NDE ENVIRONMENTAL CORPORATION
              1996 ANNUAL REPORT ON FORM 10-KSB/A (Amendment No.1)
                                    Exhibits




Exhibit 10.43  Amendment No. 1 to Loan Agreement (Exhibit 10.25) dated April
               10, 1997, among NDE Environmental Corporation Tanknology/NDE
               Corporation, USTMAN Industries, Inc., ProEco, Inc. Tanknology
               Canada (1988), Inc. and Bank One, Texas, N.A.

                                 AMENDMENT NO. 1
                                       TO
                                 LOAN AGREEMENT
                             DATED OCTOBER 25, 1996
                  BY AND BETWEEN NDE ENVIRONMENTAL CORPORATION,
              TANKNOLOGY/NDE CORPORATION, USTMAN INDUSTRIES, INC.,
                 PROECO, INC. AND TANKNOLOGY CANADA (1988) INC.
                                       AND
                              BANK ONE, TEXAS, N.A.

     This Amendment No. 1 to Loan Agreement dated as of the 25th day of October,
1996, (this "First  Amendment") by and among NDE  ENVIRONMENTAL  CORPORATION,  a
Delaware corporation, TANKNOLOGY/NDE CORPORATION, a Delaware corporation, USTMAN
INDUSTRIES, INC., a Delaware corporation,  PROECO, INC., a Delaware corporation,
and TANKNOLOGY CANADA (1988) INC., a Canadian federal corporation (collectively,
"Borrower")  and BANK ONE,  TEXAS,  N.A., a national  banking  association  (the
"Bank") is entered into this 10th day of April, 1997.

WITNESSETH:

     Borrower  has  requested  that Bank  amend the Loan  Agreement  in  several
respects and waive Borrower's non-compliance with certain covenants therein, and
Bank is willing  to do so in  accordance  with,  and  subject  to, the terms and
conditions set forth herein.

     NOW, THEREFORE, in consideration of the promises herein contained, and each
intending to be legally bound hereby, the parties agree as follows:

     I. Amendment to Loan Agreement.

     Article  I of the  Loan  Agreement  is  hereby  amended  by  replacing  the
following defined term:

     "Adjusted Liabilities" means Total liabilities less the sum of Subordinated
Indebtedness and cash on hand.

     Section 5.19 of the Loan Agreement is hereby amended by replacing it in its
entirety with the following:

     5.19  Adjusted  Liabilities  to  Adjusted  Net  worth.  Maintain a ratio of
Adjusted  Liabilities to Adjusted Net worth of not more than 2.25 to 1.0 through
September  30,  1997;  thereafter  1.75  to  1.0  through  September  30,  1998,
thereafter 1.25 to 1.0 through September 30, 1999; and thereafter 1.0 to 1.0.

     Section 5.20 of the Loan Agreement is hereby amended by replacing it in its
entirety with the following:

     5.20 Net Worth Requirement.  Maintain a total Consolidated Net worth of not
less than 90% of Consolidated  Net worth at December 31, 1996,  plus: (a) 70% of
Borrower's   Net  Income  (if  positive)   subsequent  to  Closing,   calculated
cumulatively as of the end of each calender year of Borrower  beginning with the
year ending December 31, 1997, and (b) 100% of any equity issued.

     II. Certain Waivers. Bank hereby waives non-compliance by the Borrower with
the covenants set forth (i) in Section 5.19 of the Loan Agreement, to the extent
that Borrower was not in compliance  with such covenants  prior to the execution
of the First Amendment, and (ii) in Section 5,20 of the Loan Agreement as of the
period ended December 31, 1996.

     III. Reaffirmation of Representations and Warranties. To induce the Bank to
enter into this First Amendment,  the Borrower hereby reaffirms,  as of the date
hereof, its representations  and warranties  contained in Article IV of the Loan
Agreement and in all other documents executed pursuant thereto, and additionally
represents and warrants as follows:

          A.  The  execution  and  delivery  of  this  First  Amendment  and the
     performance by the borrower of its  obligations  under this First Amendment
     are within the Borrower's power, have been duly authorized by all necessary
     corporate action, have received all necessary governmental approval (if any
     shall be required), and do not and will not contravene or conflict with any
     provision  of law or of the  charter or by-laws of the  Borrower  or of any
     agreement binding upon the Borrower.

          B. The Loan  Agreement as amended by this First  Amendment  represents
     the legal,  valid and  binding  obligations  of the  Borrower,  enforceable
     against the Borrower in accordance with their  respective  terms subject as
     to enforcement only to bankruptcy, insolvency,  reorganization,  moratorium
     or other  similar laws  affecting  the  enforcement  of  creditors'  rights
     generally

          C. No Event of Default or Unmatured  Event of Default has occurred and
     is continuing as of the date hereof.

     IV. Defined  Terms.  Except as amended  hereby,  terms used herein that are
defined in the Loan Agreement shall have the same meanings herein.

