPLING  AND  TESTING:

          6.3.1  PILOT  PROJECT  PHASE:  During the Pilot Project Phase the Work
          shall be sampled and tested based upon a protocol agreed to in advance
          by  OnSite  and  Customer.  The protocol shall be subject to change by
          agreement  of  the  parties,  during the Pilot Project Phase. Customer
          shall  bear  the  cost of the testing agreed to in the protocol. At or
          before  the completion of the Pilot Project Phase, OnSite and Customer
          shall agree to the Inlet Specifications for the metal strips which may
          be  processed  as  part  of  the material to be remediated. Unless and
          until such an agreement is entered into, the Operating Phase shall not
          commence.  OnSite  shall  pay  for  any additional testing that OnSite
          requires.  Both  parties  shall  have access to the results of testing
          performed  during  the  Pilot  Project  Phase.

          6.3.2  OPERATING  PHASE:  All  materials  recycled as part of the Work
          shall  be  sampled  and  tested  by the methods and with the frequency
          agreed to by the parties. Customer shall directly pay for or reimburse
          OnSite  for  all  costs  of such sampling and testing. IF REQUESTED BY
          EITHER  PARTY,  SPLIT  SAMPLES  SHALL BE TAKEN FOR ALL TESTING AND ONE
          SAMPLE  RETAINED  BY THE THIRD PARTY LAB OR OTHER DESIGNATED PARTY FOR
          THIRTY  (30)  DAYS.  CUSTOMER  SHALL  HAVE THIRTY-SIX (36) HOURS AFTER
          RECYCLING  OF  EACH  BATCH  OF MATERIALS IN WHICH TO PULL TEST SAMPLES
          FROM  SUCH  BATCH.  (AFTER THIRTY-SIX (36) HOURS THE MATERIALS WILL BE
          MOVED  AND  TEST  RESULTS COULD BE INACCURATE.) CUSTOMER SHALL FURTHER
          HAVE  SEVEN (7) BUSINESS DAYS FROM WHEN EACH SAMPLE IS PULLED IN WHICH
          TO  HAVE  THE  SAMPLES  TESTED  AND  REPORT  SUCH TEST RESULTS BACK TO
          ONSITE.  CUSTOMER ACCEPTS AND WAIVES THE RIGHT TO REJECT ANY WORK THAT
          IS  NOT,  SAMPLED,  TESTED  AND/OR  REPORTED BACK TO ONSITE WITHIN THE
          AGREED  TIME  PERIOD.

6.4  MEASUREMENT: All materials recycled as part of  the Work shall be  measured
by Customer at Customer's expense prior to recycling and remediating. The method
of  measurement  shall  be  as  specified  in  Exhibit  A,  Section  #2.

6.5  PERSONNEL  TRAINING:  All  of OnSite's personnel that will operate its Unit
will  be HAZWOPER certified under 29 CFR 1910.120. If requested by the Customer,
OnSite's  personnel  will  be  H2S  certified.

6.6  DRUG,  ALCOHOL AND FIREARM POLICY: OnSite has adopted a program to ensure a
drug, alcohol and firearm free Work Site. A copy of the policy is available from
OnSite.


                                        3
<PAGE>
6.7  HOURS  OF  OPERATION: Unless otherwise agreed to in writing by the parties,
OnSite's ITD Unit shall operate twenty-four (24) hour per day seven (7) days per
week.

7    WARRANTIES:

7.1  CUSTOMER'S  WARRANTIES:  Customer  warrants  that  the  materials  to be
recycled by OnSite as part of the Work hereunder do not exceed the maximum inlet
specifications  contained  in  Exhibit  A.  Customer  further  warrants that the
materials  to be recycled do not materially differ from any other specifications
contained  in  the  scope  of  Work  in  Exhibit  A.

7.2  ONSITE  WARRANTIES: *****.

7.3  ONSITE  WARRANTY  DISCLAIMER:  ONSITE  WILL  WORK  WITH  CUSTOMER  AND TAKE
DIRECTION  FROM  CUSTOMER  WITH  REGARD  TO  OPERATING  TEMPERATURE  BUT  SUCH
TEMPERATURE  SHALL  NOT EXCEED ***** DEGREES. ONSITE THEREFORE MAKES NO WARRANTY
EITHER EXPRESS OR IMPLIED IN LAW WITH REGARD TO THE OUTLET SPECIFICATIONS OF THE
RECYCLED  MATERIALS.

