LICENSE AGREEMENT


     This  agreement ("Agreement") made and entered into effective April 5, 1999
("Effective  Date") by and between David R. Mortenson & Associates, having their
principal  place  of  business  at P.O. Box 5034, Alvin, Brazoria County, Texas,
U.S.A.,  ("Grantor")  and Growtex, Inc. ("Licensee"), a Nevada Corporation whose
registered  office  is at 50 West Liberty Street, Suite 880, Reno, Nevada 89501;

                              W I T N E S S E T H:

     WHEREAS,  Grantor  has  certain  rights  as  evidenced  by  the  attached
Distribution  Agreement  (the "Distribution Agreement") to Products developed by
NW Technologies, Inc. ("NWT"), a Texas corporation with its principal offices at
5817 Centralcrest, Houston, Texas 77092, which company has developed proprietary
know-how  in  the Products, including Products covered by one or more US Patents
that have been licensed to NWT, and other Products (as hereinafter defined); and

     WHEREAS,  NWT  has proprietary rights to trade dress and trademarks for the
brand name "Natures' Way" and "The Environmental Solution", and other trademarks
and  trade  dress as may be revealed to Licensee from time to time, collectively
referred  to  as  "Marks";  and

     WHEREAS,  Grantor is under obligation to maintain the proprietary rights of
NWT  to  the Marks and to protect NWT's proprietary know-how, as outlined in the
Distribution  Agreement;  and

     WHEREAS,  NWT  and  Grantor  desire  to  have  the Products marketed by the
Licensee,  under  the  Licensee's  own  private  label,  in  the  Territory  (as
hereinafter  defined);  and

     WHEREAS,  Licensee  desires  to  market  the  Products in the Territory and
hereby  acknowledges  NWT's  exclusive  ownership  of  all  of  the  Marks;

     NOW,  THEREFORE, in consideration of the mutual covenants set forth herein,
and  other  good  and  valuable  consideration,  Grantor  and  Licensee agree as
follows:

                                    ARTICLE I
                          GRANT, TERRITORY AND PRODUCTS

     1.01     GRANT AND TERRITORY.  (a)  Grantor hereby designates Licensee as a
Private Label distributor for the marketing of the Products in the market(s) and
geographic  area(s)  set  forth  in Exhibit "A" hereto, ("Territory").  Licensee
hereby  accepts the designation as a distributor on the terms and subject to the
conditions  contained  herein.

          (b)     Licensee hereby agrees that it will make no use of any present
or  future  Marks  of  NWT,  or of any marks that would cause confusion with the


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<PAGE>
general  public,  for any reason without specific written approval of NWT.  Upon
termination  of  this  Agreement  for  any  reason  Licensee  agrees  to  cease
immediately  all  use  and  display of NWT's trademarks, service marks and trade
names  (the  Marks)  if  any  permission  to  use  the  Marks  has been granted.

     1.02     PRODUCTS.  (a)  The  term  "Product(s)"  as used herein shall mean
only  those  Products  as  defined  in  Exhibit  "B"  hereto.

          (b)     "Affiliated  Persons"  shall  mean  officers, employees, sales
representatives,  consultants  or  other  employees  or  non-employees  to  whom
Licensee  grants  authority  to  represent  the  Products.

          (c)     Licensee's owned label, ("Private Label"), shall mean that the
Product(s)  shall  be  packaged by Licensee utilizing a label on the packages of
the  Licensee's own design and invention.  Since Licensee's intended uses of the
Product  are  outside  the  scope  of the expertise of Grantor or its personnel,
Grantor  will  not  be  required  to  furnish  label  detail  to  Licensee.

     1.03     COMPENSATION:  Distributor agrees to pay Grantor the sum of $2,000
in the form of 2,000,000 shares of Distributor's common stock having a par value
of  $0.001  each,  and  to  issue  as of the date of execution of this Agreement
certificates to the members of Grantor's Association in the amounts set forth in
the  schedule  attached  hereto  as  Exhibit  "F".

                                   ARTICLE II
                DURATION, TERMINATION AND NATURE OF RELATIONSHIP

     2.01     DURATION.  The  term  of  this  Agreement shall be three (3) years
from  the  Effective  Date  unless  terminated earlier as herein provided.  This
Agreement may be renewed by Licensee for additional three (3) year periods if no
event  of  default exists and all other provisions of this Agreement are in full
force  and  effect.

     2.02     TERMINATION.  (a)  This Agreement may be terminated by Grantor for
cause  upon  the  giving  of  notice  as  herein  provided.

           (b)    Termination for Cause. In the event that Licensee shall file a
voluntary  petition in bankruptcy or for reorganization of indebtedness, or that
Licensee  should,  for  a  period  of more than ninety days be the subject of an
involuntary  bankruptcy proceeding or receivership over all or substantially all
of  Licensee's  assets,  or that Licensee or any Officer or Director of Licensee
should be found guilty of a felony or a crime involving moral turpitude, or that
Licensee  shall,  with  knowledge and deliberation, breach any provision of this
Agreement,  then  Company  may  immediately,  upon delivery of written notice to
Licensee,  terminate  this Agreement.  Cause shall also include the violation by
Licensee  of  any  of  the  provisions,  purchase  requirements,  or  monetary
requirements  of  this  Agreement  ("Events  of  Default").


