Exhibit 10.22

                                 PROMISSORY NOTE
                                 ---------------

$325,000.00                                                        July 29, 2005

     FOR VALUE RECEIVED, the undersigned, ENVIROCLEAN MANAGEMENT SERVICES, INC.,
a Texas corporation  ("Maker"),  whose address is 17120 N. Dallas Parkway, Suite
235, Dallas, Texas 75248 hereby promises to pay to the order of PARK CITIES BANK
(together  with its  successors  and assigns and any  subsequent  holder of this
Promissory Note, "Payee"), as hereinafter  provided,  the principal sum of THREE
HUNDRED  TWENTY  FIVE  THOUSAND  AND NO/100  DOLLARS  ($325,000.00),  or so much
thereof as may be  advanced by Maker from time to time  hereunder  to or for the
benefit or  account  of Payee,  together  with  interest  thereon at the rate of
interest hereinafter provided, and otherwise in strict accordance with the terms
and provisions hereof.

     1.   Interest.  Interest shall accrue on the principal  balance from day to
day outstanding  hereunder at a rate (the "Applicable Rate") equal to the lesser
of:

          (i)  The Maximum Lawful Rate (as hereinafter defined); or

          (ii) A floating  rate of interest  (the  "Adjustable  Rate") per annum
     equal to the sum of (i) the  Prime  Rate  (defined  below) in effect on the
     date of the  disbursement  of the  initial  advance  under this Note and as
     adjusted  to the Prime Rate in effect on each day  thereafter  and (ii) two
     percent  (2.0%),  commencing on the Advance Date and continuing  thereafter
     until the Maturity Date (defined below).

     The term  "Prime  Rate" as used in this Note and the Loan  Documents  which
secure this Note means the highest  "Prime Rate"  published in the "Money Rates"
section  of The Wall  Street  Journal  from  time to  time.  The  Prime  Rate is
determined  from time to time as a means of  pricing  some  loans and is neither
tied to any external rate of interest or index nor does it  necessarily  reflect
the lowest rate of  interest  actually  charged by the Lender to any  particular
class or category of customers of the Lender.  If the Prime Rate as published in
the "Money  Rates"  section  of The Wall  Street  Journal  ceases to exist or is
discontinued  or no longer  published,  Lender shall have the right,  exercising
reasonable  judgment,  to  substitute  a  comparable  index which is outside the
control  of  Lender.  If  the  Lender  shall  so  substitute  a new  method  for
determining the Prime Rate as aforesaid,  such new method shall become effective
immediately on written  notice to the Borrower.  In the event of an error by The
Wall Street  Journal in publishing  the Prime Rate,  the Prime Rate shall be the
actual Prime Rate, as corrected.

     2.   Payment.  This  Note  shall  be due and  payable,  without  setoff  or
deduction, as follows:

          (i)  Monthly  installments  of accrued but unpaid interest at the then
     applicable  Adjustable Rate, plus principal in an amount necessary to fully
     amortize  the  outstanding  principal  balance  of this Note over a 20 year
     period  commencing  on the  date  hereof  shall be due and  payable  on the
     twenty-ninth  (29th) day of each  month,  beginning  on August 29, 2005 and
     continuing on the same day of each month thereafter (except February,  when
     the payment  shall be due on the 28th)  thereafter  until the Maturity Date
     (as defined below); and

          (ii) The entire  outstanding  principal balance hereof and all accrued
     but unpaid  interest shall be finally due and payable on July 29, 2010 (the
     "Maturity Date").