8    INSURANCE,  INDEMNIFICATION,  RELEASE  AND  RISK  OF  LOSS:

8.1  INSURANCE:  During  the  term of  this Contract, OnSite shall, at  OnSite's
expense,  maintain  with  an  insurance  company  or  companies authorized to do
business  in the state where the Work is to be performed, insurance coverages of
the  kind  and  in  the  amounts  set  forth  below,  insuring  the  liabilities
specifically  assumed by OnSite in this Contract.  OnSite shall, if requested to
do  so by Customer, procure from the company or companies writing said insurance
a  certificate  or  certificates that said insurance is in full force and effect
and  that the company or companies writing said insurance shall endeavor to give
thirty  (30) days prior notice to Customer of cancellation or material change to
the insurance.  For liabilities assumed hereunder by OnSite, its insurance shall
be  endorsed  to  provide that the underwriters waive their right of subrogation
against  Customer.  Customer  will,  as  well,  cause  its  insurer  to  waive
subrogation  against  OnSite  for  liability  it  assumes and shall maintain, at
Customer's  expense,  or  shall self insure, insurance coverage of the same kind
and  in  the  same  amount  as  is  required  of  OnSite,  insuring  liabilities
specifically  assumed  by  Customer  under  this  Contract:

          8.1.1  Adequate  Workers'  Compensation  Insurance  complying  with
          applicable state laws or Employers' Liability Insurance with limits of
          $1,000,000.

          8.1.2  Comprehensive  Public  Liability  Property  Damage Insurance or
          Public  Liability Property Damage Insurance with a $1,000,000 combined
          single  limit;  this  policy  includes  Pollution  Liability.

          8.1.3  Automobile  Public  Liability  Insurance  with  a  $1,000,000
          combined  single limit death or injury and Automobile Public Liability
          Property  Damage  Insurance  with  a $1,000,000 combined single limit.


                                        4
<PAGE>
8.2  INDEMNIFICATION

          8.2.1  OnSite's  Unit: OnSite shall assume liability at all times for,
          and  shall  protect,  defend  and  indemnify  Customer,  its officers,
          directors,  employees and agents from and against all claims, demands,
          and  causes  of  action  of  every  kind and character resulting from,
          damage  to  or  destruction  of  OnSite's  Unit and/or property or the
          equipment  and/or  property of any of OnSite's subcontractors, if any,
          regardless  of  when  or  how such damage or destruction occurs unless
          such  damage  or  loss  is  due  to  the  gross  negligence or willful
          misconduct  of  Customer,  and  OnSite  shall  release Customer of any
          liability for any such loss, except loss or damage under paragraph5.2.

          8.2.2  Customer's  Equipment:  Customer  shall assume liability at all
          times  for,  and  shall  protect,  defend  and  indemnify  OnSite, its
          officers,  directors, employees, members, managers and agents from and
          against  all  claims,  demands, and causes of action of every kind and
          character  resulting  from,  damage  to  or  destruction of Customer's
          equipment  and/or  property or the equipment and/or property of any of
          Customer's  contractors (other than those covered by the provisions of
          paragraph  8.2.1), or Customer's client, if any, regardless of when or
          how  such  damage  or destruction occurs unless such damage or loss is
          due  to  the  gross  negligence  or  willful misconduct of OnSite, and
          Customer  shall  release  OnSite  of  any liability for any such loss.

          8.2.3  OnSite  agrees  to indemnify, save harmless and defend Customer
          from  and  against  any  and  all liabilities, penalties, forfeitures,
          suits,  losses,  damages  and  costs  and expenses (including costs of
          defense,  settlement,  and  reasonable attorney fees ), which Customer
          may hereafter incur or become responsible for, as a result of death or
          bodily  injury  to  any person, (including the employees of each party
          hereto  and  the  employees  of  their subcontractors), destruction or
          damage to or loss of use of any property other than set forth in 8.2.1
          and 8.2.2 or contamination of or adverse effects on the environment to
          the  extent  directly  caused  by:  the  negligence  or  intentional
          misconduct  of  OnSite,  its  employees,  agents,  representatives, or
          subcontractors in the performance of this Contract, provided, however,
          that  such  indemnification  shall  not  apply  to  the  extent  such
          liabilities  result  from  Customer's  negligence  or  intentional
          misconduct  or  from  a  breach  of  this  Contract  by  Customer.

          8.2.4  Customer  agrees  to indemnify, save harmless and defend OnSite
          from  and  against  any  and  all liabilities, penalties, forfeitures,
          suits,  losses,  damages  and  costs  and expenses (including costs of
          defense,  settlement, and reasonable attorney fees ), which OnSite may
          hereafter  incur  or  become  responsible for, as a result of death or
          bodily  injury  to  any person, (including the employees of each party
          hereto  and  the  employees  of  their subcontractors), destruction or
          damage to or loss of use of any property other than set forth in 8.2.1
          and 8.2.2 or contamination of or adverse effects on the environment to
          the  extent  directly  caused  by:  the  negligence  or  intentional
          misconduct  of  Customer,  its  employees, agents, representatives, or
          subcontractors  in the performance of this Contract provided that such
          indemnification  shall not apply to the extent such liabilities result
          from OnSite's negligence or intentional misconduct or from a breach of
          this  Contract  by  OnSite.