                                      -2-
<PAGE>
          (c)     Licensee will be allowed 30 days after written notification of
an  Event  of  Default  to correct the violation, except for monetary provisions
which  will  not  be  granted  a  grace  period  by  Grantor.

          (d)     Termination  of  this  Agreement shall not release Licensee or
Grantor  from  the  obligations  of  either  party  contained  herein.

          (e)     Termination  of  this  Agreement cancels any rights granted to
Licensee  herein.

     2.02     NATURE  OF  RELATIONSHIP.  (a)  This Agreement does not constitute
nor empower the Licensee as the agent or legal representative of Grantor for any
purpose  whatsoever.  Licensee  is  and  will  continue  to  be  an  independent
contractor.

          (b)     The  arrangement  created by this Agreement is not, and is not
intended  to  be,  a  franchise or business opportunity under the United States'
Federal  Trade  Commission  Rule:  Disclosure  Requirements  and  Prohibitions
Concerning Franchising and Business Opportunity Ventures and is not a franchise,
business  opportunity  or  seller assisted marketing plan or similar arrangement
under  any  other  federal,  state,  local  or  foreign law, rule or regulation;

          (c)     Licensee  shall  not  repackage  or  re-label Products for any
reason,  except  as may be allowed in any licensing agreement issued by Grantor,
without  prior  written  authorization  from  Grantor.  Notwithstanding  the
provisions  of  this paragraph 2.03(c) it is understood by Company that Licensee
will  repackage  Product  and apply Licensee's own label to the containers.  The
purpose of this section is to assure that Licensee will not re-label any Product
incorrectly whereby the public would be confused with the recommended use of the
Product.

          (d)     Licensee  declares that it will not sell or offer for sale the
product  Biocatalyst  for  use  in  applications  involving  bioremediation  of
hydrocarbons  or  where microbes are used, enhanced or suggested for use without
specific  written  authorization  from  Grantor.  The  language  herein  is  not
intended  to  prohibit  the  Licensee's  use  of the Product for that purpose in
remediation  of  sewage  or  waste water, whether in septic tanks or waste water
treatment facilities and the like, nor to prohibit Licensee's use of the Product
in  pond  remediation,  exclusive  of remediation of petroleum-based hydrocarbon
contamination.  Licensee  acknowledges  that  its  intended  use  of the product
"Biocatalyst" for remediation of sewage or waste water, exclusive of remediation
of petroleum-based hydrocarbon contamination has not been specifically tested by
Grantor and as a consequence of this is not included as a recommended use of the
product  Biocatalyst  by  Grantor  or  NWT.  Notwithstanding the foregoing, both
parties  acknowledge that in bioremediation, Biocatalyst is specifically used to
enhance  the  growth  of  microbes in soils, particularly at depths where oxygen
exchange  is  limited.


                                      -3-
<PAGE>
                                   ARTICLE III
                     CONFIDENTIALITY, INDEMNITY AND REMEDIES

     3.01     CONFIDENTIAL  INFORMATION.  (a)  Licensee  acknowledges  that  in
performing  its  obligations  hereunder  it  will  have  access  to confidential
information  and  trade  secrets  of  NWT and Grantor not generally known to the
public  ("Confidential Information") and - Licensee is obligated to maintain the
confidentiality  of the Confidential Information on its own behalf and on behalf
of  its "Affiliated Persons" to whom Confidential Information is disclosed.  For
the term of this Agreement and for a period of 5 years after cancellation hereof
Licensee and its Affiliated Persons will treat all Confidential Information in a
confidential  manner.

               (b)    Licensee  agrees  that  it  will not  analyze or otherwise
test, or submit to anyone else for analysis or testing (chemically or otherwise)
any  Product  unless  approved  in writing by Grantor and NWT and unless NWT and
Grantor  are  directly  involved  in  the  testing.  NWT  and  Grantor grant the
Licensee  hereunder  the  right  to  have the Product tested for the presence of
oxygen,  pathogens  or other nondesirable components.  Grantor makes no warranty
as  to  the  content  of  the  Product.

               (c)    Licensee agrees to sign and to have its affiliated persons
sign  confidentiality  agreements  in  the  same  form as contained herein or as
approved  by  Grantor.

     3.02     NONCOMPETITION.  Licensee  agrees  that  the  relationship between
Licensee and Grantor is of a special nature and further agrees on its own behalf
and  on  behalf of its Affiliated Persons that during the term of this Agreement
and  for  a  period of twelve (12) months from and after the termination of this
Agreement  that  Licensee and its Affiliated Persons will not engage or hold any
interest,  directly or indirectly, in any enterprise engaged in the manufacture,
sale  or  distribution of products of the type manufactured, sold or distributed
by  Grantor  as  of  the  date  this  Agreement  is  terminated.