     All  payments  under  this Note made to Payee at  Payee's  banking  offices
located at 5307 E. Mockingbird Lane, Suite 200, Dallas,  Texas 75206, or at such
other place or manner as the Payee may from time to time  designate  in writing,
without  offset,  in lawful money of the United States of America which shall be
legal  tender in payment of all debts at the time of  payment.  Maker may prepay
all or any  portion of the  principal  of this Note at any time and from time to
time prior to maturity  without premium or penalty,  and interest shall cease to
accrue on any amounts so prepaid,  and any such prepayment of principal shall be
applied in the inverse order of maturity to the last maturing  installment(s) of
principal  under  this  Note.  Any  payment,   whether  a  regularly   scheduled
installment,  a prepayment or  otherwise,  shall be applied first to accrued but
unpaid  interest,  and the  remainder  of such  payment  shall be applied to the
reduction of the outstanding  principal  balance.  Maker hereby agrees to accept
Payee's  calculation of interest payable hereunder absent manifest  mathematical
error. If any payment on this Note shall become due on a Saturday, Sunday or any
other day which is a banking  holiday,  such  payment  shall be made on the next
succeeding  business day which is not a banking  holiday,  and such extension of
time shall in each such case be included in computing interest due hereunder. No
principal amount repaid may be reborrowed.

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     3.   Loan   Documents;   Security.   This  Note   evidences,   among  other
indebtedness,  the loan  governed by that  certain  Loan  Agreement of even date
herewith (as modified and amended from time to time, the "Loan  Agreement"),  by
and between  Maker and Payee among others.  Payment  hereof is secured by, among
other  things,  that  certain  Deed of Trust of even date  herewith (as renewed,
extended  and  modified  from time to time,  the "Deed of  Trust"),  executed by
Maker, as grantor,  for the benefit of Payee,  covering certain property located
in Harris  County,  Texas.  Reference is hereby made to said Deed of Trust for a
description  of the  security  and the liens  therein  granted and the rights of
Maker  and  Payee  thereunder.  This  Note,  the Loan  Agreement  and any  other
agreement,   document  or  instrument  governing,   securing,   guaranteeing  or
pertaining  to  the  indebtedness   evidenced  by  this  Note  are  referred  to
collectively herein as the "Loan Documents".

     4.   Default and Remedies.  Upon the occurrence and during the existence of
an "Event of Default"  (herein so  called),  as such term is defined in the Loan
Agreement, Payee shall have the immediate right, at the sole discretion of Payee
and without  notice or demand (i) to declare the entire  unpaid  balance of this
Note and all accrued but unpaid  interest  at once  immediately  due and payable
(and the same shall be at once  immediately  due and payable and the same may be
collected  forthwith),  (ii) to  foreclose  and enforce  all liens and  security
interests  securing  payment hereof,  and (iii) to exercise any of Payee's other
rights, powers,  recourses and remedies under this Note or any of the other Loan
Documents, or at law or in equity.

     5.   Attorney's  Fees and Costs.  If Payee  retains an  attorney-at-law  in
connection with any Event of Default or at maturity or to collect,  enforce,  or
defend this Note or any part hereof, or any of the other Loan Documents,  in any
lawsuit or in any probate, reorganization, bankruptcy or other proceeding, Maker
agrees to pay all costs and expenses of  collection,  including  but not limited
to, Payee's reasonable attorney's fees, whether or not any legal action shall be
instituted.

     6.   Late Charge.  At the option of Payee,  Maker shall pay a "late charge"
in the amount of five (5%) of any installment on this Note when such installment
is not paid within fifteen (15) days following the date such installment is due,
in order to cover  the  additional  expenses  involved  in  handling  delinquent
payments.

     7.   Default Interest Rate. All past due installments of interest shall, if
permitted by applicable law, bear interest at an annual rate equal to the lesser
of the highest lawful rate  permitted by applicable  law or the Applicable  Rate
plus five percent (5%) per annum. During the existence of any default hereunder,
the entire  unpaid  principal  balance  shall bear  interest at the highest rate
permitted by applicable law, including applicable federal or state laws.

     8.   Governing  Law.  This Note  shall be  governed  by, and  construed  in
accordance with, the laws of the State of Texas,  except to the extent such laws
are  preempted by federal  laws,  in which case,  this Note shall be governed by
such  federal  laws,  as  applied  in the  State  of  Texas.  In the  event  the
enforceability  or validity  of any  provision  of this Note or of any  document
evidencing or securing the  indebtedness  represented by this Note is challenged
or questioned,  such  provision  shall be governed by, and shall be construed in
accordance with, whichever applicable federal or Texas law would uphold or would
enforce such challenged or questioned provision.