          8.2.5  In  the  event  that any claim for indemnification hereunder is
          contributed to the negligence or intentional misconduct of both OnSite
          and  Customer,  the  parties  agree  that  any  and  all  liabilities,
          penalties,  forfeitures,  losses,  damages  and  costs  and  expenses
          (including  costs  of  defense, settlement, and reasonable attorney, )
          shall  be  apportioned  among  the  parties  on  the  basis  of  their
          comparative  degrees of fault which shall be determined in the absence
          of  agreement  by  the parties through binding arbitration pursuant to
          Section  13.  hereunder.


                                        5
<PAGE>
8.3  EXCLUDED  MATERIALS:  NOTWITHSTANDING  ANY  OTHER  PROVISION  OF  THIS
AGREEMENT CUSTOMER SHALL RELEASE ONSITE OF ANY LIABILITY FOR, AND SHALL PROTECT,
DEFEND  AND  INDEMNIFY  ONSITE,  ITS OFFICERS, DIRECTORS, EMPLOYEES, MEMBERS AND
MANAGERS  FROM  AND  AGAINST  ALL CLAIMS, DEMANDS, AND CAUSES OF ACTION OF EVERY
KIND  AND  CHARACTER,  WITHOUT  LIMIT  AND WITHOUT REGARD TO THE CAUSE OR CAUSES
THEREOF  OR  THE  NEGLIGENCE OF ANY PARTY OR PARTIES, ARISING IN CONNECTION WITH
NATURALLY OCCURRING RADIOACTIVE MATERIALS ("NORM"), NARM, HIGH LEVEL RADIOACTIVE
WASTE,  LOW  LEVEL  RADIOACTIVE  WASTE,  MIXED  WASTE,  OR  PCBS  ("COLLECTIVELY
"EXCLUDED  MATERIALS").   Customer  shall also provide OnSite with all pertinent
information  with  regard to Excluded Materials at the site where the Work shall
be  performed.

8.4  CONSEQUENTIAL  DAMAGES:  Neither  party shall be  liable to the  other  for
special, indirect or consequential damages resulting from or arising out of this
Contract,  including,  without  limitation,  loss  of  profit  or  business
interruptions including loss or delay of production, however same may be caused.

8.5  INDEMNITIES:  The  indemnities and  releases and  assumptions of  liability
extended  by the parties hereto under the provisions of Article 8 shall inure to
the  benefit  of the parties, their parent, holding and affiliated companies and
their  respective  officers, directors, employees, members, managers, agents and
servants.  EXCEPT  AS  OTHERWISE EXPRESSLY LIMITED HEREIN IN 8.2.3 AND 8.2.4, IT
IS  THE  INTENT  OF  PARTIES HERETO THAT ALL INDEMNITY OBLIGATIONS, RELEASES AND
LIABILITIES  ASSUMED  BY  SUCH  PARTIES  UNDER TERMS OF THIS CONTRACT, INCLUDING
WITHOUT  LIMITATION  8.2.1 and 8.2.2 HEREOF, BE WITHOUT LIMIT AND WITHOUT REGARD
TO  THE  CAUSE  OR  CAUSES  THEREOF  (INCLUDING  PREEXISTING  CONDITIONS),  THE
UNSEAWORTHINESS  OF ANY VESSEL OR VESSELS, STRICT LIABILITY, BREACH OF CONTRACT,
BREACH  OF WARRANTY, VIOLATION OF STATUTE OR REGULATION OR THE NEGLIGENCE OF ANY
PARTY  OR  PARTIES, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, ACTIVE
OR PASSIVE.  The terms and provisions of paragraph 8.2 shall have no application
to  claims  or causes of action asserted against Customer or OnSite by reason of
any  agreement  of  indemnity  with  a  person  or  entity  not  a party hereto.

8.6  ***** INDEMNITY:

     8.6.1  OnSite  indemnification of Customer.   OnSite  agrees  that  it will
defend  at  its  own expense, including court costs and attorney fees, all suits
against  Customer.  ***** OnSite agrees that it will pay all sums that, by final
judgment  or  decree  in any such suits, may be assessed against Customer. *****
The  above obligation of OnSite is subject to Customer providing OnSite with (i)
timely written notice of all claims ***** and of any suits brought or threatened
against  Customer,  and  (ii)  the authority to assume the sole defense there of
through  its  own  counsel  and  to  compromise or settle any suits, at OnSite's
expense, so far as this may be done without prejudice. ***** If any such suit is
filed,  *****  OnSite  may  at  its  expense  *****  or Customer may immediately
terminate  this  Contract.