     3.03     REMEDIES.  Licensee  agrees that Grantor shall be entitled to seek
and  obtain  injunctive  relief  from  a court of competent jurisdiction for the
purposes  of  restraining  Licensee  from any actual or threatened breach of the
provisions  contained  herein.

     3.04     INDEMNITY  OF  LICENSEE  AND  GRANTOR.  Licensee and Grantor shall
indemnify  the other and hold them harmless from and against any and all claims,
losses,  costs,  expenses  and  liabilities  of  any  kind,  including  without
limitation  court  costs and reasonable attorneys' fees, suffered or incurred by
any  of  them  on  account  of,  related,  or  arising out of the conduct of the
Licensee's  or  Grantor's  business  as  the  case  may  be.


                                      -4-
<PAGE>
                                   ARTICLE IV
                        GRANTOR'S OBLIGATIONS TO LICENSEE

     4.01     LICENSE  TO  PRODUCE.  Grantor  agrees  to  grant  to  Licensee  a
non-exclusive  license  to  manufacture  the  product  "Biocatalyst"  upon  the
following  terms  and  conditions:

          (a)     License.  After  the Licensee has purchased a minimum of 5,000
gallons of Product each month for a minimum period of six (6) consecutive months
a license will be granted to Licensee to produce the product in a location to be
named  by  Licensee  and  approved  by  Company  with  methods of production and
security  measures as approved by Company.  However, if after the effective date
hereof,  Licensee,  his  successors  or  permitted  assigns,  can demonstrate to
Grantor's  satisfaction  the  financial  capability  of  Licensee, his permitted
successors  or  assigns, then upon a payment of a one time fee of $25,000.00 the
provisions  of this section will be deemed by Company to have been fulfilled and
the  referenced  License  to  Produce  will  be  granted  by  Company.

          (b)     The  ingredient  "Biomas"  as  used  in  the  Product  will be
supplied  by  Grantor  upon  terms, conditions and pricing that may be stated to
Licensee  by  Grantor  at  the  time of issue of the subject License to Produce.

          (c)     Royalty  and  Expense.  At the time of issuance of the subject
License  to  Produce a one-time payment of $10,000.00 will be made to Grantor by
Licensee to reimburse Grantor for unspecified expenses.  A monthly royalty of 8%
(eight  percent)  of gross sales of Licensee will be paid by Licensee to Grantor
within  20  days  of  the  end  of  each  month.

          (d)     Minimum Royalties.  The minimum annual royalties to be paid by
Licensee  hereunder,  commencing  with the granting of a license to Produce from
Grantor to Licensee will be $20,000.00.  The minimum annual royalties to be paid
hereunder  are  non-accumulative.

     4.02     PERSONNEL.  Grantor agrees to make available to Licensee Grantor's
trained  technical  personnel for consultation from time to time, if Licensee so
requests  in  writing.  Such  consultation may be by telephone or in person.  If
Licensee  requires  the personal assistance of on site technical personnel, then
Licensee will pay actual travel and living expenses for such personnel as agreed
between Grantor and Licensee and an additional fee (per diem) of $300.00 per day
for  each  technical  person  requested.

                                    ARTICLE V
                        LICENSEE'S OBLIGATIONS TO GRANTOR

     5.01     DEVELOP TERRITORY.  Licensee agrees to (i) use its best efforts to
market  the  Product  in specified markets throughout the Territory, (ii) devote
such  time  and  effort  as  may  be  necessary to do so, (iii) retain and train
sufficient  staff that is knowledgeable in the sale and use of the Products, and
(iv)  maintain  facilities  sufficient  to  market,  sell,  and  distribute  the
Products.


                                      -5-
<PAGE>
     5.02     BUSINESS RECORDS.  Licensee agrees to maintain reasonably detailed
and  accurate  records  relating  to  the  use of the Products and to furnish to
Grantor  a  detailed  copy  of  all sales records, invoice copies, copies of all
testimonial  letters,  product usage data and other records and reports relating
to  the  sale  and  use  of  the  Products  within  the Territory (the "Business
Records")  upon  request  in  writing  by  Grantor.

     5.03     COMPLIANCE  WITH  LAWS.  Licensee  agrees,  on  its  behalf and on
behalf of its "Affiliated Persons" not to perform any acts or transactions which
would  place  Grantor  or  Licensee  in  violation  of  domestic,  foreign,  or
international  laws,  rules  or  regulations.

     5.04     INFORMATION  REGARDING USE OF PRODUCT.  Licensee agrees to forward
to  Grantor  any  and  all information, including written, digital, or pictorial
pertaining  to  the  use  and  distribution  of the Products as such information
becomes  known  to  Licensee.

