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                                                                   EXHIBIT 10.10

                    MANAGEMENT AND SUPPORT SERVICES AGREEMENT

     This Management and Support Services Agreement ("Agreement') is entered
into this ____ day of June, 2002 (the "Effective Date"), by and between Mauritz
& Couey, a Texas General partnership ("MC"), and Evans Systems, Inc., a Texas
corporation (the "Company").

                                    RECITALS

     The Company, through its subsidiaries, distributes motor fuels and
lubricants to branded retail accounts and commercial users, operates convenience
stores, and provides environmental remediation services in southern Texas (the
"Business").

     MC has the expertise, resources and personnel to provide management and
support services for ESI's business and ESI desires to utilize such services in
connection with its operations.

NOW THEREFORE, in consideration of the covenants contained herein, the parties,
intending to be legally bound have agreed as follows:

     1.   Services. Subject to the terms and conditions of this Agreement, MC
          hereby agrees to perform and provide to ESI the management and support
          services listed and described in Exhibit A attached hereto
          ("Services"). MC agrees to perform the Services in a professional
          manner and to make available to ESI competent and experienced
          personnel to perform such Services. The scope, nature and timing of
          the performance of the Services shall be determined and established
          from time to time by the mutual agreement of the parties.

     2.   Term. The term of this Agreement shall commence on the Effective Date
          and continue through June ____, 200___, unless sooner terminated by
          the mutual consent of the parties or pursuant to the terms of this
          Agreement. Thereafter, the Agreement shall automatically renew for
          successive one year terms unless either party notifies the other party
          in writing at least 90 days prior to the end of the initial term or
          the then-current renewal term of its desire to terminate the Agreement
          at the end of the initial term or the then-current renewal term.

     3.   Fees and Charges. Commencing on the Effective Date of this Agreement
          through the term (whether the original term or any one year renewal
          term), ESI hereby agrees to pay MC the fees and charges set forth in
          Exhibit B attached hereto and incorporated herein by this reference.
          The parties may amend Exhibit B from time to time upon their mutual
          written consent. Such fees and charges shall be paid monthly by ESI no
          later than 30 days after the calculation and billing of such fees and
          charges by MC.
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     4.   Reports and Records. MC hereby agrees to maintain financial records in
          accordance with generally accepted accounting principles. All expenses
          shall at all times be recorded on a current basis. Upon request of
          ESI, MC agrees to promptly provide reasonable documentation supporting
          the calculation of the fees and charges.

     5.   Transfer. Except as otherwise provided herein, neither party may
          transfer any right or interest under this Agreement, in whole or in
          part (whether voluntarily or by operation of law), directly or
          indirectly or contingently, without the prior written consent of the
          other party.

     6.   Termination. This agreement may be terminated prior to the expiration
          of the term in paragraph 2 hereof, in the event that one party is in
          material breach of this agreement and such breach remains
          substantially uncured for a period of thirty (30) days after receipt
          of written notice by the non-breaching party to the breaching party,
          specifying in reasonable detail, the nature of the alleged breach. For
          purpose of this Agreement, a material breach shall include (not by way
          of limitation) the following:

          (a)  the failure or refusal to make payment of any amount due
               hereunder;

          (b)  the attempt to transfer any interest in this agreement without
               the consent of the other party;

          (c)  the submission of any materially false report or data,
               information or supporting records required hereunder;

          (d)  the insolvency or inability of a party to pay its debts as they
               mature or the assignment by a party for the benefit of its
               creditors or any admission of inability to pay obligations as
               they become due; or

          (e)  the failure or refusal to comply with any other material
               provision of this Agreement.

               Upon termination of this Agreement, each of the parties shall
               perform all obligations and pay all amounts that accrue prior to
               the effective date of termination, and the parties shall
               cooperate with one another in effecting an orderly transition of
               their respective businesses and affairs.

     7. Miscellaneous.

          (a)  Nothing in this agreement, in and of itself, shall be construed
               or deemed to create a joint venture, partnership or agency
               relationship among the parties.

          (b)  Any notices, request, consent or communication (collectively,
               "Notice") under this Agreement shall be effective, only if in
               writing and if delivered by courier with evidence of receipt,
               addressed as follows:
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                        If to MC:  Mauritz & Couey
                                   102 South Mechanic
                                   P.O. Box 550
                                   El Campo, Texas 77437--0550
                                   Attn:  Blair Couey

                        If to ESI: Evans Systems, Inc.
                                   P.O. Box 2480
                                   Highway 60 North
                                   Bay City, Texas 77404--2480
                                   Attn:  ___________________

          Or to such other address or addresses as shall be furnished in writing
          by either party to the other. A Notice shall be deemed to be given
          when delivered to the proper address with evidence of receipt.

