Exhibit 10.13


                               SIXTH AMENDMENT TO
                                 LOAN AGREEMENT


         THIS SIXTH AMENDMENT TO LOAN AGREEMENT ("Sixth Amendment"), made and
entered into as of the 1st day of October, 2001, by and between MERCURY WASTE
SOLUTIONS, INC., a Minnesota corporation ("Borrower") and BANKERS AMERICAN
CAPITAL CORPORATION, a Minnesota corporation ("Lender");

                                    RECITALS

         A. Borrower and Lender are parties to that certain Loan Agreement dated
as of May 8, 1998, as amended by that certain First Amendment dated May 7, 1999,
that certain Second Amendment dated September 30, 1999, that certain Third
Amendment dated March 8, 2000, that certain Fourth Amendment dated August 14,
2000 and that certain Fifth Amendment dated December 31, 2000 (as amended, the
"Loan Agreement");

         B. Borrower has requested that Lender extend the Maturity Date of the
Revolving Credit Commitment and the Lender is willing to do so; and

         C. The parties hereto desire to amend the terms of the Loan Agreement
upon the terms and conditions hereinafter set forth.

                                    AGREEMENT

         NOW, THEREFORE, in consideration of the mutual covenants and agreements
set forth herein and for one dollar and other good and valuable consideration,
the receipt and sufficiency of which is hereby acknowledged, the parties hereto
hereby amend the Loan Agreement as follows:

         1. Capitalized Terms. All capitalized terms not defined herein shall
have the meanings assigned such terms in the Loan Agreement, unless otherwise
defined herein. In addition, the following amended and new defined terms shall
be made a part of (and replace any such previous defined terms) the Loan
Agreement:

                  "Assignment of Leases" means those certain Collateral
                  Assignments of Lease executed by Borrower in favor of Lender
                  assigning to Lender the Borrower's rights under the Roseville
                  Lease and the Union Grove Lease, by MWSNY assigning its rights
                  under the New York Lease, and by MWSI assigning its rights
                  under the Indianapolis Lease and the Landlord's Waiver
                  executed in favor of MWSI under the Georgia Lease.

                  "Georgia Lease" means that certain Industrial Multi-Tenant
                  Lease dated February 11, 1999 by and between MWSI, as tenant,
                  and AMB Property, L.P., as landlord, together with all
                  extensions, amendments and modifications thereto.

                  "Guaranty" means that certain Guaranty bearing even date
                  herewith executed by MWSNY in favor of the Lender, as the same
                  may be amended from time to time and that certain Guaranty
                  dated October 1, 2001 executed by MWSI in favor of the Lender,
                  as the same may be amended from time to time.


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                  "Indianapolis Lease" means that certain Warehouse Lease dated
                  December 3, 1998 by and between MWSI, as tenant, and Mark
                  Mounsey, as landlord, together with all extensions, amendments
                  and modifications thereto.

                  "Maturity Date" means June 30, 2003, with respect to the
                  Revolving Note.

                  "MWSI" means MWSI Lamp & Ballast Recycling, Inc., a Minnesota
                  corporation.

                  "Revolving Commitment Amount" means $1,500,000.00.

                  "Revolving Note" means that certain Revolving Credit
                  Promissory Note dated as of October 1, 2001, in the principal
                  amount of $1,500,000, made payable by Borrower to the order of
                  Lender as the same may be amended, executed, renewed or
                  replaced from time to time.

                  "Security Agreements" means those certain Security Agreements
                  executed by Borrower, MWSNY and MWSI, each in favor of Lender,
                  as the same may be amended from time to time.

         2. Covenants. Borrower reaffirms as of the date of this Sixth Amendment
and covenants with the Lender all of the Covenants contained in Articles V and
VI of the Agreement. In addition, Borrower agrees that Sections 6.5, 6.6 and 6.7
of Article VI of the Loan Agreement added pursuant to Section i of the Third
Amendment to Loan Agreement dated March 8, 2000 shall be deleted in their
entirety and the following covenant shall be added to Article VI of the Loan
Agreement:

                  6.11 Capital Expenditures. Borrower will not expend or
         contract to expend more than $250,000 in the aggregate during its
         fiscal year 2002, nor more than $125,000 in the aggregate between
         January 1, 2003 and June 30, 2003.

         3. Conditions Precedent. Prior to the effectiveness of this Sixth
Amendment, the Borrower shall provide to the Lender as conditions precedent, the
following:

                  a.       Original counterpart of this Sixth Amendment duly
                           executed by the Borrower;

                  b.       Original Revolving Note duly executed by the
                           Borrower;

                  c.       Payment of all costs and expenses incurred by the
                           Lender in connection with this Sixth Amendment,
                           including without limitation, all legal fees and
                           out-of-pocket expenses of Lender's counsel;

                  d.       Original executed Guaranty of MWSI Lamp & Ballast
                           Recycling, Inc., a wholly owned subsidiary of
                           Borrower, in the form attached hereto as EXHIBIT B;

                  e.       Current resolutions of Borrower's board of directors
                           authorizing the Sixth Amendment and the new Revolving
                           Note;


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                  f.       Current resolutions of MWSI Lamp & Ballast Recycling,
                           Inc.'s board of directors authorizing the Guaranty;

                  g.       Borrower updates to Exhibit A (Litigation), Schedule
                           6.6(c) (Indebtedness) and Schedule 6.7(b) (Liens) to
                           the original Loan Agreement effective as of the date
                           of this Sixth Amendment;

                  h.       Consent of Guarantor in form and substance acceptable
                           to Lender executed by MWSNY; and

                  i.       Reaffirmation of Security Agreement in form and
                           substance acceptable to Lender executed by MWSNY and
                           MWSI.

