EXHIBIT 10.1
                                                                    ------------

                                LETTER OF INTENT
                                ----------------

Date:    31 August 2001

To:      JLM International Inc.
         8675 Hidden River Parkway
         Tampa, FL  33637
         U.S.A.
         (the "Vendor")

Dear Sirs:

We, CHAN KWOK WENG (Singapore NRIC no. S1158405E), KWONG HWAI MING (Singapore
NRIC no. S2506588C) and RUSLI GUNAWAN (Indonesian Passport no. K656212)
(hereinafter called the "Purchasers", which expression shall, unless the context
otherwise requires, include any one of them), propose to purchase all the
Vendor's 440,000 fully-paid up ordinary shares of S$1.00 each (the "Shares") in
JLM CHEMICALS ASIA PTE LTD (the "Company") for the sum of US$1,700,000 (the
"Price") on the following terms and conditions:

         1.       SHARE SALE AGREEMENT

         1.1      As soon as practicable but in any case no later than seven
                  days after the date of this Letter of Intent (or such later
                  date as the parties may agree upon), the Purchasers and the
                  Vendor shall enter into a formal agreement for the sale and
                  purchase of the Shares (the "Share Sale Agreement").

         1.2      As soon as practicable after it has received from the
                  Purchasers the instrument or instruments of transfer of the
                  Shares to the Purchasers in such proportions as the Purchasers
                  may stipulate (the "Transfers", which shall be prepared by and
                  at the cost of the Purchasers), the Vendor shall deliver the
                  duly signed Transfers and the share certificate(s) relating to
                  the Shares to their solicitors, M/s Wong Thomas & Leong, who
                  shall hold them in escrow pending completion of the Share Sale
                  Agreement.

         1.3      Within three business days after the Purchasers or their
                  solicitors have received notice that the Transfers and the
                  share certificate(s) have been delivered to and are being held
                  by the Vendor's solicitors in accordance with paragraph 1.2
                  above, the Purchasers shall pay the Price to the Purchasers'
                  solicitors, M/s Wee Tay & Lim, who shall hold it as
                  stakeholders pending completion of the Share Sale Agreement.
                  The Purchasers' solicitors shall immediately after they have
                  received payment of the Price in accordance with this
                  paragraph 1.3, notify the Vendor's solicitors that the Price
                  has been paid to and is being held by them in accordance with
                  this paragraph 1.3.

         1.4      The Share Sale Agreement shall contain the terms and
                  conditions set out in this Letter of Intent and such other
                  terms and conditions (not being inconsistent with the terms
                  and conditions set out herein) as may be agreed upon between
                  the Vendor and the Purchasers acting in good faith.


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         3.       COMPLETION OF SHARE SALE AGREEMENT

         3.1      The Share Sale Agreement shall be completed at the offices of
                  the Company on or before 1 October 2001 but if either party is
                  not ready to complete by that date and has advised the other
                  party of that fact in writing at least seven days before that
                  day, then completion shall take place on or before 31 October
                  2001.

         3.2      On completion:

                  3.2:1    the Purchasers shall deliver or cause to be delivered
                           to the Vendor:

                                    (a)      in respect of each Third Party
                                             Liability (as defined in paragraph
                                             3.3 hereof), a duly signed or
                                             executed discharge in form and
                                             substance previously approved by
                                             the Vendor (whose approval shall
                                             not be unreasonably withheld) or
                                             other satisfactory evidence of
                                             discharge;

                                    (b)      satisfactory evidence that the name
                                             of the Company has been changed so
                                             that the initials "JLM" no longer
                                             form part of the name of the
                                             Company;

                                    (c)      a personal guarantee (in form and
                                             substance acceptable to the
                                             respective parties to whom it is
                                             intended to secure) duly executed
                                             by RUSLI GUNAWAN for securing the
                                             due payment of the Inter-company
                                             Debts (as defined in paragraph 4.4
                                             hereof);

                  3.2:2    the Vendor shall deliver or cause to be delivered to
                           the Purchaser:

                                    (a)      the resignations of SEAN DAMON
                                             MACDONALD and JOHN LYNAM MACDONALD
                                             from their offices as directors of
                                             the Company, with a written
                                             acknowledgement from them, executed
                                             as a deed, that they have no claim
                                             against the Company on any grounds
                                             whatsoever;

                                    (b)      such form or forms signed by SEAN
                                             DAMON MACDONALD and JOHN LYNAM
                                             MACDONALD as may be necessary to
                                             amend the mandates given by the
                                             Company to its bankers;

                  3.2:3    the Vendor and the Purchasers shall procure that a
                           meeting of the board of directors of the Company is
                           held at which:

                           (a)      the Transfers are approved for registration
                                    (subject to stamping);

                           (b)      the resignations referred to in paragraph
                                    3.2:2(a) are approved and accepted;


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                           (c)      such person(s) as the Purchasers may
                                    nominate shall be appointed directors of the
                                    Company;

                  3.2:4    the Vendor and the Purchasers shall authorise or be
                           deemed to authorise:

                           (a)      the release of the Transfers and the share
                                    certificate(s) relating to the Shares by M/s
                                    Wong Thomas & Leong to the Purchasers; and

                           (b)      the payment of the Price by M/s Wee Tay &
                                    Lim as stakeholder to the Vendor.