     8.6.2.  Customer  indemnification  of OnSite.  Customer agrees that it will
defend  at  its  own expense, including court costs and attorney fees, all suits
against  OnSite.


                                        6
<PAGE>
*****. Customer  agrees  that  it  will  indemnify and hold OnSite harmless with
respect to any and all sums that, by final judgment or decree in any such suits,
may be assessed against OnSite*****. The above obligation of Customer is subject
to  OnSite providing Customer with (i) timely written notice of all claims *****
and of any suits brought or threatened against OnSite, and (ii) the authority to
assume  the  sole  defense  thereof through its own counsel and to compromise or
settle  any  suits,  at  Customer's  expense,  so  far  as  may  be done without
prejudice  *****.

9    WAIVER,  AMENDMENTS  AND  ASSIGNMENT:

9.1  NO  WAIVER:  No waiver by any party of any  default by any  other  party in
the  performance  of  any  provision,  condition  or requirement herein shall be
deemed  to  be  a  waiver  of,  or  in  any manner release the other party from,
performance  of any other provision, condition or requirement herein, nor deemed
to  be  a  waiver  of,  or  in  any  manner release the other party from, future
performance of the same provision, condition or requirement; nor shall any delay
or  omission  of  any party to exercise any right hereunder in any manner impair
the  exercise  of  any  such  right or any like right accruing to it thereafter.

9.2  AMENDMENT:  No  amendment  to this Contract  shall be  effective  unless in
writing  and  signed by a duly authorized agent or representative of each party.

9.3  ASSIGNMENT:  Neither  party  may  assign this  Contract  without  the prior
written  consent  of the other, which consent will not be unreasonably withheld.
Notwithstanding the preceding sentence, either party may assign this Contract to
an  affiliate (an entity which is more than 50% owned and controlled by a party)
or  to  a  third  party  acquirer in the event of a sale or other disposition of
substantially  all  the  assets  of  a  party.

9.4  SURVIVAL:  The  rights and obligations under paragraphs 8.2 through 8.6 and
paragraph  16  shall  survive  the  termination  or assignment of this Contract.

9.5  SEVERABILITY:  In the event any provision of this Contract should be deemed
inconsistent  with  or  contrary to any federal, state or municipal law, rule or
regulation,  said  provision  shall  be  deemed  modified  to  the  least extent
necessary  to  be  valid  or,  if  not possible, deleted and this Contract shall
continue  in  full  force and effect without affecting the enforceability of the
remaining  provisions,  duties  and  liabilities  set  forth  herein.

9.6  MERGER:  This  Contract  contains  the entire agreement between the parties
hereto with respect to the transactions contemplated herein and all prior and/or
contemporaneous  understandings  and agreements shall merge herein. There are no
additional terms, whether consistent or inconsistent, oral or written, which are
intended  to  be  part of the parties' understanding except as contained in this
Contract.

9.7  MULTIPLE  COUNTERPARTS:  This  Contract  may  be  executed  in  several
counterparts,  each  of which shall be an original, and all of which, when taken
together,  shall  constitute  but  one  and  the  same  agreement.

9.8  RIGHTS  OF  CREDITORS  AND  THIRD  PARTIES UNDER CONTRACT: This Contract is
entered  into  between  for  the  exclusive  benefit of the parties hereto. This
Contract is expressly not intended for the benefit of any creditor of any of the
parties  or  any  other  person.

9.9  FACSIMILE  SIGNATURE:  This Contract shall be effective and deemed executed
for all purposes and with all formalities with the facsimile signature of any of
the  parties  and  shall  be  deemed  an  original  for  all  purposes.


                                        7
<PAGE>
10   FORCE  MAJEURE:

     Neither  party shall be liable to the other for any delays or damage or any
failure to act due, occasion or caused by reason of any laws, rules, regulations
or  orders  promulgated  by any federal, state or local governmental body or the
rules,  regulations  or  orders  of  any  public  body or official purporting to
exercise  authority  or  control  respecting  the  operations  covered  hereby,
including  the  procurement or use of tools and equipment, or due, occasioned or
caused by strikes, action of the elements, water conditions, inability to obtain
fuel  or  other  critical  materials,  or other causes beyond the control of the
party  affected  thereby.   In  the  event  that either party hereto is rendered
unable,  wholly  or in part, by any of these causes to carry out its obligations
under this Contract, it is agreed that such [party shall give notice and details
of Force Majeure in writing to the other party as promptly as possible after its
occurrence.  Except  as otherwise provided herein, in such cases the obligations
of  the party giving the notice shall be suspended during the continuance of any
inability  so  caused. In the event the force majeure is not reasonably expected
to  be removed within ninety (90) days, either party may terminate this Contract
at  the  end  of  said  ninety  (90)  day  period.