     9.   General Interest and Usury Provisions.

     (a)  Savings Clause. It is expressly stipulated and agreed to be the intent
of Maker and Payee at all times to comply strictly with the applicable Texas law
governing  the maximum  rate or amount of interest  payable on the  indebtedness
evidenced by this Note and the Related Indebtedness (as hereinafter defined), or
applicable  United  States  federal law to the extent  that it permits  Payee to
contract for, charge, take, reserve or receive a greater amount of interest than
under Texas law. If the applicable law is ever  judicially  interpreted so as to
render  usurious any amount (i)  contracted  for,  charged,  taken,  reserved or
received  pursuant to this Note,  any of the other Loan  Documents  or any other
communication  or  writing  by  or  between  Maker  and  Payee  related  to  the
transaction or  transactions  that are the subject matter of the Loan Documents,
(ii) contracted for, charged,  taken,  reserved or received by reason of Payee's
exercise  of the  option to  accelerate  the  maturity  of this Note  and/or the
Related Indebtedness, o r (iii) Maker will have paid or Payee will have received
by reason of any  voluntary  prepayment by Maker of this Note and/or the Related
Indebtedness,  then it is Maker's  and Payee's  express  intent that all amounts
charged in excess of the Maximum Lawful Rate shall be automatically canceled, ab
initio,  and all  amounts  in  excess of the  Maximum  Lawful  Rate  theretofore
collected  by Payee  shall be  credited  on the  principal  balance of this Note
and/or the Related  Indebtedness (or, if this Note and all Related  Indebtedness
have  been or  would  thereby  be paid in  full,  refunded  to  Maker),  and the
provisions of this Note and the other Loan Documents shall immediately be deemed
reformed  and  the  amounts  thereafter  collectible  hereunder  and  thereunder
reduced,  without the necessity of the  execution of any new document,  so as to

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comply with the applicable laws, but so as to permit the recovery of the fullest
amount otherwise called for hereunder and thereunder; provided, however, if this
Note has been paid in full before the end of the stated term of this Note,  then
Maker and Payee agree that Payee shall,  with reasonable  promptness after Payee
discovers  or is advised by Maker that  interest  was  received  in an amount in
excess of the Maximum Lawful Rate,  either credit such excess  interest  against
this Note and/or any Related  Indebtedness  then owing by Maker to Payee  and/or
refund such excess  interest to Maker.  Maker hereby  agrees that as a condition
precedent to any claim seeking usury penalties against Payee, Maker will provide
written notice to Payee,  advising Payee in reasonable  detail of the nature and
amount of the  violation,  and Payee shall have sixty (60) days after receipt of
such  notice  in which to  correct  such  usury  violation,  if any,  by  either
refunding  such excess  interest  to Maker or  crediting  such  excess  interest
against this Note and/or the Related  Indebtedness then owing by Maker to Payee.
All sums contracted for, charged,  taken,  reserved or received by Payee for the
use,  forbearance  or  detention  of any debt  evidenced by this Note and/or the
Related  Indebtedness  shall,  to the extent  permitted  by  applicable  law, be
amortized, prorated, allocated or spread, using the actuarial method, throughout
the stated term of this Note and/or the Related Indebtedness  (including any and
all renewal and  extension  periods)  until  payment in full so that the rate or
amount of interest on account of this Note and/or the Related  Indebtedness does
not exceed the Maximum Lawful Rate from time to time in effect and applicable to
this Note and/or the Related Indebtedness for so long as debt is outstanding. In
no event shall the  provisions  of Chapter 346 of the Texas  Finance Code (which
regulates  certain  revolving  credit  loan  accounts  and  revolving   triparty
accounts)   apply  to  this  Note  and/or  any  of  the  Related   Indebtedness.
Notwithstanding anything to the contrary contained herein or in any of the other
Loan  Documents,  it is not the intention of Payee to accelerate the maturity of
any interest that has not accrued at the time of such acceleration or to collect
unearned interest at the time of such acceleration.  The terms and provisions of
this  paragraph  shall  control and  supersede  every  other  term,  covenant or
provision contained herein, in any other Loan Document or in any other agreement
between the Maker and Payee.

