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                                                                    EXHIBIT 10.3

                              EMPLOYMENT AGREEMENT

THIS AGREEMENT MADE as of the 1st day of January, 2003.

BETWEEN

                  STANTEC INC.
                  a corporation incorporated under the laws of Canada
                  ("STN")

                                     - and -

                  ANTHONY P. FRANCESCHINI
                  of the City of Edmonton, in the Province of Alberta
                  (the "Executive")

      WHEREAS the Executive has represented that he has professional engineering
and management skills relevant to STN's business; and

      WHEREAS STN desires to employ the Executive, and the Executive desires to
accept such employment upon the terms and conditions hereinafter set forth;

      NOW THEREFORE THIS AGREEMENT WITNESSETH that in consideration of the
mutual covenants herein contained, the parties agree as follows:

1.    EMPLOYMENT

1.1   EMPLOYMENT SERVICES

      STN hereby employs the Executive to perform the services described in
      Schedule "A" hereto and the Executive hereby accepts such employment by
      STN on the terms and conditions as herein provided, unless the parties
      hereto agree otherwise.

1.2   GENERAL DUTIES AND OBLIGATIONS OF EXECUTIVE

      The Executive:

      a)    Shall provide his full-time services to STN, and undertake such
            assignments as STN may designate, in accordance with STN's policies
            and procedures in effect from time to time;

      b)    During such time as the Executive's full-time services are made
            available to STN as aforesaid:

            (i)   the Executive agrees that he will devote his time, energy and
                  ability to the furtherance of the business success of STN; and

            (ii)  the Executive will not, without the prior approval of STN,
                  carry on or perform any professional or technical services for
                  his own private advantage, and

      c)    shall use his best efforts to promote the success of the business
            now or hereafter conducted by STN.

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1.3   TERM OF EMPLOYMENT

      Subject to Section 3.1 hereof, the employment of the Executive by STN on
      the terms and conditions set out in this Agreement shall commence on
      January 1, 2003 and shall continue in full force until December 31, 2008
      unless, prior to such date, this agreement is modified by mutual written
      agreement between the Executive and STN or terminated by either party in
      accordance with the terms hereof.

1.4   CHANGE OF EMPLOYER

      The Executive covenants and agrees that in the event the Executive is
      employed at some later date by any of STN's subsidiary or affiliated
      companies (the "NEW EMPLOYER"), this Agreement is still in full force and
      effect, and shall be deemed to apply to the New Employer in the same
      manner and to the same extent as if the New Employer had signed this
      Agreement.

2.    REMUNERATION OF EXECUTIVE

2.1   REMUNERATION

      In consideration of the Executive providing the services described herein,
      STN shall cause to be paid to the Executive an amount determined and
      payable in accordance with Schedule "B" hereto.

2.2   OPTIONS

      Subject to Section 3.7, the Executive shall be granted options to purchase
      STN Common Shares as described on Schedule "C" hereto.

2.3   TRAVEL AND OTHER EXPENSES

      STN agrees to reimburse the Executive for travel and entertainment
      expenses actually and properly incurred by the Executive in the course of
      performing his services hereunder, such payment to be made within fourteen
      days of the Executive furnishing STN with reasonable supporting statements
      and vouchers in a form and manner acceptable to STN, acting reasonably

2.4   VACATION

      The Executive shall be entitled to take four weeks annual paid vacation,
      in accordance with STN policies in effect from time to time.

2.5   BENEFITS

      The Executive shall be entitled to receive benefits offered by STN to its
      Canadian employees as modified from time to time and as currently
      described on Stan Net.

3.    TERMINATION

3.1   TERMINATION BY STN WITH CAUSE

      STN may terminate the employment of the Executive for cause at any time
      and without notice and without any payment of any remuneration to him
      whatsoever save and except for annual Base Salary and Annual Bonus
      actually earned to the date of such termination, calculated in accordance
      with the provisions of Schedule "B" attached hereto.


