Exhibit 10.2 - Installment Agreement



Form 433-D               Department
of Treasury - Internal Revenue
Service           check
box if                  [  ]

(Rev. May 1996)                     Installment
Agreement                                     installment
agreement

                                          
                                          
                                       fee
was paid







Name and address of taxpayer(s):         EAST TENNESSEE MATERIALS & ENERGY

                                         
                   M&EC

                                         
                   109 JEFFERSON AVENUE

                                         
                   OAK RIDGE, TN 73830

Social security or employer                   

identification number :
                          (primary):  62-1721777
 (secondary):                             

                           Telephone number:
                              (home):____________
  (business): (865) 482-9004

Kinds of taxes (form numbers):
             941,940

      Tax periods:                                      
  				9812, 9903, 9906, 9909, 9912, 2003, 2006, 2009, 2012

Amount owed as of 05/31/2001:
         $923,495.85

Earliest CSED:
                                    11/22/2009

Employer (name and address):              ____________________________________________

                                          
                  ____________________________________________

Financial institutions

(names and addresses):                        SUNTRUST BANK

                                         
                  41 RACHEL DRIVE

                                         
                  NASHVILLE, TN 37214

For assistance:

Call 1-800-829-1040 or write:            MEMPHIS Service Center

                                         
                  MEMPHIS, TN 73501



I/We agree that the federal taxes shown above, PLUS ALL INTEREST PROVIDED BY LAW,will be paid as follows:




SEE SCHEDULE OF TAX PAYMENTS AND ADDENDUM ATTACHED

$         **        
will be paid on _________________ And $______Will be paid

no later than the                                           of each month thereafter until the total liability is paid in full.  I/we also agree that the

above installment payment will be increased or decreased as follows:				check box if pre-assessed

												modules included                                     
                                          
                                       [   
  ]

Date of increase (or decrease):           /   /              /   /   


Amount of increase (or decrease):  
$_____       $_____

New installment amount
                 $_____       $_____



AGREEMENT LOCATOR NUMBER:	 0   2   0   9

 (circle)

0	No future action is required

5 	Financial review date:	        /    

    6	Monitor ES compliance:

                 Indicator:
        1st
Qtr____    2nd Qtr_____    3rd Qtr____

                 ES payment:
    $________    $__________    $_________	


Conditions of this agreement:

* We must receive each payment by the date shown above; if you have a problem, contact us immediately.

* This agreement is based on your current financial condition.  We may change or cancel it if our information shows that your
    ability to pay has changed significantly.

* We may cancel this agreement if you don't give us updated financial information when we ask for it.

* While this agreement is in effect, you must file all federal tax returns and pay any taxes you owe on time.

* We will apply your federal or state tax refunds (if any) to the amount you owe until it is fully paid.  (This includes the Alaska
Permanent Fund dividend for Alaska residents.)

* You must pay a $43 installment agreement fee, which we have authority to deduct from the first payment.

* If agreement defaults, you must pay a $24 reinstatement fee if agreement is reinstated, which we have authority to deduct from
the first payment.

* If you don't meet the conditions of this agreement, we will cancel it, and may collect the entire amount you owe by levy on your
income, bank accounts or other assets, or by seizing your property.

* We will cancel this agreement at any time if we find that collection of the tax is in jeopardy.

* We will apply all payments on this agreement in the best interest of the United States.

* This agreement may require managerial approval.  If it is not approved, you will be notified.



* A NOTICE OF FEDERAL TAX LIEN (check one)

 HAS ALREADY BEEN FILED

 WILL BE FILED IMMEDIATELY

 WILL BE FILED WHEN TAX IS ASSESSED

 X  MAY BE FILED IF THIS AGREEMENT DEFAULTS

Additional Conditions: (To be completed by IRS)

PROVIDE PROOF OF FEDERAL TAX DEPOSITS ON A MONTHLY BASIS; FILE 941,940 AND 1120 RETURNS WITH LUCA

Your Signature:
                                  Date:


 // Joe W. Anderson                                 June 7, 2001   
                       


Title:

Chairman/CEO                                      


Spouse's Signature (if a joint liability)	Date:


__________________________     __________________________


Agreement examined or approved by 	Date:

(signature, title, function)

 // Barbara Humphries, acting                 		    June 11, 2001

    group manager                          


Originator's name, title and IDRS assignment number (or district):	CAMELLA LUCAS, RO        6221012419

 Originator Code:	 2      0

  YOU MAY HAVE YOUR INSTALLMENT AGREEMENT PAYMENT DEDUCTED FROM YOUR CHECKING ACCOUNT
EACH MONTH (DIRECT DEBIT); IF YOU CHOOSE THIS OPTION, FOLLOW THE DIRECTIONS ON THE BACK OF YOUR
COPY OF THIS FORM.

If you agree to Direct Debit, initial here:	                          

                          and attach a blank voided check.