     GOVERNING  LAW:

     THIS  CONTRACT  SHALL  BE  CONSTRUED,  GOVERNED,  INTERPRETED, ENFORCED AND
LITIGATED,  AND  THE RELATIONS BETWEEN THE PARTIES DETERMINED IN ACCORDANCE WITH
THE  LAWS  OF  TEXAS.
               -----

11   ARBITRATION:

     Any  and  all  disputes,  controversies  or  claims  arising  out  of or in
connection  with  this Contract or the breach, termination, validity thereof, or
the  Work  performed hereunder shall be settled by final and binding arbitration
in  accordance  with  the American Arbitration Association rules as presently in
force.  This reference to arbitration shall be enforceable and judgment upon any
award  rendered in any such arbitration may be entered in any court of competent
jurisdiction.  Notwithstanding  any  provisions  of  local,  state,  federal,
national,  international  or  other  applicable  law, the parties agree that the
arbitrators  cannot  award  exemplary  damages.

     The  appointing  authority  shall  the  American  Arbitration  Association.
The  arbitration shall be heard and determined by one arbitrator. The arbitrator
shall  be named by the appointing authority.   The place of arbitration shall be
Houston,  Texas or such other location mutually agreed upon by the parties.  The
English  language shall be used in the arbitral proceedings.  The award shall be
made and payable in U.S. dollars free of any tax or other deductions.  The award
may  include  interest  from  the  date of any breach or other violation of this
Contract.  The  arbitrators  shall fix the appropriate rate of interest from the
date  of  the  breach  or  other violation to the date that the award is paid in
full.  In  no  event,  however,  should  the interest rate during such period be
lower  than  the  prime  commercial lending rate for favored borrowers announced
from  time  to  time  by  the  Wall  Street  Journal.

     A  legal  representative is authorized to act for and bind the party and to
receive  documents  on  behalf of the party.  A legal assistant does not possess
these  powers  held  by  a  legal  representative.  The  claimant is required to
include  the  last  known  address  versus the current address of the respondent
party in the statement of claim.  The claimant is required to include only those
points  of  issue known by reasonable investigation at the time of the filing of
the  statement  of  claim.  The  parties may stipulate whether discovery will be
limited  or  broad ranging.  If the parties fail to so stipulate, the appointing
authority will determine the method of discovery that will be used.  Parties may
use rebuttal witnesses upon reasonable notice to both the opposing party and the
arbitration panel.  Parties may also introduce expert witnesses.  All notices to
be  given  in  connection  with  the  arbitration  shall  be  in  writing.

12   SECURITY:


                                        8
<PAGE>
     Customer  shall provide, at its sole cost, adequate security to protect and
secure  OnSite's  personnel  and  ITD  Unit  in the area where the Work is being
performed.

13   INDEPENDENT  CONTRACTOR

     In  the  performance  of  any  Work by OnSite for Customer, OnSite shall be
deemed  to  be an independent contractor, with the authority and right to direct
and  control  all  of the details of the Work, Customer being interested only in
the results obtained.  However, all Work contemplated shall meet the approval of
Customer  and  shall  be subjected to the general right of inspection.  Customer
shall  have  no  right  or  authority  to  supervise or give instructions to the
employees,  agents,  or  representative of OnSite, but such employees, agents or
representatives  at all times shall be under the direct and sole supervision and
control  of  OnSite.

14   NOTICES:

     All  notices  to  be  given with respect to this Contract, unless otherwise
provided  for,  shall  be  given  in  writing  to  the  Customer  and the OnSite
respectively  at  the  addresses herein above shown. Notice may be given by fax,
overnight  delivery  and/or  registered  or  certified  mail.  Notice  shall  be
effective  upon  delivery.  Either  party  may  change the address for notice by
giving  the  other  party  written  notice.

