EXHIBIT 10.2

                           STOCK REDEMPTION AGREEMENT


     THIS  STOCK  REDEMPTION AGREEMENT, made and entered into as of the date set
forth  below,  by  and  between  Berens  Industries,  Inc., a Nevada corporation
(hereinafter  referred  to  as  "Buyer")  and  Yolana  Partnership, Ltd, a Texas
limited  partnership  (hereinafter  referred  to  as  the  "Seller').

                               W I T N E S S E T H

     WHEREAS,  the  Seller  owns  16400,000  shares of the outstanding shares of
common  stock  of  the  Buyer;  and

     WHEREAS,  the  Seller  still  owes  $350,000 for 7,000,0410 shares which it
owns;  and

     WHERAS,  the  Seller  desires  to sell and return 7,0011,000 shares of such
common  stock  (the  "Shares") to Buyer and Buyer desires to purchase and redeem
the  Shares  on  the  terms  and  subject  to  the  conditions set forth herein;

     NOW  THERFFORE,  in  consideration of the promises and the mutual covenants
act  forth  below  and  other  good  and valuable consideration, the receipt and
adequacy  of  which  arc hereby acknowledged, and intending to be legally bound,
the  parties  hereto  do  hereby  a3ree  as  follows:

1.   PURCHASE  AND  SALE  OP  SHARES

     1.01     Purchase  and  Sale of Shares. Subject to the term; and conditions
set  forth herein, effective the date on which all transactions described herein
are  completed  and  closed (the "Closing Date') Seller shall sell to the Buyer,
and  the  Buyer  shall  purchase and redeem from Seller the Shares. Seller shall
transfer  all  of  its  right,  title,  and  interest in and to the Shares being
conveyed  by it to Buyer free and clear of any lien, security interest, or other
encumbrance  of  any  nature and free of any claim by any person or entity to or
against  the  Shares.

     1.02     Purchase  Price.  The  purchase  price  of the Sharer (hereinafter
referred to as the "Purchase Price") shall be the cancellation of a subscription
receivable  in  the  amount  of  $350,000.

2.   REPRESENTATIONS  AND  WARRANTIES  OF  THE  SELLER

     2.01     Brokers.  Seller  has not made any agreement for arrangement which
would  result  in any broker, tinder, agent or other poison or entity having any
claim  for any fee, commission, or payment against Buyer or Seller in connection
with  the  negotiation or execution of this Agreement or the consummation of the
transactions  contemplated  hereby.

     2.02     Ownership of Shares. Seller is the record and beneficial owners of
all  of the Shares and has good and valid title to such Shares free and clear of
any  lien, security interest, or other encumbrance of any nature and free of any
claim  by  any  person  or entity to or against such Shares. Such Shares are not
subject  to  any  option,  right,  proxy, voting agreement, voting trust, or any
other  agreement,  understanding,  or  arrangement  affecting  the  Shares.

     2.03     Authorization,  etc. Seller has the power, authority, and capacity
to  enter  into  this  Agreement  and to carry out the transactions contemplated
hereby,  and  this  Agreement  has  been  duly executed and delivered by Seller.


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     2.04     No  Consent Required. No consent, approval, order or authorization
of,  or registration, declaration or filing with any governmental or public body
or  authority  or  other  party  on the part of Seller is required for seller to
execute  and  deliver  this  Agreement  and  perform  its obligations hereunder.

3.   RESENTATIONS  AND  WAR1ANTIES  OF  BUYER

     Buyer  hereby  represents  and  warrants to, and agrees with, the Seller as
follows:


     3.01     Brokers.  Buyer  has  not  made any agreement or arrangement which
would  result  in any broker, finder, agent or other person or entity having any
claim  for any fee, commission, or payment against Seller in connection with the
negotiation  or  execution  of  this  Agreement  or  the  consummation  of  the
transactions  contemplated  hereby.

     3.02     Authorization,  etc.  Buyer has the power, authority, and capacity
to  enter  into  this  Agreement  and to carry out the transactions contemplated
hereby,  and  this  Agreement  has  been  duly  executed and delivered by Buyer.

     3.03     No  Consent Required. No consent, approval, order or authorization
of,  or registration, declaration or filing with any governmental or public body
or  authority  is  required  for Buyer to execute and deliver this Agreement and
perform  its  obligations  hereunder.