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3.2   TERMINATION BY STN WITHOUT CAUSE

      Subject to Sections 3.3, 3.5 and 3.6 hereof, if STN terminates the
      employment of the Executive for any reason other than cause at any time
      during the term of this Agreement:

      a)    STN shall cause to be paid to the Executive the annual Base Salary
            and Annual Bonus actually earned by the Executive to the date of
            termination together with a lump sum amount of $750,000, such lump
            sum payment to be paid on the date of such termination in lieu of
            all future payments for Base Salary, benefits and Annual Bonus, and

      b)    The Executive shall be entitled to exercise all options vested to
            date together with all options which would otherwise have vested in
            the calendar year of termination.

3.3   TERMINATION ON DEATH OF EXECUTIVE

      The employment of the Executive shall be automatically terminated on death
      whereupon STN shall cause to be paid to the executor of his estate the
      annual Base Salary and Annual Bonus actually earned by the Executive to
      the date of death.

3.4   TERMINATION BY EXECUTIVE BY REASON OF CHANGE OF CONTROL OF STN

      a)    In this Agreement, a change of control is deemed to have taken place
            if any one of the following occur after the effective date hereof:

            (i)   a third person, including a person, firm, syndicate, group or
                  corporation, becomes the beneficial owner, directly or
                  indirectly, of shares of STN carrying more than 50% of the
                  total number of votes that may be cast for the election of
                  directors of STN; or

            (ii)  a third person, including a person, firm, syndicate, group or
                  corporation, becomes the beneficial owner, directly or
                  indirectly, of shares of STN carrying more than 30% of the
                  total number of votes that may be cast for the election of
                  directors of STN and when nominees of the said 30% holder are
                  elected as a majority of the STN Board of Directors.

      b)    If during the term of this Agreement, there occurs a change of
            control of STN, the Executive shall, in his sole discretion and at
            any time within the six month period immediately following the date
            of such change of control, be entitled to terminate this Agreement
            and STN shall cause to be paid to the Executive the annual Base
            Salary and Annual Bonus actually earned by the Executive to the date
            of termination together with a lump sum of $750,000, such lump sum
            payment to be paid on the date of such termination in lieu of all
            future payments for Base Salary, benefits and Annual Bonus.

3.5   TERMINATION BY EXECUTIVE

      Subject to Section 3.4, the Executive may terminate this agreement for any
      reason by giving STN a written notice of his intention to terminate this
      Agreement. The effective date of termination of this Agreement shall be
      the later of the date set out in the written notice as the termination
      date, or eight weeks after the date the Executive gives STN the written
      notice, provided however, that in either case STN shall cause to be paid
      annual Base Salary and Annual Bonus actually earned by the Executive to
      the date of such termination.



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3.6   TERMINATION ON PERMANENT INCAPACITY OF EXECUTIVE

      The employment of the Executive shall be terminated if the Executive is
      unable by any reason of illness, disease, mental or physical disability or
      incapacity, or otherwise, to perform his services hereunder for a period
      of 180 days (whether or not consecutive) during any twelve month period,
      whereupon STN shall cause to be paid annual Base Salary and Annual Bonus
      actually earned by the Executive to the date of termination. Nothing
      herein, however, shall disentitle the Executive from any rights or
      entitlements to which the Executive may be entitled pursuant to the
      company benefits programs in the event that such permanent incapacity
      occurs.

3.7   EXECUTIVE'S OPTION RIGHTS

      The Executive and STN agree that the rights of the Executive to exercise
      options to purchase securities of STN are contained in a separate
      agreement and any limitation on the Executive's rights to exercise options
      by reason of termination are contained in such separate agreement and not
      in this Agreement.

4.    EXECUTIVE'S OBLIGATIONS

4.1   CONFIDENTIALITY

      The Executive covenants and agrees with STN that he will not, during his
      employment or at any time hereafter, disclose any confidential information
      concerning the business or businesses now or hereafter conducted by STN
      including information relating to pricing policies, marketing schemes and
      sales, distribution and client lists of such business or businesses to any
      person, except in the ordinary course of his employment with STN, nor
      shall he use the same for any purpose other than with respect to the
      business or businesses now or hereafter conducted by STN.

