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EXHIBIT 4.13

THIS EMPLOYMENT AGREEMENT made as of this 10th day of January, 2002.

B E T W E E N:

          CAPITAL ENVIRONMENTAL RESOURCE INC., an Ontario corporation having its
          head office at 1005 Skyview Drive, Burlington, ON L7P 5B1 ("CAPITAL")

- AND -

          DAVID J. FEALS, an individual residing at 236 Gosport Road,
          Portsmouth, NH 03801
          (the "EMPLOYEE" or "MR. FEALS")

     WHEREAS, the Corporation desires to retain Mr. Feals as an employee;

     AND WHEREAS, Mr. Feals is desirous of being so retained;

     NOW THEREFORE IN CONSIDERATION of the Employee's employment by Capital, the
mutual provisions contained herein, the compensation to be paid the Employee
either in the form of salary, other compensation or increases therein and for
good and valuable consideration more particularly set out herein, the parties
agree with each other as follows:

1.   EMPLOYMENT

     A.   Capital hereby employs the Employee and the Employee hereby accepts
          employment upon the terms and conditions of this Agreement. The
          Employee shall have the title of Chief Financial Officer and shall
          report to the Chief Executive Officer of Capital or his designee and
          shall perform such duties, assume such responsibilities and devote
          such time, attention and energy to the business of Capital and
          corporations affiliated with Capital (the "Affiliated Corporations")
          as Capital shall reasonably require.

2.   COMPENSATION

     For all services rendered by the Employee under this Agreement, Capital
     agrees to compensate the Employee during the term hereof, as follows:

     A.   BASE SALARY. Employee's base salary shall be CDN $180,000 per annum
          payable on a periodic basis consistent with Capital's payroll
          procedures for executive employees. The Employee's base salary shall
          be reviewed at least annually and shall be increased as agreed by
          Capital and the Employee from time to time.

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     B.   OTHER COMPENSATION. The Employee shall be entitled to receive the
          following additional compensation:

              i. BONUS. For each of 2002 and 2003, Employee may receive an
                 annual performance bonus in an amount to be determined at the
                 discretion of the Chief Executive Officer.

             ii. BENEFITS. If eligible, Employee shall be covered under
                 Capital's executive benefit plan inclusive of the matching
                 pension contribution to a maximum of five percent (5%) of base
                 salary and such other benefits as may be authorized by the
                 Board of Directors or Compensation Committee from time to time.

            iii. VACATION. Employee shall be granted four (4) weeks vacation in
                 each fiscal year, to be taken at such times as mutually agreed
                 between the Employee and Capital. Vacation may only be taken
                 within the year of entitlement and may not be accumulated form
                 year to year unless otherwise mutually agreed.

             iv. CAR.

                 (1)  Capital shall provide the Employee with a leased vehicle
                      (or equivalent car allowance) commensurate with his
                      position;

                 (2)  Capital shall be responsible for all costs incurred in the
                      operation of such vehicle including fuel, maintenance, and
                      insurance. Capital will compensate the Employee for any
                      deemed taxable benefits for his personal use of such
                      vehicle including taxable benefits relating to operating
                      costs.

              v. STOCK OPTIONS. Effective upon the date of this Agreement and
                 with a grant date of January 10, 2002, the Employee shall be
                 granted 250,000 options to purchase stock in the capital of
                 Capital, which shall vest upon the second anniversary of the
                 grant date (the "Vesting Date"). The exercise price for each
                 optioned share shall be the price per share as listed on Nasdaq
                 at the close of business on January 10, 2002.

             vi. MOBILE TELEPHONE. Capital shall provide the Employee with a
                 mobile telephone and pay all reasonable charges incurred by the
                 Employee in connection with the use of such telephone or
                 reimburse Employee for same.

     C.   EXPENSES. Employee shall be reimbursed for all expenses reasonably and
          actually incurred in the performance of his duties, subject to
          submission of appropriate documentation in accordance with Capital's
          expense reimbursement policy in effect from time to time.

3.   TERM, TERMINATION

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     A.   The Employee shall be employed for a term of two (2) years ending
          December 31, 2003 (the "TERM").

