PREPARATION PLANT AND FINES PONDS LEASE
                                 WELLINGTON UTAH

         THIS  PREPARATION  PLANT AND FINES PONDS LEASE  AGREEMENT  ("Lease") is
made  and  entered  into  as of the 21 day of  February,  1997,  by and  between
EARTHCO,  a  Nevada  corporation/  and  Covol  Technologies,  Inc.,  a  Delaware
corporation, ("Covol").

                                    RECITALS

         A. EARTHCO owns the real property  located in Carbon  County,  Utah, as
further identified on Exhibit A (the "Property").

         B. Covol desires to lease the Property from EARTHCO and to conduct coal
fines extraction,  screening, washing, handling and other recovery,  processing,
and  preparation  operations  (collectively  "Preparation  Operations")  on  the
Property

         C. EARTHCO  wishes to grant to Covol the exclusive  right (1) to occupy
the Property,  and (2) to conduct Preparation Operations on the Property, all in
accordance with the terms hereof.

                                    AGREEMENT

         NOW,  THEREFORE,  in  consideration of the recitals set forth above and
the mutual benefits and promises  contained herein,  and other good and valuable
consideration,  the receipt and  sufficiency  of which are hereby  acknowledged,
EARTHCO and Covol covenant and agree as follows:

         1. Grant of Lease.  EARTHCO  hereby leases the Property,  together with
all coal fines and refuse located on, in or under the Property, to Covol for the
purpose  of  conducting  coal  fines and  refuse  removal,  extraction,  mixing,
processing,  storage,  handling,  screening,  washing,  and other coal fines and
refuse  Preparation  Operations  on the Property,  and EARTHCO  hereby grants to
Covol for the term hereof the exclusive right to occupy the Property,  remove or
extract coal fines and refuse, and to conduct Preparation Operations from and on
the Property, subject to and in accordance with the terms hereof.

         2.  Property.  The leased  property  shall  consist of two (2) parcels.
Parcel A shall be referred to as the  Preparation  Plant Site  ("PPS") and shall
contain  approximately  thirty  (30)  acres  (more or less) and shall be located
adjacent to the fines ponds.  Parcel ]L is more fully defined by the drawing and
legal description attached hereto and made a part hereof as Exhibit A.

*Confidential  material has been  omitted from the Exhibit and filed  separately
with the Securities and Exchange Commission (the "Commission").

<PAGE>

                Parcel B shall be  referred  to as the Fines Pond Site  ("FPs't)
and shall contain  approximately  three hundred fifty-seven (357) acres (more or
less) and shall  include the  property  upon which is located  the "upper  fines
pond" and the "lower fines pond" and the property immediately  surrounding these
ponds.  Parcel B is more fully  defined  by the  drawing  and legal  description
attached hereto and made a part hereof as Exhibit A.

         3. Lease Payments.

                 a. Base Lease Payments. Covol agrees to pay EARTHCO *. The Base
Lease Payments shall be paid by Covol as follows:

                      i. * paid  on February 12,1997,  and  receipt  thereof  is
                 hereby  acknowledged by EARTHCO;

                     ii.  * paid  concurrent with  the execution  of this  Lease
                 which shall be on or before February 21, 1997; and

                    iii. * shall be paid on August 21, 1997, and the same amount
                 shall be paid on the 21st day of every third  month  thereafter
                 until a total of twelve  (12)  payments  of * have  been  made,
                 (i.e.,  twelve (12) quarterly payments of * each for a total of
                 *.

                b.  Adjustment  for Excess Fines  Recovery.  Covol agrees to pay
EARTHCO * for each net saleable ton of coal fines from the fines ponds in excess
of two (2) million tons, up to two and one half (2.5) million tons.  Any tonnage
in excess of two and one half (2.5)  million  net  saleable  tons shall be at no
additional price to Covol.  Payments due under this provision,  if any, shall be
paid by Covol on the last day of the month  immediately  following  the calendar
qlarter in which the coal fines are removed from the Property.  The  requirement
to make  payments  pursuant  to this  paragraph  shall  remain in full force and
effect, even if Covol extends the Lease term or exercises its option to purchase
Parcel B.