4.2   NON-COMPETITION

      The Executive acknowledges and agrees that in the performance of his
      duties he will necessarily acquire detailed knowledge of the business and
      affairs of STN and that STN will suffer harm in the event that such
      confidential information is disclosed to its competitors or in the event
      that the Executive uses such confidential information for any purpose
      other than the performance of his duties as an employee of STN. Therefore,
      the Executive covenants and agrees that for a period of two (2) years
      following termination of the Executive's employment with STN under this
      Agreement, he will not directly or indirectly as an owner, employee,
      servant, consultant, contractor, agent or otherwise, engage in business or
      otherwise provide services in competition with STN in the Provinces of
      Alberta, British Columbia, Manitoba, Saskatchewan or Ontario.

      The foregoing restrictions also apply to other geographic areas, including
      international areas, for work in the following categories:

      a)    work being done or started by STN or any of its affiliated or
            subsidiary companies;


      b)    work for which a previous report or proposal has been prepared or
            submitted by STN or any of its affiliated or subsidiary companies
            within two (2) years prior to the termination of this Agreement; and

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      c)    work for which promotional efforts by STN or any of its affiliated
            or subsidiary companies, or any one in their employ, had occurred
            during the period of two (2) years prior to the termination of this
            Agreement.

      The Executive has read and understood the provisions of this Section 4.2,
      agrees with the restrictions set forth herein and agrees that the time
      period and geographic location restrictions are fair, reasonable and
      legitimately necessary for the protection of STN's interests. In the event
      a Court of competent jurisdiction declares the time period or geographic
      location restrictions to be unreasonable, the Executive and STN covenant
      and agree that the time period restriction shall be reduced to one (1)
      year and the geographic location restriction be limited to the Provinces
      of Alberta and Ontario. In the further event that a court of competent
      jurisdiction declares the reduced time period or geographic location
      restrictions to be unreasonable, the Executive and STN covenant and agree
      that the time period restriction shall be further reduced to six (6)
      months and the geographic location restriction be further limited to the
      Province of Alberta.

4.3   NON-SOLICITATION OF EMPLOYEES AND CLIENTS

      The Executive acknowledges and agrees that during the continuance of his
      employment and for a period of two (2) years thereafter, he will not, for
      his own private advantage, or for the advantage of any third party:

      a)    hire any employee of STN or its affiliates or subsidiaries, or
            induce or attempt to induce any employee of STN or its affiliates or
            subsidiaries to leave their employment with STN; nor

      b)    contact, solicit, sell, serve, divert or receive any business to or
            from any of the clients of STN or its affiliates or subsidiaries.

4.4   EXCEPTION FOR TERMINATION WITHOUT CAUSE

      In the event of the termination of this Agreement by STN without cause,
      the provisions of Sections 4.2 and 4.3 shall be limited to one (1) year
      (or such lesser period if applicable, as set out in Section 4.2 above).

4.5   STN INFORMATION

      All notes, records, working papers, files, research material, literature,
      drawings, computer software and other proprietary information ("STN's
      Information") accumulated or developed by the Executive in connection with
      his assignments at STN and any technological concepts or devices resulting
      therefrom, whether patentable or otherwise, are considered the property of
      STN and the Executive may not copy, secure, transmit, keep, store, gain
      from, sell or use STN's Information or property for any purposes other
      than in undertaking assignments at STN. To the extent necessary, the
      Executive covenants and agrees to execute and deliver to STN, or such of
      its subsidiaries or affiliates as STN directs, such documents or
      instruments as may be necessary to assign any of the rights or interests
      described in this section that are developed by the Executive.

4.6   STANTEC POLICIES

      The Executive agrees to comply with all policies and practices established
      by STN and communicated to the Executive from time to time. In the event
      of a conflict between

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      such policies and practices and this Agreement, the terms of this
      Agreement shall prevail.

5.    INTERPRETATION

5.1   CURRENCY

      Unless otherwise indicated, all dollar amounts referred to in this
      Agreement are expressed in Canadian funds.

5.2   SECTIONS AND HEADINGS

      The division of this Agreement into Articles and Sections and the
      insertion of headings are for convenience of reference only and shall not
      affect the interpretation of this Agreement. Unless otherwise indicated,
      any reference in this Agreement to an Article, Section or a Schedule
      refers to the specified Article, Section or Schedule to this Agreement.

