EXHIBIT 10.29


                       FIRST AMENDMENT TO APPLIANCE EARLY
                       RETIREMENT AND RECYCLING AGREEMENT

         THIS FIRST AMENDMENT TO APPLIANCE EARLY RETIREMENT AND RECYCLING
AGREEMENT (hereinafter the "First Amendment") is made and entered into as of the
1st day of March, 2002, by and between THE CALIFORNIA PUBLIC UTILITIES
COMMISSION, an agency of the State of California ("CPUC") and APPLIANCE
RECYCLING CENTERS OF AMERICA, INC., a Minnesota corporation ("Contractor"). The
CPUC and Contractor are also each individually referred to herein as "Party" and
collectively as "Parties". The Effective Date of this First Amendment shall be
March 1, 2002.

                                    RECITALS

         WHEREAS, the Parties, on June 1, 2001, entered into the APPLIANCE EARLY
RETIREMENT AND RECYCLING AGREEMENT for Refrigerators, Freezers, and Room Air
Conditioners (hereinafter the "Agreement").

         WHEREAS, the Parties wish to amend said Agreement, in certain respects,
to temporarily extend the territory covered by the Agreement under the terms and
conditions set forth below and to otherwise extend the term of said Agreement.

         NOW, THEREFORE, in consideration of the foregoing Recitals, the mutual
covenants contained herein, the payments and agreement to be made and performed
by the CPUC as set forth below, the Parties agree as follows:

         1.       EXTENDED TERRITORY

                  For the limited period of time from March 1, 2002, through
April 1, 2002 (hereinafter the "Applicable Period"), the eligible jurisdictional
residential electric service customers of Investor Owned Utility companies
eligible to participate in the Program shall be extended to include the Southern
California Edison Company Service Territory (hereinafter the "Edison
Territory").

         2.       APPLICABLE CUSTOMER INCENTIVE CHARGE

                  For all units picked up by Contractor in the Edison Territory
during the Applicable Period, the Customer Incentive shall be reduced to $35.00
per unit collected and the Customer Incentive Charge to the CPUC shall be
reduced to a corresponding charge of $35.00 per unit.

         3.       APPLICABLE MARKETING ADVERTISING CHARGE

                  For all units collected by Contractor during the Applicable
Period in the Edison Territory, the Marketing/Advertising Charge shall be
reduced to "0".


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         4.       EXTENDED TERM

                  The Term of the APPLIANCE EARLY RETIREMENT AND RECYCLING
AGREEMENT referenced above shall be extended from May 31, 2002 to August 31,
2002.

         5.       ACKNOWLEDGMENT

                  The parties acknowledge that the remaining terms as set forth
in the Agreement are and continue to be valid and enforceable as set forth
therein.


APPLIANCE RECYCLING                                 CALIFORNIA PUBLIC UTILITIES
CENTERS OF AMERICA, INC.                            COMMISSION

By:   /s/Linda Koenig                               By:    /s/Wesley M. Franklin
      ------------------                                   ---------------------
Its:  Controller                                    Its:   Executive Director
      ------------------                                   ---------------------
Date: March 7, 2002                                 Dated: March 7, 2002


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