     5.05     INVENTORIES.  Licensee  agrees to maintain adequate inventories of
Products  in  the  Territory  to  service  customers  needs.

                                   ARTICLE VI
                   REPRESENTATIONS AND WARRANTIES OF LICENSEE

     6.01     ORGANIZATION.  Licensee  represents  and  warrants to Grantor that
Licensee  has  the  authority  to  enter  into this Agreement and to perform its
obligations  hereunder.

     6.02     NO  DEFAULTS.  Licensee  represents  and  warrants to Grantor that
neither  the execution and delivery of this Agreement nor the performance of the
transactions  contemplated  hereby  will  conflict with or result in a breach or
violation  of  any  agreement,  document,  instrument,  judgment, decree, order,
governmental  permit,  certificate or license to which Licensee is a party or to
which  Licensee  is  subject.

                                   ARTICLE VII
                                  TERMS OF SALE

     7.01     STANDARD  TERMS AND WARRANTIES.  SINCE THE USE OF THE PRODUCTS ARE
BEYOND THE CONTROL OF GRANTOR THE PRODUCTS ARE SOLD "AS IS", "WHERE IS", WITH NO
WARRANTIES,  EXPRESS  OR  IMPLIED.  GRANTOR  MAKES  NO  WARRANTIES,  EXPRESS  OR
IMPLIED,  WITH RESPECT TO THE PRODUCTS OR THEIR PERFORMANCE OR AS TO SERVICE, TO
LICENSEE OR ANY OTHER PERSON.  IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS
FOR  A  PARTICULAR  PURPOSE,  TO  LICENSEE  OR  TO  ANY  OTHER PERSON ARE HEREBY
DISCLAIMED.  IN  NO  EVENT SHALL GRANTOR BE LIABLE TO LICENSEE OR ANY PERSON FOR
INCIDENTAL  OR  CONSEQUENTIAL  DAMAGES.  THE  LIABILITY  OF GRANTOR, IF ANY, FOR
DAMAGES RELATING TO ANY ALLEGEDLY DEFECTIVE PRODUCT UNDER ANY LEGAL OR EQUITABLE


                                      -6-
<PAGE>
THEORY  SHALL BE LIMITED TO THE ACTUAL PRICE PAID FOR SUCH PRODUCT.  Grantor may
change  the  limited  warranty  contained  in  this  Section  7.01  at any time.

     7.02     PLACEMENT  OF ORDERS AND SHIPPING TERMS.  All shipments of Product
shall  be  FOB  Grantor's  plant,  Houston,  Texas,  unless  specifically agreed
otherwise  and  all  shipments will be made by common carrier in accordance with
regulations  relating thereto and delivery is not guaranteed by Grantor at or to
the destination.  Grantor is not responsible for claims for shortages or damages
in  transit;  such claim smust be made by the Licensee against the carrier.  All
orders  shall  be  placed with Grantor in writing upon forms approved by Grantor
and  Licensee  shall verify the accuracy of the order.  Grantor has the right to
accept  or  reject  any  order,  and  the  terms  and conditions thereof, if the
Licensee  is  in  default  with  any  of  the requirements or conditions of this
Agreement.

     7.03     CLAIMS  OF  FAULTY PRODUCTS.  ANY CLAIMS FOR FAULTY PRODUCTS SHALL
BE GOVERNED BY THE UNIFORM COMMERCIAL CODE OF TEXAS, USA UNLESS STATED OTHERWISE
IN  THIS  AGREEMENT.

     7.04     TITLE  AND  RISK  OF LOSS.  Products sold to Licensee shall become
the  property  of  Licensee and title and risk of loss shall pass to Licensee at
the  time  of  delivery of the Products to a carrier for shipment to Licensee or
Licensee customer, subject, however, to a security interest which Grantor hereby
reserves  in the Products until payment for the Products is received by Grantor.

     7.05     PAYMENT  TERMS.  Licensee  shall  make  payment to Grantor in U.S.
dollars to Grantor for all materials ordered under this Agreement at the address
set forth herein, and upon the terms and manner of payment as shown on the Price
List  of  Grantor  as  amended  from  time  to  time.

     7.06     CREDIT  SALES.  Licensee  and  Grantor  both acknowledge and agree
that  if  any  sale  on  credit  is permitted hereunder Grantor hereby retains a
security interest in and lien upon the Products so sold until payment in full is
received  by  Grantor.

     7.07     INSURANCE.  Licensee  shall  secure  and maintain insurance on its
inventory  of  Products  purchased  on credit in the U.S. dollar amount at least
equal to the amount owing to Grantor by Licensee.  Such insurance coverage shall
list  Grantor  as  an  additional  insured  party.

     7.08     PRICES.  Licensee's  price  from  Grantor for Products and printed
matter  shall  be  as set forth in Grantor's current published pricing schedule.
This  pricing  is  subject  to  change  from  time  to  time upon written notice
transmitted  by  facsimile, or US Mail, by Grantor to Licensee not less than ten
(10)  days  in  advance  of any price changes.  Prices for Product by Grantor to
Licensee  shall  be  as  shown  on  Exhibit  "B"  attached  hereto.