                                       2

* Confidential  material has been omitted from this Exhibit and filed separately
with the Commission.

<PAGE>

         4. Term of Lease and Options to Extend. The term of the Lease on Parcel
A shall be fifteen  (15) years from the date  hereof,  expiring on February  21,
2012.  All Lease  Payments  for the fifteen tl5) year lease term are included in
the total Base Lease Payments  paragraph  defined herein  (Section 3. a.). Covol
may extend the term of the Lease on Parcel A by two (2) five (5) year periods by
notifying EARTHCO, in writing at least six (6) months prior to the expiration of
the existing  term,  of its  intention to extend and  tendering  payment of Five
Thousand Dollars ($5,000.00) as prepayment for the next five (5) year term.

                The term of the Lease on  Parcel B shall be five (5) years  from
the date hereof,  expiring on Fe} wary 21, 2002. All Lease Payments for the five
(5) year base term are included in the Base Lease  Payments  and the  Adjustment
for Excess Fines Recovery paragraphs defined herein (Section 3 a. and b.). Covol
may  extend  the  term of the  Lease on  Parcel B by one (1) five (5) year  term
period by:

                a.  Notifying  EARTHCO,  in writing prior to August 21, 2001, of
its intention to extend the term of the Lease;

                b.  Tendering  payment to EARTHCO in the amount of Ten  Thousand
Dollars  ($10,000.00)  which shall  constitute full prepayment for the next five
(5) years; and

                c.  Assuming  the portion of  reclamation  permit  (ACT/007/012)
which  pertains  to Parcel B and the  posting of a bond which is  acceptable  in
form,  substance  and  amount  to DOGM  relative  to Parcel B and  assuming  the
reclamation responsibilities for Parcel B.

          5. Option to Purchase.  Covol shall have the option to purchase Parcel
A and/or Parcel B at any time during the Base Lease term of either parcel by:

                a. Giving EARTHCO thirty (30) days written notice  of its intent
to  purchase  at any time after all of the  payments  pursuant  to Section 3. a.
herein have been fully paid; and

                b. Assuming the portion of the reclamation permit  (ACT/007/012)
which  pertains  to  the  parcel  being  purchased,   assuming  the  reclamation
responsibility for the parcel(s) being purchased and the posting of a bond which
is  acceptable  in form,  substance and amount to DOGM relative to the purchased
parcel,  at or  prior  to the  closing  of the  purchase.  Said  assumption  and
activities shall be the total consideration for the purchase.

          6. Access Easements. EARTHCO  further  leases and  grants to Covol for
the term hereof  non-exclusive  easements upon

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<PAGE>

EARTHCO's  surrounding lands for ingress,  egress, water andother utility access
to the Property.  Covol shall have the right to improve,  pave, and maintain any
roads used by Covo1.

          7. Water Rights. EARTHCO shall provide Covol with water rights of ____
acre feet to be used by Covol in its processing  operations.  If Covol exercises
its right to purchase  Parcel A as described in Section 5 herein,  EARTHCO shall
deed  ___________  acre  feet  of  water  rights  to  Covol  without  additional
consideration.

          8. Warranty of Title.  EARTHCO  hereby,  warrants and agrees to defend
title to the Property and further  covenants  that EARTHCO has the lawful right,
power and  authority  to lease and  utilize the  Property  in the manner  herein
provided.  Covol, at its option,  may discharge any tax,  mortgage or other lien
upon the  Property  and, in the event Covol does so, it shall be  subrogated  to
such lien with the right to enforce the same and apply Lease  Payments  accruing
to EARTHCO hereunder toward satisfying the same.

