EXHIBIT 10.7

                 TRIAD INNOVATIONS, INC./STANCIL & CO. AGREEMENT


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                                  STANCIL & CO.
                                 STEMMONS PLACE
                              2777 STEMMONS FREEWAY
                                   SUITE 1046
                               DALLAS, TEXAS 75207

Steven D. Graybill                                   Telephone: (214) 688-0255
                                                     Fax: (214) 688-0260

                                  June 10, 1999


PERSONAL AND CONFIDENTIAL

Mr. James B. Laporte
Triad Innovations, Inc.
120 South Denton Tap Road
Suite 450 c-I 13
Coppell, Texas 75019

RE:      Triad Marketing and Equity Placement

Dear Mr. Laporte:

         This agreement (the  "Agreement") is entered into this 10th day of June
1999,  BETWEEN TRIAD  INNOVATIONS,  INC. ("Triad") and Stancil & Co. ("Stancil")
which may be referred to  individually as (the "Party") or collectively as ("The
Parties").

         WHEREAS, TRIAD has developed centrifuge and compression technology (the
"Technology"); and

         WHEREAS, TRIAD plans to market the Technology in various industries,
including the petroleum and chemical industries; and

         WHEREAS,  TRIAD  requires  a  consulting  firm to  provide  independent
verification of the Technology,  oversee future  development,  and assist in the
marketing of the Technology; and

         WHEREAS,  Stancil is a consulting  firm with  knowledge  of  refineries
chemical  plants,  natural gas  processing,  etc.  and has been  involved in the
equity placement for a number of companies;

         Now, therefore in consideration of the mutual promises herein contained
and other good and valuable considerations, The Parties hereby agree as follows:


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Mr. James B. Laporte
June 10, 1999
Page 2


SECTION 1. RELATIONSHIP AMONG PARTIES

         Effective  June 10,  1999  Stancil  is  retained  by TRIAD  to  provide
engineering,  consulting  and  marketing  services  as  directed by TRIAD and to
provide introductions to potential investors.

SECTION 2. FOCUS OF RELATIONSHIP

         The Parties will  mutually  cooperate to market the  Technology  to the
petroleum and chemical industries and to facilitate financing  transactions with
TRIAD.  Stancil will develop an  information  memorandum for TRIAD to be used in
obtaining  additional  funding.  Stancil  will review the work and  contracts of
TRIAD and perform additional due diligence as necessary.

SECTION 3. TRIAD RESPONSIBILITIES

         TRIAD will provide Stancil with full disclosure of the patents, working
documents,  preliminary business plans, contracts, etc, necessary for Stancil to
prepare the  Information  Memorandum.  TRIAD will also  perform  the  following
functions:

*           Continue to develop the Technology and complete corresponding patent
            applications

*           Fund engineering required for Technology development

*           Provide legal assistance necessary to structure and complete any
            agreements

*           Participate in the negotiations with the selected equity investors

*           Compensate Stancil in accordance with the terms of Section 6.

SECTION 4. STANCIL'S RESPONSIBILITIES

         Stancil shall assist TRIAD as follows:

         1)   Provide verification of the Technology and technical services for
development of the Technology.

         2)   Develop an Information Memorandum as defined in Attachment A



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Mr. James B. Laporte
June 10, 1999
Page 3

         3) Assist TRIAD with  marketing  of the  Technology  to  petroleum  and
chemical  companies as designated by TRIAD  management and assist in negotiating
contracts for marketing the Technology.

         4) Establish contacts with investors according to procedures  specified
in Section 5 and exclusively assist TRIAD in negotiations with Stancil Investors
(Investor Contacting").

         For the purpose of this Agreement, the professional services related to
items  1),  2),  and 3) above  shall be  referred  to as  "Base  Services.'  The
professional  fees and expenses related to "Base Services" shall total $100,000.
The professional fees shall be determined based on modified hourly rates of $225
for all  consultants  and $110 for analysts.  Expenses such as travel,  lodging,
document  reproduction,  and  telephone  will be included at cost.  Stancil will
provide TRIAD with an  accounting of fees and expenses  related to Base Services
on a monthly basis.

SECTION 5. INVESTOR CONTACTING

         Stancil  shall use its best  efforts  to  solicit  potential  investors
exclusive  of  potential   investors   already   identified  by  TRIAD  ("TRIAD
INVESTORS").  TRIAD shall  provide an initial list of TRIAD  Investors.  Stancil
shall follow the procedures  below regarding  contacts with potential  investors
exclusive of TRIAD investors ("Stancil Investors").

         1)  Stancil  shall provide   TRIAD in  writing  the names of  potential
investors Stancil wishes to approach, in advance of approaching such buyers. If
TRIAD  does not want  Stancil  to  approach a named  investor,  it shall  notify
Stancil in writing  within two business days and such  potential  investor shall
not be considered a Stancil Investor.

         2) Stancil  shall  coordinate  with TRIAD with respect to approaches or
presentations to and discussions with Stancil Investors.

         3) Stancil shall keep TRIAD informed of all discussions  with potential
investors.


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Mr. James B. Laporte
June 10, 1999
Page 4


SECTION 6. COMPENSATION

         TRIAD shall compensate Stancil as follows:

         1) For providing the base  services,  Stancil will receive common stock
in TRIAD equal to 300,000 shares of TRIAD publicly  traded stock (OTC BB: TRDI).
The 300,000 shares of stock will be provided upon Stancil's  delivery of a draft
copy of the Information Memorandum.

         The 300,000  shares of TRIAD stock shall be designated to the following
Stancil consultants:

                  Steven D. Graybill        75,000 Shares
                  W. Ray Stancil            75,000 Shares
                  Ralph A. Schmidt          75,000 Shares
                  C. Alan Stevens           75,000 Shares

         The Parties understand that the Stancil  consultants will be restricted
from selling the stock for one year following receipt of such stock.