     (b)  Ceiling  Election.  To the extent that Payee is relying on Chapter 303
of the Texas  Finance Code to determine  the Maximum  Lawful Rate payable on the
Note and/or any other  portion of the Related  Indebtedness,  Payee will utilize
the weekly  ceiling from time to time in effect as provided in such Chapter 303,
as amended.  To the extent United  States  federal law permits Payee to contract
for,  charge,  take,  receive or reserve a greater amount of interest than under
Texas law,  Payee will rely on United States federal law instead of such Chapter
303 for the purpose of determining the Maximum Lawful Rate. Additionally, to the
extent permitted by applicable law now or hereafter in effect, Payee may, at its
option  and from time to time,  utilize  any other  method of  establishing  the
Maximum  Lawful Rate under such  Chapter 303 or under  other  applicable  law by
giving notice,  if required,  to Maker as provided by such applicable law now or
hereafter in effect.

     (c)  Definitions.

          (i)  As used  herein,  the term  "Maximum  Lawful Rate" shall mean the
     maximum  lawful  rate of interest  which may be  contracted  for,  charged,
     taken, received or reserved by Payee in accordance with the applicable laws
     of the State of Texas  (or  applicable  United  States  federal  law to the
     extent that such law permits Payee to contract for, charge,  take,  receive
     or reserve a greater amount of interest than under Texas law),  taking into
     account all Charges made in connection  with the  transaction  evidenced by
     this Note and the other Loan Documents.

          (ii) As used herein,  the term "Charges" shall mean all fees,  charges
     and/or any other things of value, if any,  contracted for, charged,  taken,
     received or reserved by Payee in connection with the transactions  relating
     to this Note and the other Loan  Documents,  which are  treated as interest
     under applicable law.

          (iii) As used herein, the term "Related  Indebtedness"  shall mean any
     and all indebtedness paid or payable by Maker to Payee pursuant to the Loan
     Documents  or any other  communication  or writing by or between  Maker and
     Payee  related to the  transaction  or  transactions  that are the  subject
     matter of the Loan Documents,  except such indebtedness which has been paid
     or is payable by Maker to Payee under this Note.

     10.  Waiver.  EXCEPT AS SPECIFICALLY  PROVIDED IN THE LOAN DOCUMENTS TO THE
CONTRARY, MAKER AND ANY SURETY, ENDORSER OR GUARANTOR OF THIS NOTE SEVERALLY AND
EXPRESSLY (i) WAIVE AND RELINQUISH  PRESENTMENT FOR PAYMENT,  DEMAND,  NOTICE OF
NONPAYMENT OR NONPERFORMANCE,  PROTEST,  NOTICE OF PROTEST,  NOTICE OF INTENT TO
ACCELERATE, NOTICE OF ACCELERATION,  GRACE, DILIGENCE IN COLLECTING THIS NOTE OR
ENFORCING ANY SECURITY  THEREFOR,  OR ANY OTHER NOTICES OR ANY OTHER ACTION, AND
(ii) CONSENT TO ALL RENEWALS, EXTENSIONS, REARRANGEMENTS AND MODIFICATIONS WHICH
FROM TIME TO TIME MAY BE GRANTED  BY PAYEE  WITHOUT  NOTICE  AND TO ALL  PARTIAL

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PAYMENTS HEREON,  WHETHER BEFORE OR AFTER MATURITY,  WITHOUT PREJUDICE TO PAYEE.
PAYEE SHALL  SIMILARLY HAVE THE RIGHT TO DEAL IN ANY WAY, AT ANY TIME,  WITH ONE
OR MORE OF THE FOREGOING PARTIES WITHOUT NOTICE TO ANY OTHER PARTY, AND TO GRANT
ANY SUCH PARTY ANY  EXTENSIONS OF TIME FOR PAYMENT OF ANY OF SAID  INDEBTEDNESS,
OR TO GRANT ANY OTHER INDULGENCES OR FORBEARANCES WHATSOEVER,  WITHOUT NOTICE TO
ANY OTHER PARTY AND WITHOUT IN ANY WAY AFFECTING  THE PERSONAL  LIABILITY OF ANY
PARTY HEREUNDER. MAKER AND ANY OTHER PARTY LIABLE HEREUNDER WAIVE THEIR RIGHT TO
A TRIAL BY JURY.