     B.   Employee's employment hereunder shall terminate upon Employee's death.

     C.   The Company may terminate Employee's employment hereunder upon
          Employee's becoming "Totally Disabled". For purposes of this
          Agreement, Employee shall be "Totally Disabled" if Employee is
          physically or mentally incapacitated so as to render Employee
          incapable of performing the usual and customary duties under this
          Agreement. Employee's receipt of disability benefits under the
          Company's long-term disability plan or receipt of other disability
          benefits shall be deemed conclusive evidence of being Totally Disabled
          for the purposes of this Agreement; provided, however, that in the
          absence of Employee's receipt of such long-term disability benefits or
          other disability benefits, the Company may, in its reasonable
          discretion (but based upon appropriate medical evidence), determine
          that Employee is Totally Disabled.

     D.   The Employee may be terminated at any time for Cause without notice or
          compensation in lieu thereof. For purposes of this Agreement, the term
          "Cause" shall mean any of the following: (A) conviction of a crime
          (including conviction on a guilty plea) involving an indictable
          offence or, in the good faith judgment of the Company, fraud,
          dishonesty, or moral turpitude; (B) deliberate and continual refusal
          to perform employment duties reasonably requested by the Company or an
          affiliate after five (5) days' written notice by certified mail of
          such failure to perform, specifying that the failure constitutes cause
          (other than as a result of vacation, sickness, illness or injury); (C)
          fraud or embezzlement or material conflict of interest, determined in
          accordance with the Company's normal, internal investigative
          procedures consistently applied in comparable circumstances; (D) gross
          misconduct or gross negligence in connection with the business of the
          Company or an affiliate which has substantial effect on the Company or
          the affiliate; or (E) breach of any of the covenants set forth in
          Section 4 hereof.

     E.   Any determination of Cause under this Agreement shall be made by the
          Company after giving Employee a reasonable opportunity to be heard.

     F.   Employee may terminate employment hereunder at any time after
          providing thirty (30) days' written notice to the Company

     G.   On termination, without Cause, Employee shall receive:

              i. by way of salary continuance of the Employee's base salary for
                 the greater of the remaining Term at the time of termination of
                 this Agreement or six (6) months (the "SEVERANCE PERIOD") Such
                 severance shall be paid over the Severance Period in accordance
                 with Capital's payroll procedures for executive employees;

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             ii. entitlement to the options granted under Section 2.B.v hereof
                 vesting according to the preceding schedule regardless of
                 whether Employee's employment shall terminate prior to the
                 vesting of such options and shall remain exercisable for the
                 full Term of the Option, as such terms are defined in the
                 Employee Option Agreement between Capital and the Employee of
                 even date; and

            iii. his Annual Bonus from previous year (pro-rated).

     H.   For greater certainty should the agreement not be renewed for a
          further term, Employee shall receive (6) six months severance paid in
          accordance with the above.

     I.   In the event that Employee's employment is terminated by reason of
          Employee's death, the Company shall pay the following amounts to
          Employee's beneficiary or estate:

              i. Any accrued but unpaid Base Salary for services rendered to the
                 date of death, any accrued but unpaid expenses required to be
                 reimbursed under this Agreement, any vacation accrued to the
                 date of death, and a prorated annual incentive bonus.

             ii. Any benefits to which Employee may be entitled pursuant to the
                 plans, policies and arrangements referred to in Section 2.B.ii
                 hereof as determined and paid in accordance with the terms of
                 such plans, policies and arrangements.

     J.   In the event that Employee's employment is terminated by reason of
          Employee being Totally Disabled as determined in accordance with
          Section 3.C, the Company shall pay the following amounts to Employee:

              i. Any accrued but unpaid Base Salary for services rendered to the
                 date of termination, any accrued but unpaid expenses required
                 to be reimbursed under this Agreement, any vacation accrued to
                 the date of termination, and a prorated annual incentive bonus.

             ii. Any benefits to which Employee may be entitled pursuant to the
                 plans, policies and arrangements referred to in Section 2.B.ii
                 hereof shall be determined and paid in accordance with the
                 terms of such plans, policies and arrangements.

            iii. The Base Salary (at the rate in effect as of the date of
                 Employee's termination) which would have been payable to
                 Employee if Employee had continued in active employment until
                 the later of: (A) the period ending on the last day of the
                 Term; or (B) the end of the six (6) month period beginning

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                 on the date of Employee's termination. Payment shall be made at
                 the same time and in the same manner as such compensation would
                 have been paid if Employee had remained in active employment
                 until the end of such period. The Employee shall also be
                 eligible for a bonus or incentive compensation payment to the
                 extent bonuses are paid to similarly situated employees,
                 pro-rated for the year in which the Employee is terminated, and
                 paid when similarly situated employees are paid.

             iv. The Company completely at its expense will continue for
                 Employee and Employee's spouse and dependents, group health
                 plans, programs or arrangements, in which Employee was entitled
                 to participate at any time during the twelve-month period prior
                 to the date of termination, until the earlier of: (A) last day
                 of period during which Employee receives payment in accordance
                 with clause iii above; (B) Employee's death (provided that
                 benefits payable to Employee's beneficiaries shall not
                 terminate upon Employee's death); or (C) with respect to any
                 particular plan, program or arrangement, the date Employee
                 becomes covered by a comparable benefit provided by a
                 subsequent employer.