15   CONFIDENTIALITY:

     All  confidential  information  obtained  by  OnSite  in the conduct of its
operations  hereunder  or supplied by Customer in connection with the Work shall
be  treated  as  confidential  and  shall not be divulged by OnSite to any third
party  during  the term of this Contract and for five years thereafter and shall
not  be  used  by  OnSite  for any purpose other than fulfilling its obligations
under  this  Contract.  All  confidential  information obtained by Customer with
regard  to the Work hereunder or supplied by OnSite in connection with the Work,
including  all  technical  information  regarding  OnSite's  ITD  Unit, indirect
thermal  desorption  or other  process used  by OnSite during the Work, shall be
treated  as  confidential  and  shall  not  be divulged by Customer to any third
party  during  the term of this Contract and for five years thereafter and shall
not  be  used by Customer  for any purpose other than fulfilling its obligations
under  this  Contract.  The  provisions  of  this  paragraph  shall  survive any
termination  or assignment of this Contract.  OnSite and Customer shall take all
reasonable efforts to insure that their respective employees, members, managers,
agents,  representatives  and/or  subcontractors  shall  also  be  bound by this
paragraph.  For  purposes  of  this  Contract  confidential information shall be
defined  as  plans,  technical information, process diagrams or plans, equipment
designs,  process  procedures  and  systems,  suppliers,  facilities,  know-how,
technique,  drawings,  specifications,  data,  financial  information  and other
documentation  or  information, in oral, written or digital form which is either
non  public,  confidential  or proprietary in nature produced or communicated by
either  party  (the  "communicating  party")  to the other party (the "receiving
party")  which  constitute  valuable  trade  secrets  and  are considered by the
communicating  party  to  be  confidential  and  proprietary.  Confidential
information  shall  not include: (i) information which at the time of disclosure
is  or  thereafter  becomes within the public domain other than by reason of the
receiving  party's  breach  of  this  Contract;  (ii) information which prior to
disclosure  hereunder  was in the receiving party's possession without violation
of  any  secrecy  obligation  to  the  communicating  party  either  directly or
indirectly;  (iii)  information  which  subsequent  to  disclosure  hereunder is
obtained by the receiving party from a third party who is lawfully in possession
of  such  information  and  which  information is not subject to restrictions on
disclosure  or  use;  or  (iv)  the  results of the testing performed under this
Contract,  which  the  parties  agree  shall  be  subject  to public disclosure.

This  Contract  is  agreed  to  and accepted by the parties on this _____ day of
_____________________,  2003.

                    Rineco  Chemical  Industries,  Inc.


                                        9
<PAGE>


                                   -------------------------
                                   By:
                                   Title:

                                   OnSite  Technology  LLC


                                   -------------------------
                                   By:
                                   Title:

                                       10
<PAGE>
                                    EXHIBIT A

HAZARDOUS WASTE RECYCLING SERVICES CONTRACT - DATED ____________________________
BETWEEN  ONSITE  TECHNOLOGY  LLC  AND  RINECO  CHEMICAL  INDUSTRIES  INC.

              SPECIFICATIONS, COMPENSATION AND SPECIAL PROVISIONS

1.   SCOPE  OF  WORK

     The  operation,  supervision  and  maintenance of one (1) OnSite Technology
Indirect  Thermal  Desorption  Series  6000  System  at  Customer's  facility in
Haskell,  Arkansas,  USA.

PILOT  PROJECT  PHASE  -During  the  *****  operating  ***** period of the Pilot
Project Phase, the ITD Unit will recycle various batches of ***** waste with the
resulting  recycled  materials consisting of liquid hydrocarbons and solids. The
batches of ***** waste will be recycled at varying temperatures to determine the
most efficient recycling parameters but in no event shall the temperature exceed
*****  degrees.

     OPERATING  PHASE-Recycling of  ***** waste with the resulting
recycled  materials  consisting  of  liquid  hydrocarbons,  solids  and  metal.

2.   INLET  SPECIFICATIONS:
Customer  represents  that  petroleum contamination levels of the material to be
remediated  and  recycled  are less than ***** parts per million total petroleum
hydrocarbons  (volume).  Saturation  levels  (other  than  total  petroleum
hydrocarbons)  of material to be remediated and recycled do not exceed ***** (by
volume).  COMBINED  TOTAL  LIQUID  SATURATION  LEVELS  SHALL NOT EXCEED ***** BY

VOLUME.
------

     Customer  represents  that  the  materials  to  be recycled will consist of
industrial  hazardous  waste,  but  will  not  contain  any  NORM (except exempt
levels), NARM, high level radioactive waste, low level radioactive wastes, mixed
wastes  or  PCBs.  Debris  contained in materials to be recycled shall be  *****
by  *****  inch  strips  of  thin metal or will not exceed ***** in diameter. As
required  by  Section  6.3.1  of  the  Contract,  the  Operating Phase shall not
commence  until  OnSite and Customer have entered into a written agreement as to
the  dimensions  of  the  metal  which  will  be included in the materials to be
recycled  and  such  written  agreement  shall  become  part  of  the  Inlet
Specifications.  The  total sulfur content shall be less than ***** ppm (Wt) [or
*****  by weight]. Customer will provide OnSite with a waste characterization of
each  batch  of  waste  submitted  to  OnSite  for  recycling.