     11.  Jurisdiction  and  Venue.  MAKER  HEREBY  IRREVOCABLY  SUBMITS  TO THE
NONEXCLUSIVE  JURISDICTION OF THE STATE AND FEDERAL COURTS OF THE STATE OF TEXAS
AND AGREES AND  CONSENTS  THAT  SERVICE OF PROCESS MAY BE MADE UPON MAKER IN ANY
LEGAL  PROCEEDING  RELATING  TO THIS NOTE BY ANY MEANS  ALLOWED  UNDER  TEXAS OR
FEDERAL LAW. VENUE FOR ANY LEGAL PROCEEDING SHALL BE DALLAS COUNTY, TEXAS.

     12.  Notices. Any notice or demand required hereunder shall be deemed to be
delivered when deposited in the United States mail,  postage prepaid,  certified
mail, return receipt requested, addressed to Maker or Payee, as the case may be,
at the address set out  hereinbelow,  or at such other address as such party may
hereafter deliver in accordance herewith. Any other method of delivery or demand
shall be effective only when actually received by the recipient thereof.  If and
when included within the term "Maker" or "Payee" there are more than one person,
all shall  jointly  arrange  among  themselves  for their  joint  execution  and
delivery  o f a notice  to the other  specifying  some  person at some  specific
address for the receipt of all notices,  demands,  payments or other  documents.
All persons included within the terms "Maker" or "Payee," respectively, shall be
bound by notices,  demands,  payments and documents given in accordance with the
provisions  of this  paragraph to the same extent as if each had  received  such
notice, demand, payment or document.

     13.  Successors and Assigns. This Note and all the covenants,  promises and
agreements contained herein shall be binding upon and shall inure to the benefit
of Maker and Payee, and their respective successors and assigns.

     14.  Time is of the  Essence.  Time is of the essence  with  respect to all
provisions of this Note and the other Loan Documents.

     15.  Joint and Several Liability. Should this Note be signed or endorsed by
more than one person and/or  entity,  all of the  obligations  herein  contained
shall be considered the joint and several obligations of each maker and endorser
hereof.

     16.  Termination.  This Note may not be  terminated  orally,  but only by a
discharge in writing signed by Payee at the time such discharge is sought.

     17.  Balloon Feature. THIS NOTE PROVIDES FOR A BALLOON PAYMENT AT MATURITY.
MAKER  ACKNOWLEDGES  THAT NO AGREEMENT OR COMMITMENT EXISTS FOR ANY EXTENSION OR
REFINANCING OF THE BALANCE  REMAINING AT THE STATED MATURITY  HEREOF,  AND MAKER
WILL, THEREFORE,  BE REQUIRED TO MAKE PAYMENT OUT OF OTHER ASSETS THAT MAKER MAY
OWN OR YOU WILL HAVE TO FIND A LENDER, WHICH MAY BE PAYEE, WILLING TO LEND MAKER
THE MONEY.  IF MAKER  REFINANCES  THIS LOAN AT MATURITY,  MAKER WILL HAVE TO PAY
SOME OR ALL OF THE CLOSING  COSTS  NORMALLY  ASSOCIATED  WITH A NEW LOAN EVEN IF
MAKER OBTAINS REFINANCING FROM PAYEE.

     IN WITNESS WHEREOF,  Maker,  intending to be legally bound hereby, has duly
executed this Note as of the day and year first written above.

MAKER:

ENVIROCLEAN MANAGEMENT SERVICES, INC., a
Texas corporation
By:   /s/ Matthew H. Fleeger
     -----------------------------
     Matthew H. Fleeger, President