     7.09     PRINTED  MATTER.  Licensee  is  prohibited  from  producing  and
distributing  his  own  literature,  or  from  any  action  that  would give the
impression directly or indirectly, to others that Product and/or the "Marks" are
the  property  of  Licensee.


                                      -7-
<PAGE>
     7.10     BIOMAS  SUPPLY.  At  the  time  that  an  Agreement  allowing  the
Licensee to produce the Product as allowed by the terms and conditions stated in
this  Agreement  the  formulae  and  processes  for  the  production  of the raw
material  "Biomas"  will  be  placed  with  an  escrow  agent acceptable to both
Licensee  and  Grantor.  If  Grantor  is not able to supply Biomas in quantities
sufficient  to meet Licensee needs for production of Product, and the non-supply
condition  continues  for  a  period  of 90 (ninety) days, then Licensee will be
allowed  to produce Biomas in accordance with a non-exclusive License to Produce
to  be  issued by Grantor in accordance with the License form deposited with the
formulae  and  processes  with  the  approved  escrow  agent.

                                  ARTICLE VIII
                            MISCELLANEOUS CONDITIONS

     8.01     GOVERNING  LAW.  This  Agreement  and any questions concerning its
validity,  construction  and  performance  shall  be governed by the laws of the
State  of  Texas,  U.S.A.,  with  venue  in  Harris County, Texas.  Further, the
parties  to  this  Agreement  hereby  irrevocably  submit  to  the  exclusive
jurisdiction  of  the  federal  courts  sitting in Harris County, Texas, for any
action  or  proceeding  arising  out  of  or  relating  hereto.

     8.02     NOTICES.  Any  notice or other communication required or permitted
to  be given hereunder shall be in writing and shall be sent by certified United
States  mail,  return  receipt  requested  to  the  other  party  at the address
specified in the first paragraph of this Agreement.  The address of either party
specified  above  may  be  changed  by a notice given by such party to the other
party  in  accordance  with  this  Section  8.02.

     8.03     EXCUSE  OF  PERFORMANCE.  Grantor's  and  Licensee's  performance
(other  than Licensee's obligation to pay for Products or other fees or monetary
obligations  in accordance herewith, which shall not be excused) hereunder shall
be  excused  if  (but  only  for  so long as) any of the following conditions or
events  occur  and  are continuing:  Labor conflicts, strikes, lock-outs, fires,
explosions,  war,  civil  disturbances, unforeseen military action, governmental
action,  requisitions  or  seizures,  delays  of  subcontractors  or  vendors,
unavailability  of raw materials or transport facilities, acts of God or nature,
or  any  other  condition  or  event  which  is beyond the reasonable control of
Grantor  or  Licensee,  as  the  case  may  be.

     8.04     ENTIRE  AGREEMENT.  This  Agreement,  the  Exhibits hereto and any
confidentiality  agreement  and subdistribution agreement, constitute the entire
agreement  between the parties with respect to the subject matter hereof and may
not  be  altered or modified except by an agreement in writing referring to this
agreement and signed by the parties hereto.  Grantor and the Licensee agree that
this  agreement  supersedes  all  prior  agreements  written  or  oral.

     8.05     COUNTERPARTS.  This  Agreement  may  be  executed  in  multiple
counterparts,  each of which shall be deemed to be an original, and all of which
together  shall  constitute  but  one  and  the  same  instrument.


                                      -8-
<PAGE>
     8.06     NO  WAIVER.  No failure or delay by any party hereto in exercising
any  right, in whole or in part, power or privilege hereunder shall operate as a
waiver  thereof.

     8.07     AMENDMENT.  This  Agreement  may not be amended or modified except
by an instrument in writing signed on behalf of the parties thereto specifically
referencing  this  Agreement.

     8.08     SEVERABILITY.  Any  provisions hereof prohibited by or unlawful or
unenforceable  under any applicable law of any jurisdiction shall be ineffective
as  to  such  jurisdiction,  without  affecting  any  other  provision  of  this
Agreement.

     8.09     BINDING  ON SUCCESSORS; ASSIGNMENT.  This Agreement is binding on,
and  shall  inure  to  the  benefit  of  the parties hereto and their respective
successors,  heirs  and  permitted  assigns.  This  Agreement  and any rights or
duties hereunder may not be assigned by Licensee, whether such assignment occurs
by  merger,  consolidation,  sale,  lease,  other  disposition  of  or any other
business  combination of Licensee, without the prior written consent of Grantor.
Grantor may assign its rights hereunder to any person provided that such person,
either  expressly  or  by  operation  of  law,  assumes  Grantor's  obligations
hereunder.  The  above notwithstanding, Grantor understands that Licensee is, as
of the effective date hereof, negotiating with several companies for the purpose
of  entering into a merger, joint venture, or marketing arrangement specifically
for the purpose of marketing or financing Licensee's efforts in marketing of the
Product.  Grantor  agrees that as long as the requirements of this Agreement are
fulfilled that Grantor will not unreasonably deny a request to allow Licensee to
enter  into  the  contemplated  agreement.