     V. Reaffirmation of Loan Agreement. This First Amendment shall be deemed to
be an  amendment  to the Loan  Agreement,  and the Loan  Agreement,  as  further
amended  hereby,  is hereby  ratified,  approved and confirmed in each and every
respect.  Al references to the Loan Agreement  herein and in any other document,
instrument,  agreement or writing shall hereafter be deemed to refer to the Loan
Agreement as amended hereby.

     VI  Entire  Agreement.  The Loan  Agreement,  as  hereby  further  amended,
embodies the entire  agreement  between the Borrower and the Bank and supersedes
all prior  proposals,  agreements  and  understandings  relating  to the subject
matter hereof.  The Borrower  certifies that it is relying on no representation,
warranty, covenant or agreement except for those set forth in the Loan Agreement
as hereby further amended hereby and the other documents  previously executed or
executed of even date herewith.

     VII. Governing Law. THIS FIRST AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED
IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS AND THE APPLICABLE LAWS OF THE
UNITED STATES OF AMERICA.  This First  Amendment has been entered into in Harris
County,  Texas,  and it shall be performable  for all purposes in Harris County,
Texas. Courts within the State of Texas shall have jurisdiction over any and all
disputes between the Borrower and the Bank, whether in law or equity, including,
but not limited to, any and all disputes arising out of or relating to the First
Amendment  or any  other  Security  Instrument;  and  venue in any such  dispute
whether in federal or state court shall be laid in Harris County, Texas.

     VIII.  Severability.   Whenever  possible  each  provision  of  this  First
Amendment shall be interpreted in such manner as to be effective and valid under
applicable law, but if any provision of this First Amendment shall be prohibited
by or invalid under  applicable  law, such provision shall be ineffective to the
extent of such prohibition or invalidity,  without invalidating the remainder of
such provision or the remaining provisions of this First Amendment.

     IX. Execution in Counterparts.  This First Amendment may be executed in any
number of counterparts  and by the different  parties on separate  counterparts,
and each  such  counterpart  shall be  deemed  to be an  original,  but all such
counterparts shall together constitute but one and the same agreement.

     X. Section Captions.  Section captions used in this First Amendment are for
convenience  of reference  only, and shall not affect the  construction  of this
First Amendment.

     XI. Successors and Assigns.  This First Amendment shall be binding upon the
Borrower and the Bank and their  respective  successors  and assigns,  and shall
inure to the benefit of the Borrower and the Bank, and the respective successors
and assigns of the Bank.

     XII.  Non-Application  of  Chapter  15  of  the  Texas  Credit  Codes.  The
provisions of Chapter 15 of the Texas Credit Code (Vernon's Texas Civil Statues,
Article  5069-15)  are  specifically  declared by the  parties  hereto not to be
applicable to the Loan Agreement as hereby further  amended hereby or any of the
other Security Instruments or to the transactions contemplated hereby.

     XIII. Notice.  THIS FIRST AMENDMENT  TOGETHER WITH THE LOAN AGREEMENT,  AND
THE OTHER SECURITY INSTRUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES
AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PROPER, CONTEMPORANEOUS OR SUBSEQUENT
ORAL AGREEMENTS OF THE PARTIES.  THERE ARE NO UNWRITTEN ORAL AGREEMENTS  BETWEEN
THE PARTIES.

     IN WITNESS WHEREOF,  the parties hereto have caused this First Amendment to
be duly executed as of the day and year first above written.


                                    BORROWER:

                                      NDE ENVIRONMENTAL CORPORATION

                                      By:       /s/ JAY ALLEN CHAFFEE
                                                --------------------------------
                                                Jay Allen Chaffee
                                                Chairman of the Board

                                      TANKNOLOGY/NDE CORPORATION

                                      By:       /s/ JAY ALLEN CHAFFEE
                                                --------------------------------
                                                Jay Allen Chaffee
                                                Chairman of the Board
                                    
                                      USTMAN INDUSTRIES, INC.

                                      By:       /s/ JAY ALLEN CHAFFEE
                                                --------------------------------
                                                Jay Allen Chaffee
                                                Chairman of the Board

                                      PROECO, INC.

                                      By:       /s/ JAY ALLEN CHAFFEE
                                                --------------------------------
                                                Jay Allen Chaffee
                                                Chairman of the Board

                                      TANKNOLOGY CANADA (1988) INC.

                                      By:       /s/ JAY ALLEN CHAFFEE
                                                --------------------------------
                                                Jay Allen Chaffee
                                                President

                                      BANK:

                                      BANK ONE, TEXAS, N.A.

                                      By:       /s/ CHARLES KINGSWELL-SMITH
                                                --------------------------------
                                                Charles Kingswell-Smith
                                                Vice President