5.3   NUMBER, GENDER AND PERSONS

      In this Agreement, words importing the singular number only shall include
      the plural and vice versa, words importing gender shall include all
      genders and words importing persons shall include individuals,
      corporations, partnerships, associations, trusts, incorporated
      organizations, governmental bodies and other legal or business entities.

5.4   ENTIRE AGREEMENT

      Effective January 1, 2003, this Agreement constitutes the entire agreement
      between the parties with respect to the subject matter hereof and
      supersedes all prior agreements (including the agreement between STN and
      the Executive dated April 1, 1998), understandings, negotiations and
      discussions, whether written or oral. There are no conditions, covenants,
      agreements, representations, warranties or other provisions, express or
      implied, collateral, statutory or otherwise, relating to the subject
      matter hereof except as herein provided.

5.5   TIME OF ESSENCE

      Time shall be of the essence of this Agreement.

5.6   SEVERABILITY

      If any provision of this Agreement is determined by a court of competent
      jurisdiction to be invalid, illegal or unenforceable in any respect, such
      determination shall not impair or affect the validity, legality or
      enforceability of the remaining provisions hereof, and each provision is
      hereby declared to be separate, severable and distinct.

5.7   APPLICABLE LAW

      This Agreement shall be governed by and construed in accordance with the
      laws of the Province of Alberta and the federal laws of Canada applicable
      therein, and each party hereby irrevocably and unconditionally submits to
      the exclusive jurisdiction of the courts of Alberta and all courts
      competent to hear appeals therefrom.

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5.8   SUCCESSORS AND ASSIGNS

      This Agreement shall enure to the benefit of and be shall binding on and
      enforceable by the parties and, where the context so permits, their
      respective heirs, legal representatives, successors and permitted assigns.
      The Executive may not assign any of his rights or obligations hereunder
      without the prior written consent of STANTEC.

5.9   AMENDMENT AND WAIVERS

      No amendment or waiver of any provision of this Agreement shall be binding
      on any party unless consented to in writing by such party. No waiver of
      any provision of this Agreement shall constitute a waiver of any other
      provision, nor shall any waiver constitute a continuing waiver unless
      otherwise expressly provided.

5.10  NOTICE

      a)    Any notice or other written communication required or permitted
            hereunder shall be in writing and:

            (i)   delivered personally to the party or, if the party is a
                  corporation, to an officer of the party to whom it is
                  directed;

            (ii)  sent by registered mail, postage prepaid, return receipt
                  requested (provided that such notice or other written
                  communication shall not be forwarded by mail if on the date of
                  mailing the party sending such communication knows or ought
                  reasonably to know of any difficulties with the postal system
                  which might affect the delivery of mail, including the
                  existence of an actual or imminent postal service disruption
                  in the city from which such communication is to be mailed or
                  in which the address of the recipient is found); or

            (iii) sent by facsimile, confirmation of delivery requested.

      b)    All such notices shall be addressed to the party to whom it is
            directed at the following address:

            (i)   If to the Executive:    427 Osborne Crescent
                                          Edmonton AB T6R 2C3
                                          Fax No. (780) 988-4800

            (ii)  If to STN:              Attention: Chairman of the Board
                                          #200 10160 112 Street
                                          Edmonton AB  T5K 2L6
                                          Fax No. (780) 917-7330

      c)    Any party may at any time change its address hereunder by giving
            notice of such change of address to the other party or parties in
            the manner specified in this section. Any such notice or other
            written communication shall, if mailed or given by facsimile, be
            effective on the day it is first attempted to be delivered to such
            party at such address (whether or not such delivery takes place),
            and if given by personal delivery, shall be effective on the day of
            actual delivery.


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5.11  FURTHER ASSURANCE

      Each of the parties shall execute and deliver all such further documents
      and do such further acts and things as may be reasonably required from
      time to time to give effect to this agreement.

5.12  EXECUTION

      This Agreement may be executed in several counterparts, each of which,
      when so executed, shall be deemed to be an original, and such counterparts
      together shall constitute one and the same instrument.

