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EXHIBIT 4.10

THIS EMPLOYMENT AGREEMENT made as of this 24th day of September, 2001.

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 -

            GEORGE BOOTHE, an individual residing at 1073 Forestvale Drive,
            Burlington, ON L7P 4W4
            (the "EMPLOYEE" or "MR. BOOTHE")

      WHEREAS, Mr. Boothe has been employed by Capital since February 17, 1999
and the parties wish to renegotiate and continue that relationship.

      AND WHEREAS, this Agreement replaces and supercedes all previous
employment agreements between the parties.

      NOW THEREFORE IN CONSIDERATION of the Employee's continued 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 Vice President, Operations to be
            officed in the greater Toronto/Burlington/Oakville Ontario area 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.

      B.    The Employee shall not, during the term of his employment hereunder,
            be engaged in any other activities if such activities interfere
            materially with the Employee's duties and responsibilities for
            Capital.

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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 $185,000 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.

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

            i.    BONUS. The Employee shall receive a bonus for 2001 of CDN
                  $92,500 to be paid in the first pay period following the
                  release of Capital's 2001 financial statements, provided, that
                  Employee has not resigned his employment or been terminated
                  prior thereto. For each of 2002 and 2003, Employee may receive
                  an annual discretionary performance bonus of up to 50% of his
                  base salary.

            ii.   BENEFITS. Employee and his dependants shall continue to 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 our (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; and

                  (3)   Capital shall purchase at its cost a transponder for the
                        Employee to use while commuting from and to his home to
                        and from Capital's offices.

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            v.    STOCK OPTIONS. Effective upon the date of this Agreement, the
                  Employee shall be granted 75,000 options to purchase stock in
                  the capital of Capital, which shall vest upon the second
                  anniversary of this Agreement (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 the date
                  of this Agreement. Capital agrees that the Employee shall
                  remain entitled to such options vesting according to the
                  preceding schedule regardless of whether Employee's employment
                  shall terminate prior to the vesting of such options. In the
                  event of termination of the Employee, the options may be
                  exercised on the greater of ninety (90) days after such
                  termination or ninety (90) days from the Vesting Date (but not
                  beyond the Term of the Option). In all other circumstances,
                  the exercise of such options shall be governed by the stock
                  option plan, a copy of which is marked as EXHIBIT A attached
                  hereto and is hereby incorporated and shall form part of this
                  Agreement.

            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.

      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.

      D.    GREEN CARD. Employee shall be reimbursed for maintaining his U.S.
            emigration status (i.e., Green Card) inclusive of "alternative
            minimum taxes" payable to the Internal Revenue Service of the United
            States of America as well as reimbursement for the costs of
            obtaining Green Card status for his spouse and two (2) children.

      E.    PROMISSORY NOTE. The Employee and Capital agree that the Employee's
            promissory notes dated May 19, 1999 in the amount of CDN $85,000 and
            August 6, 1999 in the amount of CDN 15,000 shall be cancelled and
            that the Employee shall grant to Capital a replacement promissory
            note in the sum of CDN $100,000 and such note shall be payable in
            full without interest upon the second anniversary of this Agreement;
            provided that, in the event the Note or any portion thereof remains
            outstanding, the after-tax proceeds of any exercise of options by
            the Employee shall be applied to the amount then owing pursuant to
            the terms of the Note.

      F.    ESCROW AGREEMENT.

            i.    Whereas, Capital, Mr. Boothe and Torys entered into an Escrow
                  Agreement dated September 4, 2001 (the "ESCROW AGREEMENT");
                  and, whereas, pursuant to the terms of the Escrow Agreement,
                  the first of two (2) payments of CDN $194,250 have been paid
                  to Mr. Boothe; in consideration of the execution of this
                  Agreement and, in particular, the granting of stock options to
                  the Employee as set out in Section 2.B.v herein, the Employee
                  agrees to

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                  amend the Escrow Agreement by directing Torys to pay to
                  Capital the remaining payment of CDN $194,250 plus accrued
                  interest.

            ii.   The Employee hereby agrees to release Capital from all his
                  claims and entitlement to such second payment.

3.    TERM, TERMINATION

      A.    The Employee shall be employed for a term of two (2) years ending
            September 23, 2003 (the "TERM").

      B.    The Employee may be terminated at any time for just cause without
            notice or compensation in lieu thereof.

      C.    In the absence of just cause, the Employee's employment may be
            terminated by Capital upon the payment 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. For greater certainty should the agreement not be renewed
            for a further term Employee shall receive (6) six months severence
            paid in accordance with the above.

      D.    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
            1.1 of the Non-Competition and Non-Solicitation Agreement which is
            attached hereto as EXHIBIT B, which is incorporated into and forms a
            part of this Agreement (the "NON-COMPETITION AND NON-SOLICITATION
            AGREEMENT").

4.    NON-COMPETITION AND NON-SOLICITATION COVENANTS

      In consideration of the execution of this Agreement, and other good and
      valuable consideration, the receipt and sufficiency of which is hereby
      acknowledged, the Employee agrees to enter into the Non-Competition and
      Non-Solicitation Agreement.

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 triplicate 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/ David Sutherland-Yoest
    ---------------------------------------------
       David Sutherland-Yoest
       Chairman of the Board and C.E.O.


/s/ George Boothe
-------------------------------------------------
 GEORGE BOOTHE


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