     Feed  Specifications:  ***** Waste

Measurement:  Method  to  be  determined  and  agreed  to  between  the parties.

3.   OUTLET  SPECIFICATIONS  AND  TESTING:

     PILOT  PROJECT  PHASE: There are no outlet specifications set for the Pilot
Project  Phase.  The  testing  during  the  phase shall be based on the protocol
defined  by  Customer  and  agreed  upon  by  the  parties.

     OPERATING  PHASE:  Outlet  material  will  consist  of  recycled  liquid
hydrocarbons,  recycled water and recycled solids.  OnSite shall not be required
to  meet  any  specific  level  of  total petroleum hydrocarbons in the recycled
solids.

4.   DISPOSITION  OF  TREATED  MATERIALS:

     Recycled  liquid  hydrocarbons  and  water  shall  be returned to Customer.
Recycled  solid  materials  shall  be  disposed  of  by  Customer.


                                       11
<PAGE>
5.   COMPENSATION:

     OnSite  shall  be paid the following rates for the Work performed under the
Contract:

     a.  MOBILIZATION:  Customer  shall  provide  all  required  and  necessary
transportation to mobilize OnSite's equipment from their Houston, Texas location
to  Haskell,  Arkansas  and  pay OnSite a mobilization fee of  *****.

     b.  DEMOBILIZATION:  Customer  shall  provide  all  required  and necessary
transportation  to  demobilize  OnSite's  equipment from their Haskell, Arkansas
location to Houston, Texas and pay OnSite a demobilization fee of  *****.

     c.  MOVING RATE:  During the time, if any, that OnSite's Unit is in transit
between  two  of  Customer's  Work  Sites,  Customer shall pay OnSite the out of
pocket  cost  of said move plus the applicable Stand by Rate as set forth below.

     d.  PILOT  PROJECT  PHASE-RATE:  During  the  Pilot  Project  Phase of this
Contract  Customer  shall  pay  OnSite  ***** for testing. In no event shall the
Pilot  Project  Phase  exceed  *****  calendar  days.

     e.  OPERATING  PHASE-RATE  MONTHLY RATE: During the Operating Phase of this
Contract,  Customer  shall  pay  OnSite  a  base  rate of ***** per ITD Unit per
calendar  month plus ***** per ton for all material processed in excess of *****
tons  per  month.  OnSite shall guarantee to process a minimum of ***** tons per
calendar  month  of  the  material  described  in  article  two (2) above (INLET
SPECIFICATIONS) and discharge temperatures not to exceed ***** degrees. The base
rate shall become applicable from the Commencement of Operations and continue to
be applicable until termination of this Contract, including during any period in
which  the  unit  is  Moving.

     f. FORCE MAJEURE RATE. The force majeure rate per twenty-four (24) hour day
(unmanned)  per  ITD  unit  shall  be  *****. The force majeure rate shall be in
effect  when  Work  is  unable to proceed due to force majeure as defined in the
Contract.

     g.  REIMBURSABLE  RATE:  Customer  shall  reimburse OnSite for the costs of
material,  equipment,  Work or services which are to be furnished by Customer as
provided  for  herein but which for convenience are actually furnished by OnSite
at  Customer's  request,  plus  20%  for  such  cost  of  handling.

     h. OPEN SHOP LABOR: OnSite's bid is based on using open shop labor.  Should
conditions  require  the  use  of  union labor, OnSite's price will be adjusted.

6.   PERMITS

     OnSite  shall  provide  the  following  permits:  NONE

     Customer  shall  provide  the  following  permits:  ALL


                                       12
<PAGE>
7.     EQUIPMENT,  MATERIALS  AND  SERVICES TO BE FURNISHED BY DESIGNATED PARTY:

     The machinery, equipment, tools, materials, supplies, instruments, services
and  labor  hereinafter  listed,  including any transportation required for such
items, shall be provided at the Work Site at the expense of the party designated
by  an  X  in  the  appropriate  column.