5.13  LEGAL ADVICE

      The Executive hereby represents and warrants to STN and acknowledges and
      agrees that he had the opportunity to seek and was not prevented nor
      discouraged by STN from seeking independent legal advice prior to the
      execution and delivery of this Agreement and that, in the event that he
      did not avail himself of that opportunity prior to signing this Agreement,
      he did so voluntarily without any undue pressure and agrees that his
      failure to obtain independent legal advice shall not be used by him as a
      defence to the enforcement of his obligations under this Agreement.

      IN WITNESS WHEREOF the parties have executed this Agreement on __________
      ___________with effect as of the date first above written.

                                          STANTEC CONSULTING LTD.

                                          Per: /s/ Ronald P. Triffo
                                               ---------------------------------
                                               Ronald P. Triffo, Chairman

SIGNED, SEALED AND DELIVERED          )
in the presence of:                   )
                                      )
/s/ Eva Adler                         )        /s/ Anthony P. Franceschini
--------------------------------      )        ---------------------------------
Witness                               )        Anthony P. Franceschini

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                                  SCHEDULE "A"

EMPLOYMENT SERVICES

The Executive shall serve as President and Chief Executive Officer of the
Corporation and, as such, shall perform services commensurate with such
position.

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                                  SCHEDULE "B"

REMUNERATION

1.    STN shall cause to be paid to the Executive as his remuneration an amount
      equal to the aggregate of the following amounts:

            a.    an annual base salary (the "Base Salary") of $375,000; and

            b.    an "Annual Bonus" equal to 1.5% of annual income of STN before
                  employee performance bonuses, executive bonuses and taxes.

PAYMENT DATES

1.    The Base Salary shall be paid on a bi-weekly basis.

2.    The Annual Bonus payable to the Executive by STN in respect of any fiscal
      year of STN shall be payable annually not later than 180 days after the
      end of each fiscal year.

3.    Any Annual Bonus unpaid when due shall accrue interest at a rate of CIBC
      Prime plus 2% until paid.

4.    In the event that the employment of the Executive is terminated at a date
      other than at the end of STN's fiscal year, the Annual Bonus earned by the
      executive in the year of termination shall be equal to the product of the
      full-year Annual Bonus that would otherwise have been payable to the
      Executive for the year in which the termination occurs, multiplied by a
      factor of the number of days in the year prior to the date of termination
      divided by three hundred and sixty-five (365).

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                                  SCHEDULE "C"

SHARE OPTIONS

Pursuant to Section 2.2 of the Agreement, the Executive shall be granted options
as follows:

<TABLE>
<CAPTION>
NUMBER OF OPTIONS                 STRIKE PRICE              VESTING DATE     EXPIRY DATE
------------------------  ------------------------------  ---------------  ---------------
<S>                       <C>                             <C>              <C>
30,000 issued January 3,  STN price at close of market    January 3, 2004  January 3, 2010
2003                      on January 2, 2003

30,000 issued January 3,  STN price at close of market    January 3, 2005  January 3, 2011
2003                      on January 2, 2003 plus two
                          dollars and seventy-five cents

30,000 issued January 3,  STN price at close of market    January 3, 2006  January 3, 2012
2003                      on January 2, 2003 plus five
                          dollars and fifty cents

30,000 issued January 3,  STN price at close of market    January 3, 2007  January 3, 2013
2003                      on January 2, 2003 plus eight
                          dollars and twenty-five cents

30,000 issued January 3,  STN price at close of market    January 3, 2008  January 3, 2013
2003                      on January 2, 2003 plus eleven
                          dollars
</TABLE>

The options shall be issued in accordance with the provisions of the Stantec
ESOP, a copy of which has previously been delivered to the Executive, provided
that:

      a)    all such options shall be issued and vest immediately in the event
            of a change of control of STN as defined in Section 3.4 of this
            Agreement; and

      b)    in the event of the Executive's death or the termination of his
            employment by the Corporation other than for cause prior to the
            exercise of these options:

                  i.    all such options which have vested on or before the date
                        of the Executive's death or the termination of his
                        employment shall not terminate or cease to exist and may
                        be exercised at any time prior to their expiry date by
                        the Executive or his legal representative as applicable;
                        and

                  ii.   all such options which have not vested on or before the
                        date of the Executive's death or the termination of his
                        employment shall terminate and cease to exist.

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