          9. Liens and Encumbrances. Covol shall keep the Property free from all
mechanics'  liens and other  encumbrances  arising from Covol's  possession  and
operations  provided  that Covol shall have the right  voluntarily  to mortgage,
pledge or otherwise  encumber its equipment,  improvements  and leasehold estate
hereunder and provided  further that Covol shall not be required  prematurely to
discharge any lien which it disputes in good faith.

          10. Commingling  Measurement and Records..  Covol shall have the right
to transport,  store,  mix, process and sell on the Property coal fines produced
or removed from other lands,  and to commingle  such  materials  with  materials
produced  or removed  from the  Property;  provided,  however,  that Covol shall
measure and record the amounts of materials  produced  from the Property and the
amounts which are produced  from other lands.  No Lease Payment shall be payable
hereunder on materials produced from lands other than the Property.  Covol shall
keep  accurate  records of the coal fines  processed  from the Property and make
such records available for inspection and copying by EARTHCO upon request during
normal business hours.

          11. Covol's Equipment. Fixtures and Improvements. Covol shall have the
right, in Covol's  discretion and at its sole risk, to place,  use, maintain and
remove such equipment,  fixtures and improvements upon the Property as Covol may
reasonably  require to conduct its operations on the Property from time to time.
All such equipment,  fixtures and improvements shall be and remain the exclusive
property  and  responsibility  of Covol,  and shall be removed by Covol upon the
termination of this Lease.

                                        4
<PAGE>

          12. Permits.  Laws and  Regulations.  Covol shall obtain all necessary
permits  required for the conduct of its operations  hereunder,  and Covol shall
conduct all  operations on or relating to the Property in full  compliance  with
all  applicable  federal,  state  and  local  laws,  regulations,   permits  and
ordinances.

                 Notwithstanding  the  preceding  paragraph,  EARTHCO will allow
Covol to  operate  its  Preparation  Operations  on Parcel A under the  existing
mining  permit  until  September 1, 1998.  EARTHCO and Covol shall  cooperate to
apply for any mining  permit  modifications  necessary  for Covol's  operations.
Covol will be responsible  for the payment of any  incremental  increase in bond
costs, if any, caused by Covol's operations on Parcel A.

                 Covol  further  agrees to apply to DOGM to have the  portion of
the  mining  permit  relative  to Parcel A and  Covol's  operations  on Parcel A
transferred  to Covol on or  before  September  1,  1998.  Covol  shall  also be
responsible  to post  its bond  with  DOGM  relating  to  Parcel A on or  before
September 1, 1998, thereby releasing the bond of EARTHCO relative to Parcel A.

                 Notwithstanding  the  first  paragraph  of  Section  12  above,
EARTHCO will allow Covol to operate its fines recovery and removal operations on
Parcel B under the existing  permit until  February 21, 2002.  EARTHCO and Covol
shall  cooperate  to apply for any permit  modifications  necessary  for Covol's
operations  on  Parcel B.  Covol  will be  responsible  for the  payment  of any
incremental  increase in bond costs,  if any,  caused by Covol's  operations  on
Parcel B.

                 Covol  further  agrees to apply to DOGM to have the  portion of
the permit  relative to Parcel B  transferred  to Covol and Covol agrees to post
its bond relative to Parcel B (releasing and replacing  EARTHCO's bond on Parcel
B) upon the occurrence of any of the following events:

              i. Covol notifies EARTHCO of its intent to purchase Parcel B. or

             ii. Covol has not removed all of the economically recoverable  coal
         fines from Parcel B by February 21, 2002, or

            iii.  Covol  notifies  EARTHCO  of its intent to extend the Lease on
         Parcel B.

         13.  Reclamation.  Upon the  termination  of this  Lease,  Covol  shall
reclaim  those areas of Parcel A disturbed,  from and after the date hereof,  by
Covol's operations only to the

                                        5
<PAGE>

extent required by the mining permit then in force. EARTHCO shall be responsible
for any required reclamation arising from use of, or operations on, the Property
before the date of this Lease.  EARTHCO  expressly  acknowledges and agrees that
the use of the Property  consistent  with the terms hereof shall not  constitute
waste or other  degradation  of the  Property,  even  though such may change the
appearance,  terrain  or  condition  of  the  Property.  Covol  may  expand  its
reclamation responsibilities to include Parcel B pursuant to Section 12 above.