     8.10     ATTORNEYS'  FEES.  If  any action at law or in equity is necessary
to  enforce or interpret the terms of this Agreement, the prevailing party shall
be entitled to reasonable attorneys' fees, costs, and necessary disbursements in
addition  to  any  other  relief  to  which  such  party  may  be  entitled.

     IN  WITNESS  WHEREOF, the parties have caused this Agreement to be executed
by  their  duly  authorized representatives on the dates set forth beneath their
respective  signatures  below,  to  be effective for all purposes as of the date
first  above  written.

AMAZON SCIENTIFIC, INC.                 DAVID R. MORTENSON & ASSOCIATES


BY:  /s/                                  BY:  /s/
   ------------------------                  ----------------------------
    Jimmy P. Beehner                      David R. Mortenson
TITLE:  President

DATE:   4/5/99                          DATE:   4/5/99
        ------                                  ------


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<PAGE>
                                   EXHIBIT "A"
                                    TERRITORY
                                    (AMENDED)


Geographic  Area:

Exclusive  Private  Label  License  for  the  county  of Brazil for aquiculture,
mariculture,  fish  farming, and the like, or for use in aquariums, exclusive of
remediation of petroleum-based hydrocarbon contamination.  Licensee may not make
any  use  of  Grantor's  or  NWT's  marks,  name,  or  make  any reference to NW
Technologies, Inc. in labeling, packaging, or advertising materials of any kind.
Grantor  agrees  to  inform  by  letter  all  existing  Licensees that exclusive
marketing,  distributing,  and  production  rights  have  been  granted  to  the
Licensee,  and  to upon request, furnish copies of such letters to the Licensee.
Grantor  agrees  to  exclude the above-mentioned rights from future contracts it
may  issue  to  other  Licensees.

Licensees  Obligations  to  Grantor:  Licensee  agrees  to  minimum  purchase
requirements  as  shown  in  Exhibit  "C".


                                      -10-
<PAGE>
                                   EXHIBIT "B"

                       Products Included in This Agreement


The  product  Biocatalyst is the only product included in this Agreement subject
to  provisions  of  the  Agreement.

The  product  Biomas in included herein only if a license to product the Product
is  granted  to  Licensee  in accordance with the terms and conditions contained
herein.

Prices:  The  initial price to Licensee for the Product Biocatalyst is $2.00 per
gallon  in  2,000 gallon quantities to be packaged in a bulk container furnished
by Licensee.  The suitability of the bulk container to receive and transport the
Product  is,  and  will  remain,  the  responsibility  of  Licensee.


                                      -11-
<PAGE>
                                   EXHIBIT "C"


                              PURCHASE OBLIGATIONS



               1st  6  months                    $50,000.00

               2nd  6  months                    $75,000.00

               2nd  Year                         $175,000.00

Notwithstanding the above, if Licensee shall have purchased the right to produce
as  outlined  in Section 4.01 of this Agreement, Licensee shall have no purchase
requirement.


                                      -12-
<PAGE>
                                   EXHIBIT "D"

                                  PAYMENT TERMS




The  payment  terms  relating  to  this  Agreement  are  cash  in  advance.


                                      -13-
<PAGE>
                                   EXHIBIT "E"

                            CONFIDENTIALITY AGREEMENT

                                   WITNESSETH:

This  Agreement  by  and between NW Technologies, Inc., a Texas corporation with
its  principal  offices  located  at  5817 Centralcrest, Houston, Harris County,
Texas  77092  (herein  "NWT")  and  David  R. Mortenson, and individual with his
principal  office  located at P.O. Box 5034, Alvin, Brazoria County, Texas 77512
(herein  "Mortenson"),  jointly  hereinafter  referred  to  as  "Discloser"; and
TexMont,  Inc.  a  Nevada  corporation  with principal offices at P.O. Box 5034,
Alvin,  Brazoria  County,  Texas  77512-5034  (herein  "Disclosee")  is made and
entered  into  this  2nd  day  of  April,  1999.