     K.   Upon the effective date of termination or resignation, the Employee
          shall promptly deliver and return to Capital all the property,
          including, but not limited to, credit cards, customer lists, financial
          data, letters, notes, notebooks, reports, or copies of any of the
          above, any Confidential Information, as defined in Section 4.A.i.

4.   NON-COMPETITION AND NON-SOLICITATION COVENANTS

     A.   DEFINITIONS.

              i. "Confidential Information" includes information whether or not
                 developed by the Employee and includes, but is not limited to:

                 (1)  names and identities of former, existing, and prospective
                      customers/clients of Capital not well known to the trade;
                      all contacts at all such customers/clients whether or not
                      such customers/clients are well known to the trade;
                      Capital's customer lists; contents of Capital's proposals
                      for sales, maintenance, service, license, and other
                      contracts; contents of all such contracts with all former,
                      existing and prospective customers/clients of Capital;
                      Capital's costing and estimation procedures and formulae
                      regarding proposals and other uses; information regarding
                      Capital's sales, profit and loss, profit margin,
                      production costs, overhead, and other bookkeeping and
                      accounting information; all information regarding
                      Capital's business development and marketing; names and
                      identities of Capital's vendors and suppliers not well
                      know to the trade; all contacts at all such vendors and
                      suppliers whether or not such vendors and suppliers

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                      are well know to the trade; costs and contents of
                      proposals and actual contracts between Capital and all
                      such vendors and suppliers;

                 (2)  confidential information revealed to Capital by third
                      parties and which Capital is obligated to keep
                      confidential; and,

                 (3)  any other information that may be considered by Capital as
                      Capital's confidential information under applicable laws.

             ii. "Business" means the business that Capital is involved in being
                 the operation of collection, transportation, storage,
                 processing, recycling, reuse, handling and disposition of solid
                 and liquid, non-hazardous waste materials.

            iii. "Severance Period" has the meaning ascribed thereto in Section
                 3.G of the Employment Agreement.

     B.   CONFIDENTIALITY AND NONDISCLOSURE.

              i. Employee acknowledges that during Employee's employment,
                 Employee has had and/or will have access to and has become
                 and/or will or may become aware of Confidential Information.
                 Employee agrees to hold in confidence all Confidential
                 Information disclosed to Employee or developed by Employee in
                 connection with Employee's employment, except:

                 (1)  information which, at the time of disclosure, is in the
                      public domain; or

                 (2)  information which Employee can show was in Employee's
                      possession prior to entering into this Agreement and
                      which was not acquired, directly or indirectly, from
                      Capital.

             ii. Employee will not, without the written permission of Capital,
                 use or disclose the Confidential Information which Employee is
                 obligated under this Agreement to maintain in confidence for
                 any reason other than to enable Employee to properly and
                 completely perform Employee's employment.

            iii. For purposes of this provision, Confidential Information shall
                 not include information already in the public domain other than
                 as a result of a breach of this Agreement by the Employee. If
                 disclosure is required pursuant to an order of a court or other
                 tribunal having jurisdiction and the Employee, having consulted
                 with and received an opinion of his counsel, is compelled to
                 release such information, the Employee shall not be in breach
                 of this provision in complying with such order. In such
                 circumstances, the Employee agrees to limit such disclosure to
                 that information specifically required by the court or other
                 tribunal having jurisdiction and agrees prior to

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                 such disclosure to provide the Corporation with notice thereof
                 immediately following receipt by the Employee of such order.