4.   INDEMNIFICATION

     4.01     Buyer's  Claims.  The  Seller  shall  indemnify  and hold harmless
Buyer,  its  successors  and  assigns, and their respective officers, directors,
employees,  shareholders,  agents,  and  affiliates against any and all damages,
claims, losses, liabilities, and expenses actually incurred by Buyer, including,
without  limitation,  legal, accounting, and other expenses, which may arise out
of any breach of any of the representations or warranties made in this Agreement
by  the  Sellers  (hereinafter  referred  to  as  a  "Claim"  or  "Claims").

     4.02     Seller's  Claims.  Buyer  shall indemnify and hold harmless Seller
and  its  assigns,  agents,  and affiliates against any and all damages, claims,
leases,  liabilities  and  expenses,  including  without  limitation,  legal
accounting,  and other expenses actually incurred by Seller, which may arise out
of  any breach of my of the representations or warranties made in this Agreement
by  Buyer,  and  for any liabilities or obligations of the Buyer now existing or
arising  hereafter.


5.   MISCELLANEOUS

     5.01     Future  Assistance.  Each  party hereto shall assist the others in
fulfilling  the  intent  and  purposes of this Agreement and shall take all such
further action as shall be reasonably necessary to effectively convey the Shares
to  Buyer  and  allow  far  the  timely  reporting  of  the  transaction  to all
governmental  and  taxing  authorities.

     5.02     Other  Documents.  This  Agreement  is being closed simultaneously
with  the  following  additional agreements: Stock Purchase Agreement among this
Buyer  and SOLIS; the Asset Purchase Agreement by and between Buyer and Crescent
Services  Corporation; and the Escrow Agreement by and between Buyer and Seller.


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     5.03     Expenses.  Each  party  hereto  will  pay  its  own  expenses  in
connection  with  the  transactions  contemplated  hereby,  whether  or not such
transactions  shall  be  consummated,  and  the Seller shall not charge any such
expenses  to  the  Buyer.


     5.04     Survival of Agreements. All covenants, agreements, representations
and  warranties  made  herein  shall  survive the execution and delivery of this
Agreement  and  the  sale  and  delivery  of  the  Shares  pursuant  hereto.

     5.05     Certain  Rules of Interpretation. Any information disclosed in any
schedule  attached  hereto  or  any certificate furnished in connection herewith
shall  be  deemed  disclosed  wherever otherwise required, and for all purposes,
under  this  Agreement,  whether  or  not  specific  reference was made thereto.
Inclusion  of  any  information  in a schedule or exhibit shall not be deemed an
admission as to the materiality of such information or otherwise alter or affect
the  provisions  of  the  representation  or  warranty  to which the schedule or
exhibit  relates.

     5.06     Parties  in  Interest.  All  covenants and agreements contained in
this Agreement by or on behalf of any of the parties hereto shall bind and inure
to  the  benefit  of the respective successors and assigns of the parties hereto
whether  so  expressed  or  not.

     5.07     Law  Governing.  THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED
IN  ACCORDANCE  WITH  THE  INTERNAL  LAWS  OF  THE  STATE  OF  TEXAS.

     5.05     Entire  Agreement. This Agreement constitutes the entire agreement
of the parties with respect to the subject matter hereof and may not ho modified
or  amended  except  in  writing.

     5.09     Counterparts.  This  Agreement,  including all agreements executed
and  delivered  hereunder,  may be executed in two or more counterparts, each of
which  shall  be  deemed an original, but all of which together shall constitute
one  and  the  same  instrument.

     5.10     Time.  Time  is  of  the  essence  of  this  Agreement.


     IN WITNESS WHEREOF, the Seller and the Buyer has executed this Agreement or
caused  this  Agreement  to  be  executed  on  its behalf by its duly authorized
representative,  as  of  the  day  and  year  first  above  written.



BUYER:                                      SELLER:

BERENS  INDUSTRIES,  INC.                   YOLANA  PARTNERSHIP,  LTD.
                                            Simkeva, Inc., as General Partner


By:  Marc  I.  Berens                       By:  Jeff  Hansen
    --------------------------              ------------------------------------
     Marc I. Berens, President                   Jeff Hansen, President


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