     WHEREAS,  NWT  has  developed proprietary know-how in its products marketed
under  the  trade  name  "Natures' Way" and "Biocatalyst"; and other trade names
from  time  to  time;  and;

     WHEREAS, NWT has proprietary rights to trade dress, trademarks, and designs
for  the brand name "Nature's Way", "Biocatalyst", "The Environmental Solution",
manufacturing  processes  and  procedures, application processes and procedures,
and;

     WHEREAS,  NWT  has  entered  into  an  exclusive  marketing  agreement with
Mortenson  to  market  its  product  Biocatalyst  under  their  own brand names,
including  among  others,  "OxyMax", "O-Max", "OMax", "Oxy-Ice", "O-Gel", "OGel"
for  human  and animal consumption, including but not limited to pharmaceutical,
cosmetic,  medical  and  beverage  uses;

     NOW  THEREFORE,  in consideration of the mutual covenants set forth herein,
and  other good and valuable consideration, the receipt and sufficiency of which
are  hereby  acknowledged,  the  Discloser  and  Disclosee  agree  as  follows:

     1.0     ANALYSIS  OF  SAMPLES  OR  PRODUCT:  Parties  hereto  agree  that
Disclosee will not analyze (chemically or otherwise) or cause to be analyzed any
of  NWT's  BioCatalyst  product,  except  as  specifically  required by state or
federal  statute,  regulation,  common law, or court order.  No such analysis of
Biocatalyst  shall  be  made without 10 days' advance written notice to NWT, and
NWT shall be responsible for and pay for any deviation from the testing protocol
that  may  be  required  by  NWT.

     2.0     CONFIDENTIALITY  OF  INFORMATION:  Parties  hereto acknowledge that
they  will have access to confidential, specialized, and proprietary information
and  trade  secrets  of  NWT  not  generally  known  to the public which are the
proprietary  information  of  NWT.  Parties  hereto  agree that the Confidential
Information  revealed to them is a valuable proprietary interest of NWT and that
they  are  obligated  to  maintain  the  confidentiality  of  the  Confidential
Information  so  revealed.  The Parties hereto agree that they will not disclose
or  authorize  any  other  person  to  disclose, publish, disseminate or use the
Confidential  Information,  and  will  treat  all  Confidential Information in a
confidential  manner.  The  Parties  hereto  acknowledge  that  NWT  would  be


                                      -14-
<PAGE>
irreparably  harmed  by  the  unauthorized  use  of the Confidential Information
herein  referred  to.

     3.0     GOVERNING  LAW:  This  agreement  and  any questions concerning its
validity,  construction  and  performance  shall  be governed by the laws of the
State  of  Texas,  U.S.A.,  with  venue  in  Harris  County,  Texas.

     4.0     ENTIRE  AGREEMENT:  This  agreement is the entire agreement between
the  parties with respect to the subject matter hereof and may not be altered or
modified  except  by  an  agreement  in  writing  signed  by the parties hereto.

     5.0     NO  WAIVER:  No  failure or delay by any party hereto in exercising
any  right,  power  or privilege hereunder shall operate as a waiver thereof nor
shall any single or partial exercise thereof or the exercise of any right, power
or  privilege.

     6.0     AMENDMENT:  This  Confidentiality  Agreement  may not be amended or
modified  except  by  an  instrument  in writing signed on behalf of the parties
thereto.

     7.0     SEVERABILITY:  Any  provisions  hereof prohibited by or unlawful or
unenforceable  under any applicable law of any jurisdiction shall be ineffective
as to such jurisdiction, without affecting any other provision of this Agreement
or  in  any  other  jurisdiction.

     8.0     ATTORNEYS' FEES:  If any action at law or in equity is necessary to
enforce  or interpret the terms of this Agreement, the prevailing party shall be
entitled  to  reasonable  attorneys' fees, costs, and necessary disbursements in
addition  to  any  other  relief  to  which  such  party  may  be  entitled.

     IN  WITNESS  WHEREOF, the parties have caused this Agreement to be executed
by  their  duly  authorized representatives on the dates set forth beneath their
respective  signatures  below,  to  be effective for all purposes as of the date
first  above  written.

NW TECHNOLOGIES, INC.                    Amazon  Scientific,  INC.

BY: ______________________               __________________________
       C.E.  Kaiser
TITLE: Chairman                          President

DATE: ____________________               __________________________

DAVID R. MORTENSON & ASSOCIATES

BY: ______________________               Date: ____________________
     David R. Mortenson


                                      -15-
<PAGE>
<TABLE>
<CAPTION>
                             EXHIBIT F

                    SHARE DISTRIBUTION SCHEDULE


Member                    Address                 No. of
                                                  Shares to be
                                                  issued
------------------------  ----------------------  ------------
<S>                       <C>                     <C>
David R. Mortenson        P.O. Box 5034                200,000
                          Alvin TX 77512-5034
------------------------  ----------------------  ------------
Terry Fowler              545 Teal Dr                  200,000
                          Dickinson TX 77539
------------------------  ----------------------  ------------
Joshua J. Mortenson       808 Cemetery Rd              200,000
                          Alvin TX 77511
------------------------  ----------------------  ------------
Laurent R. Barbudaux      735 International Blvd       200,000
                          #111
                          Houston TX 77024
------------------------  ----------------------  ------------
Marie M. Charles          P.O. Box 34830               200,000
                          Houston TX 77034
------------------------  ----------------------  ------------
C. E. Kaiser              10220 Memorial Dr #67        200,000
                          Houston TX 77024
------------------------  ----------------------  ------------
Roy Donovan Hinton Jr.    P. O. Box 4456               200,000
                          Pasadena TX 77502
------------------------  ----------------------  ------------
James R. Collins, D.V.M.  7716 Windswept Lane          200,000
                          Houston TX 77063
------------------------  ----------------------  ------------
Jock R. Collins, D.V.M.   7627 Skyline Drive           200,000
                          Houston TX 77063
------------------------  ----------------------  ------------
Joshua D. Smetzer         2101 Mustang Rd              200,000
                          Apt 113
                          Alvin TX 77511
------------------------  ----------------------  ------------
</TABLE>