* I (we) authorize the IRS and the depository (bank) identified on the attached voided check to deduct payments (debit) from my
(our) checking account or correct errors on the account.  This authorization remains in effect until I (or either of us) notify IRS in
writing to stop or until the liability covered by this agreement is satisfied.

* I (we) understand that if the depository is unable to honor IRS's request for payment due to insufficient funds in my (our)
account on the payment due date I (we) will be charged a penalty of $15 or two percent of the payment request, whichever is the
greater.  If the payment request is for less than $15, the penalty is the amount of the request.



CAT.NO.
16644M                                 Part
1 - IRS
Copy                            Form
433-D (Rev. 5-96) 


 


 



Schedule of Tax Payments





													                                      
                                          
                                          
         Total M&EC

                                         
                                          
                                          
            Liability

      Description												                             
                                          
                                   As of 5/31/01


	Tax payment due	$        923,495.85
	Payment at closing	10,010.68
	Payment at 12/31/01	5,005.34
	Payment at 6/30/02	5,005.34
	Payment at 12/31/02	30,032.04
	Payment at 6/30/03	30,032.04
	Payment at 12/31/03	40,042.72
	Payment at 6/30/04	40,042.72
	Payment at 12/31/04	100,106.81
	Payment at 6/30/05	100,106.81
	Payment at 12/31/05	100,106.81
	Payment at 6/30/06	100,106.81
	Payment at 12/31/06	100,106.81
	Payment at 6/30/07	100,106.81
	Payment at 12/31/07	100,106.81
	Payment at 6/30/08	100,106.81
	Payment at 12/31/08	52,566.58






                        Total payments
                                          
                                          
   $         923,495.85 *





*Plus accrued statutory interest after 5/31/01 on the outstanding balance due which shall

  be due and payable in one lump sum on 12/31/08. 
















 


ADDENDUM TO INSTALLMENT AGREEMENT

OF EAST TENNESSEE MATERIALS & ENERGY CORPORATION

EIN: 62-172177





     The following are additional terms and conditions of the Installment Agreement of East Tennessee Materials & Energy ("M
& EC") and are entered into by and between M & EC and the Internal Revenue Service ("Service") through their
respective
undersigned, authorized representatives.



     Notwithstanding anything to the contrary in the Installment Agreement to which this Addendum is attached, M & EC and the
Service agree as follows:
     1.  The Installment Agreement and this Addendum are subject to the closing of that certain Stock Purchase Agreement
among Perma-Fix Environmental Services, Inc. ("Perma-Fix"), M & EC and certain stockholders of M & EC (the "Stock Purchase
Agreement") under which, if closed, Perma-Fix will acquire all of the issued and outstanding common stock of M & EC (the "Closing").
Perma-Fix is not acquiring any interest in Performance Development Corporation ("PDC"), PDC Services Corporation ("PDC Services")
or Management Technologies, Inc. ("MTI").


     2.  The parties acknowledge that Perma-Fix currently does not have, and after the Closing, will not have any liability for
any taxes, interest or penalty with respect to M & EC, PDC, PDC Services  or
MTI.


     3.  M & EC will be solely responsible for paying the withholding taxes  and interest of M & EC set forth in the Installment
Agreement ("M & EC Tax Obligation"), pursuant to the Schedule of Tax Payments attached thereto. The Schedule of Tax Payments
includes statutory interest on the unpaid balance of the M & EC Tax Obligation.


     4.  The Service has abated all penalties associated with the M & EC Tax Obligation.


     5.  The Service agrees not to assert any liability against M & EC, Perma-Fix or any current or future, related affiliate of
Perma-Fix (which affiliate will not include PDC, PDC Services or MTI) for any tax, interest or penalty of PDC, PDC Services or
MTI.


     6.  Provided that the payments of the M & EC Tax Obligation are timely made by M & EC pursuant to the Schedule of
Tax Payments, the Service agrees that it will not file a notice of federal tax lien, change or cancel the Installment Agreement or take
any other type of collection action against M & EC with respect to the


 


 


 M & EC Tax Obligation, irrespective of whether the Service
believes the financial condition of M & EC or its ability to pay the M & EC Tax Obligation has changed significantly.


     7.  The Service will enter into an agreement with PDC, PDC Services and MTI with respect to the withholding tax
obligations of such entities on terms similar to those in this Addendum.  The parties acknowledge that such agreements are a condition
to closing of the Stock Purchase Agreement.


     8.  The agreements referenced in this Addendum constitute a final  and conclusive resolution under the Internal Revenue
Code of 1986, as amended, with respect to the specific matters discussed herein.


     By signing this Addendum, the parties certify that they have read and agreed to the terms of this Addendum and intend it to
be binding between them.


EAST TENNESSEE MATERIALS & ENERGY CORPORATION







By:     /s/ Joe W.
Anderson                                         
                      



Title:     Chairman/CEO                   
  Date Signed:    6/7/01             



COMMISSIONER OF INTERNAL REVENUEBy:    /s/
Barbara
Humphries                                         
                   



Title:    Acting Group
Manager        Date Signed:   6/11/01