          (c)  Notwithstanding paragraph 5 hereof, either party may assign this
               agreement, but only to (i) any successor assignee of such party
               that may result from any merger, consolidation or similar
               business combination, or (ii) to another entity that acquires all
               or substantially all of such party's assets, liabilities,
               goodwill and business.

          (d)  Section headings contained in this Agreement are for reference
               purposes only and shall not affect in any way the meaning or
               interpretation of this Agreement.

          (e)  This Agreement contains the entire and complete expression of the
               agreement between the parties with respect to the matters
               addressed herein and there are no promises, representations or
               inducements, except as herein provided. The terms and provisions
               of this Agreement may not be modified, supplemented or amended,
               except in writing signed by both parties hereto. All terms and
               provisions of this Agreement shall be binding upon and inure to
               the benefit of and be enforceable by the parties respective
               successors and permitted assigns.

          (f)  Failure by either party hereto to enforce at any time or for any
               period of time any provision or right hereunder shall not
               constitute a waiver of such provision or of the right of such
               party thereafter to enforce each and every such provision.

          (g)  This Agreement shall be governed by and construed and enforced in
               accordance with the laws of Texas. The prevailing party in any
               litigation concerning this Agreement shall be entitled to
               reimbursement of its reasonable costs, including legal and
               accounting fees, incurred in connection with any such matter.
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          (h)  This Agreement may be executed in any number of counterparts, all
               of which together shall constitute one agreement binding on the
               parties hereto.

     IN WITNESS WHEREOF, this Agreement has been duly executed by the parties
hereto as of the date as first above written.

EVANS SYSTEMS, INC.                           MAURITZ & COUEY


By__________________________                 BY_______________________________
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                                    EXHIBIT A

                             Description of Services

1.   Management Services

     a.  Executive Management

         i.   Corporate Structure
         ii.  Planning and Budgeting
         iii. Provision of Capital
         iv.  Financing and Borrowing
         v.   Working capital and Cash Flow Management
         vi.  Insurance and Risk Management

     b.   Human Resources

         i.   Payroll Services
         ii.  Compensation and benefit policies and practices
         iii. Personnel policies and practices
         iv.  Recruitment
         v.   Training

     c.  Management Information and Computer Support

         i.   Maintain central computer system
         i.   Select and coordinate acquisition of hardware for new facilities
         ii.  Training and support services

     d.   Accounting

         i.   Establish and maintain financial reporting systems
         i.   Maintain accounting records
         ii.  Prepare tax returns
         iii. Coordinate auditors with independent auditors
         iv.  Manage payroll functions with withholdings and filings
         v.   Maintain accounts payable systems
         vi.  Provide credit and collection services for customer accounts
         vii. Establish cost accounting standards and calculate variances
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    e.  Legal Services

        i.   Engage outside legal counsel.
        ii.  Monitor and manage litigation.
        iii. Maintain corporate records including minute books.
        iv.  Provide drafting and negotiation of acquisitions and other
             transactions.

    f.  Compliance and Regulatory Affairs

        i.   Establish compliance systems.
        ii.  Assist in establishing governmental authorization for new products.
        iii. Minimize property tax assessment.

    g.  Asset Maintenance and Management

        i.   Maintenance of equipment for safety, effectiveness and long-life.
        ii.  Acquisition of new equipment needed for operations.
        iii. Deposition of equipment no longer needed.
        iv.  Maintenance of property for safety and use.
        v.   Acquisition of new property for expansion.
        vi.  Deposition of property no longer needed.
        vii. Leasing of Equipment and Property.

    h.  Sales and Delivery

        i.   Sale Force Training.
        ii.  Market Plan Development.
        iii. Market and Analysis.
        iv.  Product Mix Analysis and Development.
        v.   Sales of Petroleum Products and Environmental Services.
        vi.  Delivery of Petroleum Products and Environmental Services.
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                                    EXHIBIT B

MC will charge ESI at a rate of 20% over staff costs, which include (salary,
taxes & insurance) necessary for performing the functions of this contract.

MC shall receive as a bonus, 25% of the quarterly Earnings Before Interest and
Taxes (EBIT) of ESI so long as ESI's:
        Debt/Equity is less than 2 Stockholders
        Equity of $3,000,000 Current Ratio of
        Current Assets to Current Liabilities of 1.07
        Trailing three quarters positive revenue growth