Exhibit 10.6

                         CLEAN DIESEL TECHNOLOGIES, INC.

                              EMPLOYMENT AGREEMENT

     AGREEMENT made as of the 1st day of April, 2002 by and between Clean Diesel
Technologies,  Inc.,  a Delaware corporation of 300 Atlantic Street, Stamford CT
06901  (the  "Company"),  and  R.  Glen Reid (the "Employee") of 5994 Woodthrush
Lane,  West  Chester  Ohio  45069.

     WHEREAS,  the  Company  desires  certain  services  and Employee desires to
contract  with  the  Company  to  perform  such  services;

     NOW  THEREFORE, in consideration of the mutual covenants below, the parties
hereto  agree  as  follows:

     Term:  This  Agreement  shall  commence  as  of  April  1,  2002,  (the
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"Commencement  Date")  and  shall  continue  until terminated by either party as
provided  below.

     Scope  of  Work;  Title:  On  the Commencement Date, Employee shall be Vice
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President  -  Sales  and Marketing of the Company.  In such employment, Employee
shall  on  a full-time basis direct all of his efforts toward the performance of
such  duties as shall be assigned to him by the President of the Company.  "Full
time"  shall  mean  no  other  substantial  outside  business  activities.

     Salary;  Benefits:  The Company agrees to pay Employee for his services the
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initial  base  salary of One Hundred Sixty Thousand Dollars ($160,000) per year,
according  to the Company's customary procedures from time to time in effect and
not  less  often  than  monthly.  Employee shall be entitled to participate from
time  to  time in such benefit programs as the Company may customarily extend to
its  officers  as  a  class.  This agreement may not be construed to prevent the
Company from rescinding any such benefit for Employee so long as such rescission
applies  to  officers  of  the  Company  as  a  class.

     Stock  Option.  The  Company  shall  also by separate agreement as and when
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authorized  by  the  Board  of  Directors  of  the Company (the "Board"), grant,
pursuant  to the terms of the Company's 1994 Incentive Plan, to Employee a stock
option  to  purchase  Fifty  Thousand  (50,000)  of the Company's common shares.

     Expenses:  Employee shall be reimbursed by the Company for all ordinary and
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necessary  out  of  pocket  expenses  incurred  by  Employee  in  performing his
services.  Such  expenses  shall  be  reported  by  Employee  on  the  Company's
customary  form  of  expense  report  and  submitted for approval to the Company
pursuant  to  its  policies  from  time  to  time  in  effect.

     Termination  of Employment:   Cause.  The Company may at any time terminate
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this  Agreement  for  Cause.  "Cause"  shall  mean, in the sole judgement of the
Board, conviction of the Employee under, or a plea of guilty by the Employee to,
any  state  or  Federal  felony charge (or the equivalent thereof outside of the
United  States);  any  instance  of  fraud,  embezzlement, self dealing, insider
trading or similar malfeasance with respect to the Company regardless of amount;
substance  or


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alcohol  abuse;  or other conduct for which dismissal has been identified by the
Company  to  its  employees  in  writing  as  a  potential disciplinary measure.

          Disability.  The  Company  may  terminate  this  Agreement  upon  the
physical  disability of Employee, if the Board shall determine that, as a result
of  physical  disability,  Employee  has  for  a  period  of  six  months  been
substantially  absent from his customary place of work and unable to perform his
customary  duties.

          At  Will.  Either  of Employee or Company may terminate this agreement
on  written notice one to the other at any time.  Where Employee shall terminate
this  agreement  by  resigning his employment, he shall provide ninety (90) days
written  notice  thereof  to  the Company.  Where the Company shall so terminate
this  agreement,  the Company shall provide Employee with six (6) months written
notice  thereof or salary and benefit continuation in lieu of notice for a sixty
(60)  day  period.

     Discoveries  and  Inventions:  (a)  All  patentable  and  unpatentable
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inventions,  discoveries  and  ideas which are made or conceived by Employee and
which  are  based  upon  or  arise  out  of  Employee's  services  hereunder
("Developments") are or shall become the Company's property.  Employee agrees to
disclose  promptly  to the Company each such Development and, upon the Company's
request  and  at  its  expense,  Employee,  whether or not still employed by the
Company or during the term of this agreement or not, will assist the Company, or
its  designee,  in  making  application for Letters Patent in any country in the
world.  Employee  further agrees at ther Company's expense to execute all papers
and  do  all  things  which  may  be  necessary  or  advisable to prosecute such
applications  and  to  transfer to and vest in the Company, or its designee, all
the  right,  title and interest in and to such Developments and all applications
for  patents  and  Letters Patent issued thereon.  If for any reason Employee is
unable  to effectuate a full assignment of any such Development, Employee agrees
to  transfer  to  the  Company, or its designee, Employee's transferable rights,
whether  they  are exclusive or non-exclusive, or as a joint inventor or partial
owner  of  the  Development.  No  action or inaction by the Company shall in any
event  be  construed  as  a  waiver  or  abandonment  of  its rights to any such
Development  except an instrument in writing signed by an authorized official of
the  Company  by  which  it  specifically  states it intends to be bound in such
respect.

