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                                                                Exhibit 10.42 

                             EMPLOYMENT AGREEMENT
                             --------------------


     This Employment Agreement ("Agreement") is executed and delivered as of
September 27, 1996, by and between Eastern Environmental Services, Inc., a
Delaware corporation ("Company"), and Willard Miller, an individual
("Employee").

                                   RECITALS
                                   --------

     The Company conducts a diversified waste management business, including,
without limitation, waste hauling operations, landfills and other waste
management, recycling and waste testing operations ("Business").  The Employee
is the sole shareholder of Super Kwik, Inc. ("Super Kwik"), a New Jersey
corporation which is a party to an Agreement of Merger by and between the
Company, Waste Maintenance Services, Inc. and Super Kwik ("Merger Agreement").
In accordance with the Merger Agreement, Super Kwik will be merged into a
subsidiary of the Company on the closing date of the Merger Agreement.  The
Employee is an executive with extensive experience in the waste industry.
Commencing on the date the Merger Agreement closes, the Company desires to hire
Employee as its Executive Vice President and the Employee desires to accept the
position offered.

     The position of the Employee with the Company will give the Employee access
to and familiarity with confidential information and business methods used in
the operation of the Business.  During the course of Employee's employment,
Employee will become familiar with and aware of information as to the specific
manner of doing

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business and the customers of the Company and the Company's future plans.
Employee has and will have knowledge of trade secrets of the Company which are
valuable assets of the Company.

     Employee recognizes that the business of the Company is dependent upon a
number of trade secrets and confidential business information, including
customer lists, customer data and operational information.  The protection of
these trade secrets is of critical importance to the Company.  The Company will
sustain great loss and damage if, for whatever reason, Employee should violate
the provisions of paragraph 4 of this Agreement.  Further, Employee acknowledges
that any such violation would cause irreparable harm to Company and that Company
would be entitled, without limitation, to injunctive relief to remedy such
violation.

     NOW, THEREFORE, in consideration of Ten Dollars ($10), and the mutual
promises, terms and conditions set forth herein and the performance of each, the
parties hereby agree as follows:

     1.  Services.
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     (a)  Company hereby employs Employee as its Executive Vice President in
charge of Southern New Jersey waste collection operations.  Employee shall also
have the title of Executive Vice President of the subsidiary created by the
merger set forth in the Merger Agreement.  For purposes of this Agreement, the
term "Territory" shall mean Trenton, New Jersey and all parts of New Jersey
south of Trenton, New Jersey, Philadelphia, Pennsylvania and such other areas
agreed upon by Company and Employee.  Additional

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or different duties, titles or positions may be assigned to Employee or may be
taken from Employee from time to time by the Company's President; provided, that
the Employee consents to such changes.  The Company shall not change Employee's
Territory without Employee's consent.

     (b)  Employee hereby accepts employment upon the terms and conditions
contained in this Agreement.  Employee shall faithfully adhere to, execute and
fulfill all directions and policies established by the Board, to the extent such
instructions do not violate applicable laws.

     (c)  Employee is being employed as a full time employee and Employee agrees
to devote his full efforts and attention to his duties to the Company.

     2.  Compensation.
         ------------ 

     (a)  For all services to be rendered by Employee to Company, Company shall
pay Employee an annual salary at the rate of One Hundred Fifty Thousand
($150,000) Dollars per year, payable in accordance with Company's normal payroll
procedures.  The Company, at its discretion, may from time to time grant bonuses
and raises to the Employee.