         2)  Each  of  the  four  Stancil  consultants  shall  also  receive  in
conjunction  with the  shares  issued in 1) above an option to  purchase  75,000
additional  shares of common stock  (300,000  additional  combined  shares) at a
price of $2.00 per share with such option  expiring on June 10, 2002. The option
price per share shall be adjusted for any stock splits.

         3) For services  related to Investor  Contacting,  Stancil shall earn a
Success Fee in an amount equal to 5.0 percent of the  respective  investment  in
TRIAD received from any Stancil Investor. Any Success Fee is contingent upon and
will be payable at closing of the investment transaction. If there is a deferred
payment  element to the  investment,  Stancil shall be paid on the same deferred
basis.

         4) For any other  assistance  or  services  requested  by TRIAD  beyond
Stancil's responsibilities specified in Section 4, TRIAD will compensate Stancil
by paying Stancil's current hourly billing rate plus reimbursement of expenses.


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James B. Laporte
June 10,1999
Page 5


         Stancil's  current  hourly  billing rate is $300 for Ray Stancil,  Alan
Stevens, and Ralph Schmidt; $225 for other consultants; and $110 for analysts.

SECTION 7. TERM

         The term of this Agreement shall be for one year.  Should an investment
transaction  be  consummated  by a  Stancil  Investor  within  two  years of the
termination of this Agreement,  Stancil shall be entitled to the net Success Fee
described above.

SECTION 8. CONFIDENTIALITY

         TRIAD and Stancil  acknowledge  that during the term of this Agreement,
the Parties may obtain access to certain  confidential and proprietary  business
information  of each Party and agree to maintain   the  confidentiality of  such
information.   To  this end,  Stancil   previously   signed  a  TRIAD  specific
Confidentiality  Agreement relative to the Technology.  Upon termination of this
Agreement,  any  confidential  or  proprietary  information in the possession of
either Party shall be returned to the appropriate Party.

         The terms of the previously executed specific Confidentiality Agreement
shall not be superceded by this Agreement. Should any terms be in conflict, then
the Confidentiality Agreement shall govern.

SECTION 9. INDEMNIFICATION

         TRIAD  and  Stencil  mutually  agree  to  indemnify,  defend,  and hold
harmless  each  Party  from  and  against  all  damages,  losses,   liabilities,
obligations,  costs and  expenses,  and any and all  claims,  demands  or suits,
arising from or relating to each  Party's  performance  during the  operation of
this Agreement.

SECTION 10. GENERAL PROVISIONS

         a)   Law Governing. This Agreement shall be governed by and construed
in accordance with the laws of the State of Texas.

         b) Notices.  Any notices to be given  hereunder  by either Party to the
other shall be in writing and shall be given  either by personal  delivery or by
mail,  registered or  certified,  postage  prepaid,  return  receipt  requested,
addressed  to the other Party at the address  set forth below the  signature  of
such  Party,  or at such other  address as such Party may  hereafter  specify in
writing, in the manner provided herein.


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Mr. James B. Laporte
June 10, 1999
Page 6


         C) ENTIRE AGREEMENT. This Agreement sets forth the entire understanding
of the Parties and supersedes all prior  agreements or  understandings,  whether
written  or  oral,  with  respect  to  the  subject  matter  hereof.  No  terms,
conditions, or warranties,  other than those contained herein, and no amendments
or  modifications  hereto shall be binding  unless made in writing and signed by
the Parties hereto.

         D) BINDING  EFFECT.  This Agreement shall extend to and be binding upon
and  inure  to  the   benefit   or  the   Parties   hereto,   their   respective
representatives,  successors,  and  permitted  assigns.  No Party may assign its
rights or obligations  hereunder  without the prior written consent of the other
Party hereto.

         E)  WAIVER.  The  waiver  by  either  Party of a breach  of any term of
provision of this Agreement shalt not operate or be construed as a waiver of any
subsequent  breach of the same  provision  or of the breach of any other term or
provision of this Agreement.

         F)  COUNTERPARTS.  This  Agreement  may be  executed  in  two  or  more
counterparts,  each of which shall be deemed an original,  which  together shall
constitute one and the same instrument.

         IN WITNESS  WHEREOF,  TRIAD and Stancil have executed this Agreement as
of this 10th day of June 1999.

                                            Very truly yours,
                                            STANCIL & CO

                                            /S/C. ALAN STEVENS
                                            C. Alan Stevens, Vice President

                                            /S/STEVEN D. GRAYBILL
                                            Steven D. Graybill, Vice President

Triad Innovations, Inc.
BY:/S/JAMES B. LA PORTE
James B. Laporte
President


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                                  ATTACHMENT A

                      TRIAD MARKETING AND EQUITY PLACEMENT

                             INFORMATION MEMORANDUM


Stancil proposes to develop an Information Memorandum to assist Triad in funding
the  development of the Technology.  The Information  Memorandum is envisaged to
address the following areas.

         *    Introduction

         *    Summary/Proposal to Equity Investors

         *    Description of Triad Centrifuge Separation Technology

         *    Assessment of Market Potential
                  *        Potential Applications
                  *        Technical and Economic Issues
                  *        Potential Economic Value

         *    Triad Innovations Business Plan

                  *        Separation Technology Marketing and Development Plan
                  *        Development Budget
                  *        Proposed Equity Financing
                  *        Pro Forma

The  Information  Memorandum  will focus  primarily  on the  Triad's  centrifuge
separation  technology but may also describe Triad's  compressor  technology and
related development opportunity.