     Proprietary  Information:  Employee will not at any time, either during the
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term  of  this  Agreement  or thereafter, disclose to others, or use for his own
benefit  or  the benefit of others, any of the Developments or any confidential,
proprietary or secret information owned, possessed or used by the Company or any
of  its  subsidiaries  or  affiliates (collectively, "Proprietary Information"),
which, by way of illustration, but not limitation, includes formulations, patent
applications,  devices,  structures,  machines,  processes,  trade  secrets,
disclosures, data, know-how, business opportunities, marketing plans, forecasts,
unpublished  financial  statements,  budgets, and information concerning prices,
costs,  employees,  customers,  suppliers and products.  Employee's undertakings
and  obligations  under  this  Paragraph  7  will  not  apply to any Proprietary
Information  which is or becomes generally known to the public through no action
on  the  part  of  Employee.  Upon termination of this Agreement or at any other
time  upon  request,  Employee  will  promptly deliver to the Company all notes,
memoranda, notebooks, drawings, designs, three dimensional figures, photographs,
layouts,  diagrams,  records,  reports,  files, computers and other documents or
data storage material (and all copies or reproductions of such materials) in his
possession  or  under  his  control,  whether  prepared  by him or others, which
contain  Proprietary  Information.  Employee  acknowledges that this material is
the  sole  property  of  the


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Company.  Employee  also  agrees  not to disclose to the Company any proprietary
information  of any third party which he is obligated to maintain in confidence.

     Unfair  Competition:  Following  the  termination  of  Employment  for  any
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reason,  Employee  agrees  that  Employee  will  not  recruit, entice, induce or
encourage  any  of the Company's other employees or consultants to engage in any
activity  which,  were  it done by Employee, would violate any provision of this
Agreement.  Employee  shall  not during the two-year period following Employee's
termination  of  employment  with  the  Company  (i) undertake employment with a
competitor  of  the  Company  or  its  subsidiaries  or  affiliates  (ii)  with
responsibilities  in  a  line of business substantially similar to that in which
Employee provided services to the Company and (iii) in a position where there is
a  reasonable  probability  that  Employee  would  make  use  of  the  Company's
Proprietary  Information.  For  such  two  year period and before performing any
services for others, as employee or consultant or otherwise, in the actual lines
of  business in which Employee has performed services for the Company.  Employee
will  notify  the  Company of the general nature of the services to be performed
and  the party for whom they will be performed and Employee will, also, prior to
undertaking  such  service or employment inform the other party of the existence
of  this  covenant  in  this  Agreement.

     Assignment:  This Agreement may not be assigned by either party without the
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prior  written  consent  of  the  other  party.

     Continuing  Obligations:  The Employee's covenants set forth in Sections 7,
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8  and 9 above shall continue according to their terms following the termination
of  this  Agreement.

     Governing  Law;  Injunctive  Relief;  Waiver  of Jury Trial and Bond.  This
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agreement, and any and all disputes between the parties hereunder or arising out
of Employee's employment, shall be governed by and interpreted under Connecticut
law  applicable  to contracts to be entirely performed within that State without
regard  to  the  conflicts  of  laws rules of that State and shall be determined
exclusively  in  the  Superior Court of Connecticut Stamford/Norwalk District or
the  Federal  District  Court  for  the  District of Connecticut and the Parties
hereby  submit to the jurisdiction of those courts.  Employee admits that breach
of  his  covenants  hereunder regarding the Company's Proprietary Information is
likely  to  cause serious economic injury to the Company which is not capable of
estimation  and  for  which damages may be inadequate.  Accordingly, the Company
may,  in any jurisdiction, seek a restraining order and/or injunctive relief and
related  damages  in  the  enforcement  of  its rights under Sections 7, 8 and 9
above.  The  parties  hereby  waive  trial  by  jury  in  any  proceeding in any
jurisdiction  and also waive all requirements of bond, including with respect to
appeals,  in  any  proceeding  in  any  jurisdiction.

     Exclusivity.  Employee's  rights  to salary continuation hereunder shall be
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to  such extent in lieu of any severance benefits provided under policies of the
Company  from  time  to  time  in  effect.

     Notices.  All  notices  hereunder  shall  be in writing and shall be deemed
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effective  upon  receipt  if  hand  delivered  or  if  sent  by  facsimile  and
acknowledged  electronically  or  by  courier and acknowledged.  Notices by mail
shall  be deemed received three days after delivery, if sent first class postage
prepaid  return receipt requested.  In each case notices shall be transmitted to
the address first given above or such other address as may be given by notice as
provided  herein.


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     IN  WITNESS  WHEREOF, the parties hereto have executed this Agreement as of
the  Commencement  Date.

Employee                     Clean Diesel Technologies, Inc.


/s/ R. Glen Reid             By: /s/  David  W.  Whitwell
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