             iv. Employee will not reproduce or make copies of the Confidential
                 Information or Employee's output, except as required in the
                 performance of Employee's employment. Upon termination of
                 Employee's employment for any reason whatsoever, Employee will
                 promptly deliver to Capital all research, correspondence, data,
                 formulae, records, drawings, blueprints, manuals, letters,
                 notes, notebooks, reports, flow-charts, programs, proposals,
                 documents (collectively, "Documents") concerning Capital's
                 customers/clients, Documents concerning products, and all other
                 Documents, writings, and materials used by Employee or in the
                 possession or control of Employee which were used by Employee
                 during Employee's employment with Capital. Employee understands
                 that all such Documents, whether developed by Employee or
                 others, are and will remain the property of Capital.

              v. Except as may be required by Employee's employment, Employee
                 will not, during or at any time subsequent to Employee's
                 employment, unless Capital has given prior written consent,
                 disclose or use the Confidential Information or engage in or
                 refrain from any action, where such action or inaction may
                 result (1) in the unauthorized disclosure of any or all such
                 Confidential Information to any person or entity, or (2) in the
                 infringement of any or all such rights in the Confidential
                 Information.

             vi. Employee will immediately notify Capital of any information
                 which comes to Employee's attention which does or might
                 indicate that there has been any loss of confidentiality of
                 such Confidential Information or breach of such rights in the
                 Confidential Information.

            vii. Employee agrees that during Employee's employment with Capital,
                 Employee will not breach any obligation of confidentiality that
                 Employee may have to others.

           viii. Employee represents that Employee's performance of all the
                 terms of this Agreement does not and will not breach any
                 agreement to keep in confidence proprietary information
                 acquired by Employee in confidence or in trust prior to
                 employment by Capital. Employee warrants that Employee has
                 entered into no agreement, either written or oral, which
                 conflicts with this Agreement, and moreover, that Employee will
                 not enter into any such Agreement.

     C.   FORMER EMPLOYER CONFIDENTIAL INFORMATION.

          Employee's understands that as part of the consideration for Capital's
          offer of employment and Employee's continued employment hereunder,
          that Employee has

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          represented that Employee has not brought and will not bring and
          Employee has not brought and will not bring into Capital or use in the
          performance of Employee's responsibilities at Capital any equipment,
          supplies, trade secrets, confidential information or otherwise of any
          former employer which are not generally available to the public,
          unless Employee has first obtained written authorization for its
          possession and use.

     D.   NON-COMPETITION AND NON-SOLICITATION.

              i. Employee will not, during Employee's employment and after the
                 termination of Employee's employment for any reason whatsoever,
                 directly or indirectly:

                 (1)  solicit the trade or patronage of any of the
                      customers/clients or prospective customer/clients of
                      Capital, with respect to any of the services, products,
                      Confidential Information, or other matters of Capital;
                      and,

                 (2)  Employee will not, during Employee's employment and within
                      a 75 km radius of any location where Capital or any of its
                      affiliates carries on the Business, where the Employee has
                      assumed responsibilities during the course of the last
                      year of his employment: (i) in the event that the
                      Employee's employment is terminated (other than for just
                      cause by Capital), for a period equivalent to the
                      Severance Period; and (ii) in the event that the Employee
                      resigns his employment or is terminated for just cause,
                      for a period of one (1) year from the date of such
                      resignation/termination (the "TERMINATION PERIOD"),
                      directly or indirectly:

             ii. solicit the trade or patronage of any of the customers/clients
                 or prospective customer/clients of Capital, with respect to any
                 of the services, products, Confidential Information, or other
                 matters of Capital; and,

            iii. found, work for, consult for, or assist in any way, whether in
                 a paid or unpaid capacity, any individual, partnership,
                 company, employer, business, research facility, or other entity
                 which competes with the Business of Capital.

             iv. The restrictions set out in Section 4.D will apply during the
                 Employee's employment and for either the Severance Period or
                 the Termination Period, whichever is applicable.

              v. Employee agrees that during Employee's employment and for
                 either the Severance Period or the Termination Period,
                 whichever is applicable, Employee will not solicit or in any
                 manner encourage any employee of Capital to leave Capital's
                 employ.