     (b)  Effective on the commencement of this Agreement's term the Employee
shall be given a warrant ("Warrant") convertible into Two Hundred Thousand
(200,000) shares of the Company's common stock at a per share exercise price
equal to the closing sale price of the Company's common stock on July 29, 1996.
The Warrant shall be

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convertible over a period of four years.  The Warrant shall be convertible into
shares in blocks of 50,000 shares.  The first conversion of the Warrant may not
take place until one year from the date the term of this Agreement commences and
a further block of 50,000 shares may be converted on each subsequent anniversary
date of this Agreement's term.  Notwithstanding the prior sentence the Warrant
may be converted to all 200,000 shares immediately, upon a Change of Control, as
hereafter defined in Paragraph 2(e) below. The term of the Warrant shall be ten
years.  If this Agreement is terminated, the Warrant shall not be effected and
shall remain in full force and effect.

     (c)  To the extent that Company, from time to time in its sole discretion,
offers or provides any of the following to its employees, then Employee, on an
equal basis with such other employees, shall be entitled to:  (i) participation
in all, if any, life, health, medical, hospital, accident and disability
insurance programs of Company in existence for the benefit of the Company's
executives and for which Employee qualifies; (ii) participation in all, if any,
pension, retirement, profit sharing or stock purchase plans for which Employee
qualifies; and (iii) participation in any other employee benefits which Company
accords to its employees.

     (d)  During the term of Employee's employment with Company, Employee shall
be entitled to reimbursement for reasonable business expenses incurred on behalf
of Company.  Employee shall be paid a monthly car allowance of Five Hundred
($500) Dollars a month.

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     (e)  For purposes of this Agreement, a "Change of Control" shall mean the
occurrence of the events set forth in items (i) and (ii).

          (i)   The acquisition in one or more transactions by any "Person", (as
the term "Person" is used for purposes of Sections 13(d) or 14(d) of the
Securities Exchange Act of 1934, as amended (the 1934 Act")) of "Beneficial
Ownership" (as the term beneficial ownership is used for purposes of Rule 13d-3
promulgated under the 1934 Act) of fifty percent (50%) or more of the combined
voting power of the Company's then outstanding voting securities (the "Voting
Securities"). For purposes of this Paragraph 2(e), the Voting Securities
acquired directly from the Company by any Person shall be excluded from the
determination of such Person's Beneficial Ownership of Voting Securities (but
such Voting Securities shall be included in the calculation of the total number
of Voting Securities then outstanding). For purposes of this Paragraph 2(e) the
acquisition of Employee of the Beneficial Ownership of 50% percent or more of
the Voting Securities shall not be a Change of Control.

          (ii)  The current directors of the Company no longer constitute a
majority of the Company's Board of Directors.

     3.  Term.  The term of this Agreement shall begin on the date that closing
         ----                                                                  
under the Merger Agreement occurs and that Super Kwik is merged into a
subsidiary of the Company and shall continue for a term of four (4) years
thereafter.  Employee's employment under this Agreement may be terminated during
the term hereof only as set

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forth in Paragraph 7 of this Agreement.

     4.  Noncompetition Covenants.
         ------------------------ 
     (a)  Employee agrees that the noncompetition covenants contained in this
Paragraph 4 are a material and substantial part of this Agreement.

     (b)  Employee covenants that during Employee's employment with Company and
for one year following the termination of Employee's employment (regardless of
the reason for the termination) the Employee shall not, directly or indirectly,
without the prior express written consent of Company, do any of the things set
forth in item (i) through (v) below.

          (i)   engage, as an officer, director, shareholder, owner, partner,
joint venturer, agent, or in a managerial capacity, whether as an employee,
independent contractor, consultant or advisor, or as a sales representative, in
the waste disposal industry, including, without limitation, waste hauling, waste
disposal, land filling, handling demolition waste, handling special waste,
collecting or disposing of municipal special waste, and recycling waste, in each
case within the Territory, as defined in Paragraph 1(a);

          (ii)  call upon any person who is, at the time of the contact, an
employee of Company or its affiliates within the Territory, if the employee
serves the Company in a managerial capacity and if the purpose and intent of the
contact is to entice such employee away from or out of the employ of Company or
its affiliates;

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          (iii) call upon any person or entity, which is, at the time of the
contact, a customer of the Company or its affiliates within the Territory, for
the purpose of soliciting or selling any of the services which are the services
offered by the Company within the Territory;

          (iv)  disclose the identity of the customers of Company or its
affiliates, whether in existence or proposed, to any person, firm, partnership,
corporation or other entity whatsoever, for any reason or purpose whatsoever,
except if approved by the Board or if compelled to do so by a governmental
agency, Court Order or subpoena; or

          (v)   promote, or assist, financially or otherwise, any person, firm,
partnership, corporation or other entity whatsoever to do any of the above.