                                 AMENDMENT NO. 1
                                       TO

                                LICENSE AGREEMENT

     This AMENDMENT NO. 1 TO LICENSE AGREEMENT ("Amendment No. 1") dated May __,
1999  is  by  and  between  David  R.  Mortenson  &  Associates, a Texas general
partnership  ("Grantor"),  and  Amazon  Scientific  Inc.,  a  Nevada corporation
("Licensee").

     WHEREAS, Grantor and Licensee are parties to that certain License Agreement
(the  "Preexisting  Agreement")  dated  as  of April 5, 1999 and attached to the
minutes  of  the  April  5,  1999  meeting  of the Company's Board of Directors,
granting  Licensee  an  exclusive  private label license for the Biocatalyst and
Biomas  products  in  Brazil;  and


                                      -16-
<PAGE>
     WHEREAS,  Grantor  and Licensee wish to confirm, clarify and modify certain
terms  of  the  License  Agreement;

     NOW  THEREFORE,  the  parties  hereto  agree  as  follows:

1.   DEFINITIONS;  REFERENCES.
     ------------------------

     Capitalized  terms  not  defined  in  this  Amendment  No. 1 shall have the
meanings given them in the Preexisting Agreement.  References in the Preexisting
Agreement  and  this  Amendment  No.  1  to  the  "Agreement" shall refer to the
Preexisting  Agreement  as  amended  by  this Amendment No. 1, and words such as
"herein",  "hereinafter"  or  other  words  of  similar import shall likewise be
construed as referring to the Preexisting Agreement as amended by this Amendment
No.  1.

2.   CONFIRMATION  OF  AGREEMENT.
     ---------------------------

     This  Amendment  No.  1  amends  the  Preexisting  Agreement.  Terms of the
Preexisting Agreement not amended by this Amendment No. 1 continue in full force
and  effect,  and  are  hereby  ratified  and  confirmed  by  the  parties.

3.   PREEXISTING  AGREEMENT.
     ----------------------

     The Preexisting Agreement supersedes and replaces in its entirety any prior
License  Agreement  (a  "Superseded  Agreement"),  by  and  between  Grantor and
Licensee.  Any  Superseded  Agreement  is null, void, of no force or effect, and
each party hereby releases, if any, its rights, or any obligations of the other,
thereunder.

4.   TERMINATION  FOR  CONVENIENCE.
     -----------------------------

     At  the  end  of paragraph (a) of the first Section 2.02 of the Preexisting
Agreement, the following sentence is added: "This Agreement may be terminated by
Licensee  upon  the  giving  of  notice  as  herein  provided."

5.   LICENSEE'S  CONTROL  OVER  BUSINESS.
     -----------------------------------

     A  new  Section  5.06  is  added:  "5.06  LICENSEE'S CONTROL OVER BUSINESS.
Licensee  shall  establish the means by which it satisfies its obligations under
Sections  5.01  and 5.05.  Grantor shall have no right to enforce, and no action
shall  accrue  under,  such  provisions  until this Agreement shall have been in
force  for more than one year and Licensee shall have failed to meet its minimum
purchase  requirements  set  forth  in  Exhibits  A  and  C."


                                      -17-
<PAGE>
6.   MINIMUM  PURCHASE  REQUIREMENTS.
     -------------------------------

     The Purchase Obligations set forth on Exhibit C are hereby modified so that
Licensee's  minimum  purchase  requirement  shall  be $125,000 for the 1st Year,
rather  than  $50,000  and  $75,000  for  the 1st 6 months and the 2nd 6 months,
respectively.  In  addition,  the  following  sentence is hereby added after the
last  sentence  on  Exhibit  C:  "Grantor shall have no right to enforce, and no
action  shall  accrue  in respect of, Licensee's Purchase Obligations until this
Agreement  shall  have  been  in  force  for  more  than  one  year."


     IN  WITNESS  WHEREOF, the parties hereto have executed this Agreement as of
the  date  first  set  forth  above.

GRANTOR:                                    LICENSEE:

DAVID R. MORTENSON & ASSOCIATES             AMAZON SCIENTIFIC INC.



-------------------------------             --------------------------------
By  David R. Mortenson                      By  David R. Mortenson
    Its  General  Partner                       Its  President


                                      -18-
<PAGE>