         3.3      The expression "Third Party Liability" in paragraph 3.2:1(a)
                  hereof shall mean any guarantee, indemnity, standby letter of
                  credit, undertaking or other obligation or liability (actual
                  or contingent) given or incurred (whether solely or jointly
                  with any other person) by SEAN DAMON MACDONALD, JOHN LYNAM
                  MACDONALD, JLM Industries Inc., JLM International Inc. and/or
                  any other corporation related to or associated with the Vendor
                  or any of them, to any person at the request of the Company as
                  security for any debt or other liability owed by the Company
                  to that person.

         4.       PURCHASERS' UNDERTAKINGS

                  The Purchasers undertake to the Vendor:

                  4.1      to proceed diligently to procure the Company to pass
                           the necessary resolution and take all necessary steps
                           to change its name in the manner contemplated in
                           paragraph 3.2:1(b) hereof provided that the Vendor
                           shall acquiesce in such change of name and give all
                           necessary assistance in that regard;

                  4.2      that following the completion of the sale and
                           purchase of the Shares, save in respect of stock
                           existing as at the date hereof, they will not and
                           will procure that the Company will not in any way and
                           for any purpose use the name "JLM" or any trade or
                           service mark or logo of or relating to JLM Industries
                           Inc.;

                  4.3      that pending the completion of the sale and purchase
                           of the Shares and the discharge of the Third Party
                           Liabilities, they will procure that the Company will
                           incur any further or other liability or do any other
                           thing which may increase the maximum liability of
                           SEAN MACDONALD, JOHN LYNAM MACDONALD, JLM Industries
                           Inc., JLM International Inc. and/or any other
                           corporation related to or associated with the Vendor
                           or any of them, under or in connection with the Third
                           Party Liabilities; without prejudice to the
                           generality of the foregoing, the Purchasers shall
                           ensure that the Company shall not increase the limit
                           of the credit facilities which the Company currently
                           has with ABN-Amro Bank;


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                  4.4      that they will procure the Company to pay the
                           Inter-company Debts within 90 days from the date of
                           completion of the sale and purchase of the Shares
                           (the "Closing Date"); and for the purposes of this
                           paragraph 4.4, "Inter-company Debts" shall mean the
                           aggregate as at the Closing Date of:

                           (a)      US$974,939.35 owing by the Company to JLM
                                    International, JLM Marketing, JLM Industries
                                    and JLM Europe as at 27 August 2001, less
                                    any payments made by the Company in
                                    repayment thereof or any part thereof before
                                    the Closing Date;

                           (b)      any additional amount(s) which the Vendor
                                    and the Purchasers acting in good faith
                                    agree are due from the Company to any of the
                                    aforementioned corporations in respect of
                                    the period from 27 August 2001 to the
                                    Closing Date; and

                           (c)      the sum of US$174,552.31 shown in the
                                    Appendix hereto or any part thereof, if it
                                    or any part of it becomes payable by Tolson
                                    Transport and is paid.

5.       VENDOR'S WARRANTIES AS TO TITLE

         The Vendor represents and warrants to the Purchasers that it is the
         sole and beneficial owner of all the Shares and that title to the
         Shares shall be free from encumbrances on completion.

6.       EFFECT OF LETTER OF INTENT

         This Letter of Intent is intended to create irrevocable and legally
         binding obligations as between the Vendor and the Purchasers upon its
         execution by both parties.

7.       ANNOUNCEMENTS

         The Vendor and the Purchasers agree that neither of them will issue any
         press release or make any announcement whatsoever about or concerning
         the transactions contemplated in this Letter of Intent without the
         prior written agreement of the other party (whose agreement shall not
         be unreasonably withheld) as to the form, content and timing of the
         press release or announcement

8.       COUNTERPARTS

         This Letter of Intent may be executed in any number of counterparts and
         by the parties hereto on separate counterparts, each of which when
         executed and delivered shall constitute an original, but all the
         counterparts shall together constitute but one and the same instrument.


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9.       GOVERNING LAW

         This Letter of Intent shall be governed by and construed in accordance
         with the laws of the Republic of Singapore.

SIGNATURE OF THE PURCHASERS        /s/ CHAN KWOK WENG
                                   ---------------------------
                                   CHAN KWOK WENG

                                   /s/ KONG HWAI MING
                                   --------------------------
                                   KONG HWAI MING

                                   /s/ RUSLI GUNAWAN
                                   --------------------------
                                   RUSLI GUNAWAN

SIGNATURE OF THE VENDOR            JLM INTERNATIONAL INC.
                                   by:

                                   /s/ JOHN LYNAM MACDONALD
                                   --------------------------
                                   JOHN LYNAM MACDONALD

                                   /s/ MICHAEL MOLINA
                                   --------------------------
                                   MICHAEL MOLINA