     Notwithstanding the above, the foregoing covenant shall not be deemed to
prohibit Employee from acquiring as an investment not more than ten percent of
the capital stock of a competing business, the stock of which is traded on a
national securities exchange or over-the-counter.

     For the purposes of this Agreement, the term "affiliates" shall mean one or
more of:  (a) each subsidiary of Company, and (B) each other entity under the
direct or indirect control of the Company.

     (c)  The Company will sustain significant losses and damages, if Employee
breaches the covenants in this Paragraph 4.  There is

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no adequate monetary remedy for the immediate and irreparable damage that would
be caused to Company by Employee's breach of its non-competition covenants.
Employee agrees that, in the event of a breach by him of the foregoing
covenants, such covenants may be enforced by Company by, without limitation,
injunctions and restraining orders.

     (d)  It is agreed by the parties that the covenants in this Paragraph 4
impose a reasonable restraint on Employee in light of the activities and
business of Company on the date of the execution of this Agreement and the
future plans of Company.

     (e)  The covenants in this Paragraph 4 are severable and separate, and the
unenforceability of any specific covenant shall not affect the provisions of any
other covenant.  If any court of competent jurisdiction shall determine that the
scope, time or territorial restrictions set forth are unreasonable, then it is
the intention of the parties that such restrictions be enforced to the fullest
extent which the court deems reasonable, and the Agreement shall thereby be
reformed.

     (f)  The covenants in this Paragraph 4 shall be construed as independent of
any other provision of this Agreement and the existence of any claim or cause of
action of Employee against Company whether predicated on this Agreement, or
otherwise, shall not constitute a defense to the enforcement by Company of such
covenants.  It is specifically agreed that the duration of the noncompetition
covenants stated above shall be computed by

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excluding from such computation all time during which Employee is in violation
of any provision of this Paragraph 4 and all time during which there is pending
in any court of competent jurisdiction any action (including any appeal from any
judgment) brought by any person, whether or not a party to this Agreement, in
which action Company seeks to enforce the agreements and covenants of Employee
or in which any person contests the validity of such agreements and covenants or
their enforceability or seeks to avoid their performance or enforcement.
Provided that, no such exclusion shall include the period of time within which
Employee has ceased violating this paragraph, whether or not as a result of
being in compliance with Court injunction or doing so voluntarily, and whether
or not any action is pending against Employee.

     5.  Return of Company Property.  All correspondence, reports, charts,
         --------------------------                                       
products, records, designs, patents, plans, manuals, "field guides," memoranda,
advertising materials, lists and other data or property collected by or
delivered to Employee by or on behalf of the Company or its representatives,
customers and government entities (including, without limitation, customers
obtained for Company by Employee), and all other materials compiled by Employee
which pertain to the business of Company shall be and shall remain the property
of Company, shall be subject at all times to the Company's discretion and
control and shall be delivered promptly to Company upon request at any time and
without request upon completion or other termination of Employee's employment
hereunder.