         4. References. Any references in any document to the Loan Agreement
including, but not limited to, the Notes and other Loan Documents, are hereby
amended to refer to the Loan Agreement as amended by this Sixth Amendment.

         5. Representations and Warranties. Borrower reaffirms and confirms all
of the representations, covenants and warranties contained in Articles IV and V
of the Loan Agreement as of the date of this Sixth Amendment. Borrower further
represents and warrants that the execution, delivery and performance of this
Sixth Amendment and the documents referenced herein are within the corporate
powers of Borrower and have been duly authorized by all necessary corporate
action.

         6. Reaffirmation of Security Agreement. Borrower hereby acknowledges
and agrees that all of the obligations of Borrower under the Loan Agreement, as
amended by this Sixth Amendment, is secured by that certain Security Agreement
executed by Borrower in favor of Lender dated as of May 8, 1998.

         7. Acknowledgments. The Borrower acknowledges that it has been advised
by the counsel of its choice in the negotiation, execution and delivery of this
Sixth Amendment, that the Lender has no fiduciary relationship to or joint
venture with the Borrower, the relationship being solely that of borrower and
lender, and that the Lender does not undertake any responsibility to the
Borrower to review or inform the Borrower of any matter in connection with any
phase of the business or operations of the Borrower which shall rely entirely on
its own judgment.

         8. Costs and Expenses. Borrower agrees to pay all costs and expenses
incurred by Lender in connection with the preparation of this Sixth Amendment,
including, but not limited to, title insurance premiums and expenses, recording
fees, and the fees and expenses of legal counsel.

         9. Entire Agreement. This Sixth Amendment and the Loan Agreement, and
all documents referenced therein or thereby, embody the entire agreement between
the parties and supersede all prior agreements and understandings between the
parties hereto.

         10. Full Force and Effect. Except as amended hereby, the provisions of
the Loan Agreement shall remain unmodified and in full force and effect.

         11. Counterparts. This Sixth Amendment may be executed in any number of
counterparts, each of which shall be an original and all of which together shall
constitute one and the same instrument.


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         IN WITNESS WHEREOF, the parties have caused this Sixth Amendment to be
executed as of the day and year first above written.

         BORROWER:                   MERCURY WASTE SOLUTIONS, INC.,
                                     A MINNESOTA CORPORATION

                                     BY  \s\ TODD J. ANDERSON
                                     ITS CFO


         LENDER:                     BANKERS AMERICAN CAPITAL
                                     CORPORATION, A MINNESOTA CORPORATION


                                     BY  \s\ BRAD J. BUSCHER

                                     ITS  PRESIDENT


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                              CONSENT OF GUARANTOR


         The undersigned, as guarantor of all obligations of Mercury Waste
Solutions, Inc. (the "Borrower") to Bankers American Capital Corporation
("Lender") pursuant to that certain Guaranty dated May 8, 1998 executed by the
undersigned in favor of Lender, as the same may be amended from time to time
(the "Guaranty"), hereby consents to the terms of the above Sixth Amendment, and
agrees that the undersigned remains obligated to the Lender for the payment of
the indebtedness of the Borrower incurred pursuant to said agreement, as
amended, including without limitation, the indebtedness evidenced by the
Revolving Note, as defined therein.

                                                     MWS NEW YORK, INC.,
                                                     A MINNESOTA CORPORATION


                                                     BY TODD J. ANDERSON

                                                          ITS CFO




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                       REAFFIRMATION OF SECURITY AGREEMENT


         The undersigned, as guarantor of all obligations of Mercury Waste
Solutions, Inc. (the "Borrower") to Bankers American Capital Corporation
("Lender") pursuant to that certain Guaranty dated May 8, 1998 executed by the
undersigned in favor of Lender, as the same may be amended from time to time
(the "Guaranty"), hereby acknowledges and agrees that all of the obligations of
the undersigned under the Loan Agreement, as amended by this Sixth Amendment,
and the Guaranty is secured by that certain Security Agreement executed by the
undersigned in favor of Lender dated as of May 8, 1998.


                                                     MWS NEW YORK, INC.,
                                                     A MINNESOTA CORPORATION


                                                     BY TODD J. ANDERSON

                                                           ITS CFO




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                       REAFFIRMATION OF SECURITY AGREEMENT


         The undersigned, as guarantor of all obligations of Mercury Waste
Solutions, Inc. (the "Borrower") to Bankers American Capital Corporation
("Lender") pursuant to that certain Guaranty dated October 1, 2001 executed by
the undersigned in favor of Lender, as the same may be amended from time to time
(the "Guaranty"), hereby acknowledges and agrees that all of the obligations of
the undersigned under the Loan Agreement, as amended by this Sixth Amendment,
and the Guaranty is secured by that certain Security Agreement executed by the
undersigned in favor of Lender dated as of March 9, 2000.


                                     MWSI LAMP & BALLAST RECYCLING, INC.,
                                     A MINNESOTA CORPORATION


                                     BY TODD J. ANDERSON

                                     ITS CFO



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