          14. Environmental  Issues. Covol shall not conduct activities upon the
Property or bring  materials  or  substances  onto the  Property  which  require
remediation or removal according to the federal Environmental  Protection Agency
or the State of Utah Department of Environmental  Protection rules,  regulations
or  statutes  (the  "Environmental  Laws").  If Covol  shall  violate any of the
Environmental  Laws during its  occupancy  and use of the  Property,  then Covol
shall be solely liable for the costs of correcting  and abating such  violations
and shall indemnify EARTHCO and hold EARTHCO harmless against any and all claims
arising therefrom.

          15.  Indemnitv and  Insurance.  Covol agrees to indemnify  EARTHCO and
hold it  harmless  against  any and all  claims of any  nature  arising  from or
related to Covol's activities,  from and after the date hereof, on the Property,
other than claims arising out of EARTHCO's reclamation responsibilities or other
EARTHCO  activities.  EARTHCO  agrees to  indemnify  Covol and hold it  harmless
against any and all claims arising from or related to  pre-existing  conditions,
including   environmental  and  reclamation   liabilities  and  ongoing  EARTHCO
activities.  Covol shall  maintain  comprehensive  general  liability  insurance
covering il:s operations hereunder,  and EARTHCO shall be named as an additional
insured under such policy.

          16.  Taxes.  From and after the date hereof,  Covol shall pay when due
real  property  taxes for the  Property and all taxes on Covol's  equipment  and
improvements on the Property.

          17. Default.  In the event of any material default by either party, in
addition to any other remedy  available  to the  non-defaulting  party,  if such
default is not cured within thirty (30) days  following  written notice ore such
default, the non-defaulting party may terminate the Lease;  provided that in the
event of a default which cannon reasonably be cured within thirty (30) days, the
defaulting  party shall have a reasonable time to cure,  provided that immediate
actions to cure such  default  are  initiated  within  said thirty (30) days and
diligently prosecuted to completion.

                                        6
<PAGE>

                 In the event of a default  by Covol in  tendering  a payment in
the amount or upon the due date  according to Sections 3. a. and b.  herein,  in
addition to any other available legal remedies,  EARTHCO,  at its option,  shall
have the  right to select  one of the  following  remedies  after  giving  Covol
fifteen (IS) days written notice specifying the default and describing EARTHCO's
intention to exercise its rights under this Section:

                 a.  EARTHCO  shall charge a late fee equal to five percent (5%)
of the defaulted payment.

                 b. EARTHCO may terminate  this Lease and commence an action for
damages.  Covol shall immediately vacate and relinquish possession and occupancy
of the Property.

                 Any waiver of a default in payment by Covol must be in writing.

          18. Assignment. Each party reserves the right to assign its rights and
obligations  under this Lease to an unaffiliated  entity upon the consent of the
non-assigning  party, which consent shall not be unreasonably  withheld.  In the
event that a party  desires to assign  its rights and  obligations  to an entity
affiliated   with  that  party,  it  may  do  so  without  the  consent  of  the
non-assigning party. EARTHCO shall have the right to assign the proceeds of this
Lease to third parties as collateral  for any financing that EARTHCO may arrange
for  its  own  corporate  purposes.  Covol  will  consent  in  writing  to  such
assignment.