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     6.  Inventions.  Employee shall disclose promptly to Company any and all
         ----------                                                          
conceptions and ideas for inventions, improvements, and valuable discoveries,
whether patentable or not, which are conceived or made by Employee solely or
jointly with another during the period of employment which are related to the
business or activities of the Company.  Employee hereby assigns and agrees to
assign all his interests therein to Company or its nominee. Whenever requested
to do so by Company, Employee shall execute any and all applications,
assignments or other instruments that Company shall deem necessary to apply for
and obtain Letters Patent of the United States or any foreign country or to
otherwise protect Company's interest therein.  These obligations shall continue
beyond the termination of employment with respect to inventions, improvements
and valuable discoveries, whether patentable or not, conceived, made or acquired
by Employee during the period of employment, and shall be binding upon
Employee's heirs, assigns, executors, administrators and other legal
representatives.

     7.  Termination; Rights of Termination.
         ---------------------------------- 

     (a)  Employee's employment under this Agreement may be terminated during
the term hereof upon the occurrence of any of the items set forth below. If
Employee's employment under this Agreement is terminated for any of the reasons
set forth below, Employee shall be entitled to receive, and shall immediately be
paid in full, one months annual salary that would have been paid under Paragraph
2(a) above, if this Agreement had not been

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terminated.  If in any one or more of the following items occur this Agreement
shall be terminated as follows:

          (i)    Automatically upon the death of Employee.

          (ii)   Automatically upon the resignation of the Employee, occurring
when no Change of Control occurred or if the Change of Control occurred more
than three months after the resignation.

          (iii)  By Company upon written notice to Employee in the event of:

                 (A)  Employee's inability to perform his duties under this
          Agreement because of illness or physical or mental disability or other
          incapacity which continues for a period of 90 days; or

                 (B)  Employee's theft or fraud with respect to the business or
          affairs of Company or if Employee is convicted of a crime involving
          fraud or theft. 

     If the Agreement is terminated by the Company, the Employee shall be
provided with a written notice of termination which shall state the reason for
Employee's termination .

          (b) The Company may terminate the Employee's employment under this
Agreement, ninety (90) days after providing written notice that one of the
events set forth in items (i) or (ii) below has occurred, if within the ninety
(90) day period after the notice was given, the Employee has not remedied the
action or omission which was specified in the written notice.  If Employee's
employment under this Agreement is terminated for the reasons set

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forth in item (i) or (ii) below, Employee shall be entitled to receive, and
shall immediately be paid in full, six months annual salary that would have been
paid under Paragraph 2(a) above, if this Agreement had not been terminated.  The
items allowing the Company to terminate the Employee, as set forth in this
Paragraph 7(b) are as follows:

          (i)   Employee's breach of this Agreement; or
          (ii)  Employee's unsatisfactory performance of his duties  and/or
     obligations to the Company, as determined in good faith by the Company.

The  written notice of to be provided to Employee by Company under this
Paragraph 7(b) shall specifically state the action or inaction of Employee which
in the Company's opinion caused item (i) or (ii) above to exist.

     (c)  Employee's employment under this Agreement may be terminated during
the term hereof upon the occupance of any of the items set forth below.  If
Employee's employment under this Agreement is terminated for any of the reasons
set forth below, Employee shall be entitled to receive, and shall immediately be
paid in full, two years annual salary that would have been paid under Paragraph
2(a) above, if this Agreement had not been terminated.  If in any one or more of
the following items occur this Agreement shall be terminated as follows:

          (i)   Automatically upon the resignation of the Employee, within three
months of a Change of Control; or

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          (ii)   By Company upon written notice to Employee in the event of the
     Company's merger, consolidation, or other business combination with another
     entity where the Company is not the surviving entity or the Company's sale
     of substantially all its assets.

     If the Agreement is terminated by the Company, the Employee shall be
provided with a written notice of termination which shall state the reason for
Employee's termination.

     (d)  In the event of termination of Employee's employment under this
Agreement for any reason provided in paragraph 7(a), 7(b) or 7(c), all rights
and obligations of Company and Employee under this Agreement shall cease
immediately, except that Employee's obligations under this subparagraph and
paragraphs 4, 5, 6, and 9 herein and Company's obligations to pay the amounts to
be paid under Paragraph 7(a), 7(b) or 7(c),as applicable, shall survive such
termination.  After such termination Employee shall have no right to receive any
compensation hereunder, except as set forth in Paragraph 7(a), 7(b) or 7(b).