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     E.   INJUNCTIVE RELIEF AND PROOF.

              i. Employee acknowledges and agrees that Capital has a material
                 interest in preserving the relationship it has developed with
                 its clients/customers against impairment by competitive
                 activities of a former employee and in protecting the
                 Confidential Information from use and dissemination.
                 Accordingly, Employee agrees that the restrictions, agreements,
                 representations, and warranties, contained in this Agreement
                 are of the essence to this Agreement and constitute a material
                 inducement to Capital to employ Employee, and that Capital
                 would not employ Employee absent such an inducement.
                 Furthermore, the existence of any claim or cause of action by
                 Employee against Capital whether predicated on this Agreement
                 or otherwise, will not constitute a defence to the enforcement
                 by Capital of the restrictions, agreements, representations,
                 and warranties contained in this Agreement, provided, however,
                 that if any provision will be held to be illegal, invalid or
                 unenforceable in any jurisdiction, the decision will not affect
                 any other agreement or provision of this Agreement or the
                 application or any other agreement or provision.

             ii. Employee acknowledges and agrees that a breach of any
                 agreement, restriction, representation or warranty contained in
                 this Agreement would cause Capital irreparable harm not
                 compensable by damages alone. As such Employee acknowledges and
                 agrees that if Employee breaches any of the agreements
                 contained in this Agreement, Capital has the right to temporary
                 and permanent injunctive relief in addition to any other
                 appropriate relief granted by a court of competent jurisdiction
                 to restrain any breach of such agreements by Employee, without
                 the burden of proving actual damage to Capital by reason of any
                 such breach and without having to post security in respect of
                 an application for such relief. Employee acknowledges and
                 agrees that restricting the remedies of Capital to an action
                 for damages would not be sufficient to protect Capital in the
                 circumstances of any such breach. In the event of any such
                 breach, Employee agrees that Capital will be entitled to
                 recover its legal costs of any application to a court of
                 competent jurisdiction to remedy any such breach.

5.   SEVERABLE PROVISIONS

     In case of any one (1) or more of the provisions or parts thereof contained
     in this Agreement shall, for any reason, be held to be invalid, illegal or
     unenforceable in any respect (i) such invalidity, illegality or
     unenforceability shall not affect any other provisions or parts thereof of
     this Agreement, and (ii) this Agreement shall be construed as if such
     invalid, illegal or unenforceable provision had never been contained
     herein. Failure to insist upon strict compliance with any provision of this
     Agreement shall not be deemed a waiver of such provisions or any other
     provision of this Agreement.

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6.   ENTIRE AGREEMENT

     The Employee acknowledges receipt of a copy of this Agreement (together
     with any attachments hereto), which has been executed in duplicate and
     agrees that it is the entire Agreement with Capital and supersedes any and
     all previous oral or written agreements or representations respecting or
     relating in any way to the Employee's employment including but not limited
     to its terms and conditions. It is further agreed that this Agreement can
     only be amended by an agreement in writing signed by both the Employee and
     an officer of Capital provided that this shall not preclude Capital or
     Affiliated Corporations from granting an increase in salary or an
     enhancement of benefits. For greater certainty, any oral or written
     representations, understanding or agreements with Capital or Affiliated
     Corporations, any of their officers or representatives in any way relating
     to the Employee's employment including but not limited to its terms and
     conditions are hereby declared to be void, of no effect and are superseded
     by the provisions of this Agreement. The Employee further acknowledges and
     agrees that neither Capital nor Affiliated Corporations is in any way
     responsible or liable for any such oral or written representations,
     understandings or agreements.

7.   GOVERNING LAW

     This Agreement shall be construed in accordance with and governed for all
     purposes by the laws of the Province of Ontario subject to the mandatory
     application of the statutes of any province other than Ontario where the
     Employee is employed in such other province and the laws of Canada
     applicable therein.

8.   ASSIGNMENT

     The Employee acknowledges that Capital or any of its Affiliated
     Corporations may assign this Agreement amongst themselves, to any
     corporation with which they are merged or amalgamated, or to any third
     party acquiring all or part of any of the businesses of Capital or any of
     its Affiliated Corporations.

9.   OPPORTUNITY TO SEEK INDEPENDENT ADVICE

     The Employee recognizes that this Agreement is an important document that
     affects his legal rights. For this reason, Employee may wish to seek
     independent legal advice before accepting the terms stated herein. The
     Employee acknowledges that he has had an opportunity to seek such
     independent legal advice. The Employee acknowledges that he has read and
     understands the provisions contained herein and acknowledges receipt of a
     copy of this Agreement.

                             SIGNATORY PAGE FOLLOWS

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IN WITNESS WHEREOF the parties have executed this Agreement as of the date set
forth above.


CAPITAL ENVIRONMENTAL RESOURCE INC.


By:    /s/ Thomas E. Durkin, III
    ---------------------------------------
       Thomas E. Durkin, III
       Secretary and General Counsel


/s/ David J. Feals
-------------------------------------------
DAVID J. FEALS


-------------------------------------------
WITNESS