          19. Notices. Any notices or other communications required or permitted
hereunder  will be in writing and will be  delivered  by hand or sent by prepaid
telecopy or sent by postage paid registered,  certified,  or express mail, or by
overnight courier service and shall be deemed given when so delivered by hand or
telecopy,  or if mailed,  three days after mailing (one business day in the case
of express mail or overnight courier service) as follows:

  To Covol:     Brent M. Cook, President
                Covol Technologies, Inc.
                3280 North Frontage Road
                Lehi, Utah 84043
                Phone: 801/768-4481
                Fax: 801/768-4483

  To EARTHCO:   James W. Scott, President
                EARTHCO
                4118 North Meridian Street
                Indianapolis, Indiana 46208
                Phone: 317/283-4631
                Fax: 317/283-4866

                                        7
<PAGE>

Or to such other address as the  addressee  may have  specified in a notice duly
given to the sender as provided herein.

          20. Effect of Headings.  The subject  headings of the sections of this
Lease are included for convenience only and shall not affect the construction or
interpretation of any of its provisions.

          21. Force Mature.  The obligations of each party shall be suspended to
the extent and for the period that performance is prevented by any cause beyoncL
its reasonable control; however, any such suspension shall not apply to payments
required by Section 3. a. and b. herein.  The affected party shall promptly give
notice to the other party of the suspension of performance,  stating therein the
nature  of the  suspension,  the  reasons  thereof,  and the  expected  duration
thereof.  Abatement  shall end as soon as it is reasonably  practicable  for the
affected party to resume performance.

          22. Governing Law. This Lease shall be governed by and  interpreted in
accordance with the laws of the State of Utah.

          23. Specific Performance. The terms and obligations  contained  herein
may be specifically enforced.

          24.  Construction.  This  Lease  shall be deemed to have been  drafted
jointly by the parties.  Any uncertainty or ambiguity shall not be construed for
or against any party based on attribution of drafting to that party.

          25.  Severability.  Provided  that no party is  deprived of a material
right  under this  Lease,  if any  provision  of this  Lease is held  invalid or
unenforceable,  it is the intent of the  parties  that all other  provisions  be
construed to remain binding on the parties.

          26. Counterparts.  This Lease may be executed simultaneously in two or
more counterparts, any one of which need not contain the signatures of more than
one party, but all such counterparts taken together shall constitute one and the
same Lease. A telecopy or  reproduction  of this Lease may be executed by one or
more  parties  hereto,  and a copy of this Lease may be delivered by one or more
parties  hereto by telecopy  or similar  instantaneous  electronic  transmission
device  pursuant to which the  signature  of, or on behalf of, such party can be
seen,  and such execution and delivery  shall be considered  valid,  binding and
effective  for all  purposes.  At the request of any party  hereto,  all parties
agree to execute an  original  of this  Lease as well as any  telecopy  or other
reproduction thereof.

                                        8
<PAGE>

          27. Entire Agreement.  This Lease constitutes the entire understanding
of the parties  relating to the subject  matter hereof and  supersedes all prior
and  contemporaneous  agreements  and  understandings,  whether oral or written,
relating to the subject matter hereof. No amendment or modification of the terms
of this Lease  shall be binding or  effective  unless  expressed  in writing and
signed by each party.

          28.  Non-waiver.   No  election  or  failure  to  exercise,  delay  in
exercising, or waiver of any right or remedy hereunder on any occasion by either
party  shall be deemed to be an  election  or waiver of the same or of any other
remedy on the same or any other occasion.

          29.  Confidentiality.  This Lease,  its terms and all  communications,
documents, data or other information generated as a part of this transaction are
strictly confidential.  Neither party shall disclose such information to a third
person or entity  without the consent of the other,  except (1) as is  essential
for bona  fide  business  purposes  of  which  this  Lease is a part,  or (2) as
compelled by legal proceedings.

          30. Successors and Assigns. This Lease shall be binding on the parties
hereto  and  upon  their  respective  heirs,  representatives,   successors  and
permitted assigns.

          IN WITNESS  WHEREOF,  EARTHCO and Covol have executed this Lease as of
the day and year first above written.

EARTHCO

By: /s/ James W. Scott
   ------------------
James W. Scott
Title: President

COVOL TECHNOLOGIES, INC.

By: /s/ Brent M. Cook
   -----------------
  Brent M. Cook
  Title: President

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