<TABLE>
<CAPTION>


     ITEM                                                                     CUSTOMER  OnSite
     -----------------------------------------------------------------------  --------  ------
<S>  <C>                                                                      <C>       <C>


 1.  Complete Indirect Thermal Desorption Unit & Condenser                                X
---  -----------------------------------------------------------------------  --------  ------

 2.  Machinery to load and move contaminated and recycled material
     (manned and maintained)                                                     X
---  -----------------------------------------------------------------------  --------  ------

 3.  Furnish and maintain adequate ingress and egress to Work Site               X
---  -----------------------------------------------------------------------  --------  ------

 4.  Clear and grade Work Site and provide site for Unit                         X
---  -----------------------------------------------------------------------  --------  ------

 5.  Hazwoper 29 CFR 1910.120 training                                                    X
---  -----------------------------------------------------------------------  --------  ------

 6.  Petroleum Industry Safety Training Program (16 hour OSHA approved)                   X
---  -----------------------------------------------------------------------  --------  ------

 7.  Additional customer required training & specialty safety equipment
     (Including H2S training)                                                    X
---  -----------------------------------------------------------------------  --------  ------

 8.  Fuel-Diesel or natural gas at 5 psi                                         X
---  -----------------------------------------------------------------------  --------  ------

 9.  Fuel tanks and Fuel lines to Unit                                           X
---  -----------------------------------------------------------------------  --------  ------

10.  Water and water lines to Unit                                               X
---  -----------------------------------------------------------------------  --------  ------

11.  Toilet Facilities                                                           X
---  -----------------------------------------------------------------------  --------  ------

12.  Trash receptacle                                                            X
---  -----------------------------------------------------------------------  --------  ------

13.  Catering for OnSite personnel                                                        X
---  -----------------------------------------------------------------------  --------  ------


                                       13
<PAGE>
     ITEM                                                                     CUSTOMER  OnSite
     -----------------------------------------------------------------------  --------  ------

14.  Living Quarters for OnSite personnel                                                 X
---  -----------------------------------------------------------------------  --------  ------

15.  Phone and Fax/ Long Distance Services                                       X
---  -----------------------------------------------------------------------  --------  ------

16.  Communications equipment for OnSite operations- phone and fax               X
---  -----------------------------------------------------------------------  --------  ------

17.  Sand or soil to add to materials to be recycled, if necessary               X
---  -----------------------------------------------------------------------  --------  ------

18.  Lines from condenser to recycled storage                                    X
---  -----------------------------------------------------------------------  --------  ------

19.  Storage vessels (tanks) for and disposal of recycled liquids (oil and
     water)                                                                      X
---  -----------------------------------------------------------------------  --------  ------

20.  Storage vessels for and disposal of recycled solids                         X
---  -----------------------------------------------------------------------  --------  ------

21.  Water for rehydration
     (including tankage and transportation if needed)                            X
---  -----------------------------------------------------------------------  --------  ------

22.  Electric power for OnSite Unit/ Requires.  If utility power is used as
     main supply then a back up generator may be required for emergency
     shut downs.
                                                                                 X
---  -----------------------------------------------------------------------  --------  ------

23.  Operators and assistants for operation of OnSite Unit                                X
---  -----------------------------------------------------------------------  --------  ------

24.  Any site specific transportation moves, if applicable                       X
---  -----------------------------------------------------------------------  --------  ------

25.  Site security                                                               X
---  -----------------------------------------------------------------------  --------  ------

26.  First aid and/or medical attention at site                                  X
---  -----------------------------------------------------------------------  --------  ------

27.  Office Space (heated and air conditioned)                                   X
---  -----------------------------------------------------------------------  --------  ------

28.  Storage and Staging area for materials to be recycled                       X
---  -----------------------------------------------------------------------  --------  ------


                                       14
<PAGE>
     ITEM                                                                     CUSTOMER  OnSite
     -----------------------------------------------------------------------  --------  ------

29.  Any additional facilities, materials or equipment required to meet
     governmental standards including carbon filter and/or thermal oxidizer      X
---  -----------------------------------------------------------------------  --------  ------

30.  Carbon filtration System or thermal oxidizer for non-condensed VOC's
     from secondary off-gas of required                                          X
---  -----------------------------------------------------------------------  --------  ------

31.  Fresh Water Tanks if Required                                               X
---  -----------------------------------------------------------------------  --------  ------

32.  Transportation of Fresh Water if Required                                   X
---  -----------------------------------------------------------------------  --------  ------
</TABLE>


                                       15
<PAGE>
                                    EXHIBIT B

The following clauses, when required by law, are incorporated in the Contract by
reference  as  if  fully  set  out:

1.   The  Equal  Opportunity  Clause  prescribed  in  41  CFR  60-1.4.

2.   The  Affirmative  Action  Clause  prescribed  in  41 CFR 60-250.4 regarding
     veterans  and  veterans  of  the  Viet  Nam  era.

3.   The  Affirmative Action Clause for handicapped workers prescribed in 41 CFR
     60-741.4.

4.   The  Certification  of  Compliance with Environmental Laws prescribed in 40
     CFR  15.20.


                                       16
<PAGE>