     8.  Authority.  Employee shall be authorized to obligate the Company in
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accordance with the Company's policies and procedures from time to time in
effect.

     9.  Representations of Employee.  Employee represents and warrants to
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Company that he is not subject to any restriction or noncompetition covenant in
favor of a former employer or any other person or entity, and that the execution
of this Agreement by

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Employee and his provision of services to Company and the performance of his
obligations hereunder will not violate or be a breach of any agreement with a
former employer or any other person or entity.  Further, Employee agrees to
indemnify Company for any claim, including, but not limited to, attorneys' fees
and expenses of investigation, by any such third party that such third party may
now have or may hereafter come to have against Company based upon or arising out
of any noncompetition agreement or invention and secrecy agreement between
Employee and such third party.

     10.  Complete Agreement.  This Agreement is the final, complete and
          ------------------                                            
exclusive statement and expression of the agreement between Company and
employee, it being understood that there are no oral representations,
understandings or agreements covering the same subject matter as this Agreement.
This Agreement supersedes, and cannot be varied, contradicted or supplemented by
evidence of any prior or contemporaneous discussions, correspondence, or oral or
written agreements of any kind. This Agreement may be modified, altered or
otherwise amended only by a written instrument executed by both Company and
Employee.

     11.  No Waiver; Remedies Cumulative.  No waiver by the parties hereto of
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any default or breach of any term, condition or covenant of this Agreement shall
be deemed to e a waiver of any subsequent default or breach of the same or any
other term, condition or covenant contained herein. No right, remedy or election
given by any term of this Agreement shall be deemed exclusive but each shall

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be cumulative with all other rights, remedies and elections available at law or
in equity.

     12.  Assignment; Binding Effect.  Employee understands that he has been
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selected by Company on the basis of his personal qualifications, experience and
skills.  This Agreement is not assignable.  This Agreement shall be binding upon
and inure to the benefit of the parties hereto and Company's successors.

     13.  Notice.  All notices or other communications required or permitted
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hereunder shall be in writing and may be given by depositing the same in the
United States mail, addressed to the party to be notified, postage prepaid and
registered or certified with return receipt requested, by overnight courier or
by delivering the same in person to such party.

     To Company:    President
                    1000 Crawford Place
                    Mt. Laurel, N.J. 08054
 
              with a copy to:

                    Robert M. Kramer & Assoc., P.C.
                    1150 First Avenue, Suite 900
                    King of Prussia, PA 19406

 
     To Employee:   Willard Miller
                    230 Orono Place
                    Somerdale, N.J. 08083


Notice shall be deemed given and effective the day personally delivered, the day
after being sent by overnight courier and three days after the deposit in the 
U.S. mail of a writing addressed as

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above and sent first class mail, certified, return receipt requested, or when
actually received, if earlier.  Either party may change the address for notice
by notifying the other party of such change in accordance with this paragraph
14.

     14.  Severability; Headings.  If any portion of this Agreement is held
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invalid or inoperative, the other portions of this Agreement shall be deemed
valid and operative and, so far as is reasonable and possible, effect shall be
given to the intent manifested by the portion held invalid or inoperative.  The
paragraph headings herein are for reference purposes only and are not intended
in nay way to describe, interpret, define or limit the extent or intent of this
Agreement or of any part hereof.

     15.  Governing Law.  This Agreement shall in all respects be construed in
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accordance with the laws of the State of New Jersey.

                                            EASTERN ENVIRONMENTAL SERVICES, INC.


                                            By: /s/Louis D. Paolino, Jr.
                                               --------------------------    
                                            Louis D. Paolino, Jr.
                                                   
 


                                                /s/Willard Miller
                                            -----------------------------
                                            Willard Miller

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