EMPLOYMENT CONTRACT

         THIS EMPLOYMENT AGREEMENT is between Robert L. Costello, Jr. (hereafter
called  "Employee")  and  HARDING  LAWSON  ASSOCIATES  GROUP,  INC.,  a Delaware
corporation (hereafter called the "Company").
                                    
                                    Recitals
 
        The Company desires to hire Employee as its Chief Executive Officer and
appoint him to the Board of  Directors as a Director.  Accordingly,  the Company
desires assurances of the continued association and services of Employee, and is
therefore  willing to engage his services on the terms and  conditions set forth
below.  Employee desires to continue in the employ of the Company and is willing
to do so on those terms and conditions.
         
         NOW,  THEREFORE,  in consideration of the above Recitals and the mutual
promises and conditions in this Agreement, IT IS AGREED AS FOLLOWS:

         1. Term of  Employment.  Subject to earlier  termination as provided in
this  Agreement,  Employee  shall be  employed  for a term of three  (3)  years,
beginning  March 19, 1999. The term of this Agreement may be renewed or extended
in writing by mutual agreement for succeeding terms of from one (1) to three (3)
years each.

         2.  Duties  of  Employee.  Employee  shall  serve  the  Company  in the
capacities  of  Director  and  Chief  Executive  Officer  and shall use his best
efforts to perform  all of the  customary  duties of a person  employed in those
positions,  and  such  other  duties  as may  from  time to  time be  reasonably
requested by the Board of Directors. While serving in these capacities, Employee
shall do and perform all  services,  acts or things  necessary  or  advisable to
manage and conduct the business of the Company,  subject always to the authority
and policies set by the Board of Directors.

         3. Change of Control.
         (a) A First  Year  Change of  Control  will be deemed to occur upon the
happening of either of the following events,  but only if such event takes place
prior to March 19, 2000: (1) the  acquisition,  directly or  indirectly,  by any
unaffiliated  "person" (as such term is used in section  13(d) and 14 (d) of the
Securities  Exchange Act of 1934, as amended) of beneficial  ownership of thirty
percent  (30%) or more of the  combined  voting  power  of the  then-outstanding
voting  securities of the Company  entitled to vote generally in the election of
directors,  provided that a Change of Control for the purpose of either  Section
3(a) or Section 3(b) of this  Agreement  shall not be deemed to have occurred by
reason  of the  formation  or  combining  of a  group  of  shareholders  who are
otherwise unaffiliated for the purpose of making recommendations to the Board of
Directors,  or (2) Continuing  Directors cease to constitute at least a majority
of the Board of  Directors.  If a First  Year  Change of  Control  occurs and if
within six months of the First Year Change of Control the Employee's  employment
is terminated  by the Company or any parent or successor of the Company  without
cause or the Employee  terminates his employment based upon a material reduction
of his duties or  responsibilities  under this Agreement,  (1) Employee shall be
entitled to a lump sum bonus payment of Four Hundred Twenty-Seven  Thousand Five
Hundred Dollars ($427,500),  an amount equal to One Hundred Fifty percent (150%)
of Employee's initial Base Salary and (2) the stock options described in Section
13 shall vest immediately.  "Continuing Directors" as used herein shall mean the
directors  of the  Company in office on March 19, 1999 and any  directors  whose
nominations or selections are approved by a majority of the Continuing Directors
in office at the time of such nominations or selections.

         (b) In addition, if a First Year Change of Control occurs, the Employee
shall receive Two Hundred  Fifty  Thousand  Dollars  ($250,000) if (1) the First
Year Change of Control  occurs as a result of a transaction  that results in the
Company's  Common Stock no longer being publicly  traded and if the closing sale
price of the  Company's  Common  Stock as reported  in the Wall  Street  Journal
exceeds  Ten  Dollars  ($10) per  share on the last day on which  the  Company's
Common Stock was publicly traded prior to the closing of such transaction or (2)
the First Year Change of Control does not result in the  Company's  Common Stock
no longer  being  publicly  traded  and the  average  closing  sale price of the
Company's  Common  Stock as  reported  in the Wall  Street  Journal  exceeds Ten
Dollars ($10) per share, as adjusted,  for any fifteen (15) consecutive  trading
days during the ninety (90) calendar day period  immediately  following the date
on which the Change of Control occurs.  Such payment shall be made within ninety
(90)  days of the  date on  which  the  Company's  Common  Stock  price  becomes
determinable under the provisions of the preceding sentence.

         (c) A Future  Change  of  Control  will be  deemed  to  occur  upon the
happening of either of the events  defined in the first sentence of Section 3(a)
above on or after March 19, 2000.  If a Future  Change of Control  occurs and if
within six months of the Future Year Change of Control the Employee's employment
is terminated  by the Company or any parent or successor of the Company  without
cause or the Employee  terminates his employment based upon a material reduction
of his duties or  responsibilities  under this Agreement,  (1) Employee shall be
entitled to a lump sum bonus  payment of One  Hundred  Fifty  percent  (150%) of
Employee's  then-current  Base  Salary and (2) the stock  options  described  in
Section 13 shall vest immediately.

         (d) Notwithstanding  the  foregoing, a Change  of  Control  will not be
deemed to have occurred in any  transaction or acquisition in which the Employee
leads or will hold more than a 0.5% equity interest in the surviving company.

         (e) If any payments are made to Employee  under this Section,  Employee
shall not be entitled to any payments under Sections 4 or 6 hereof.

         (f) Certain  Additional  Payments.  If any payments,  distributions  or
other  benefits  by or from the  Company to or for the  benefit of the  Employee
(whether paid or payable or distributed or  distributable  pursuant to the terms
of this Agreement or otherwise,  but determined without regard to any additional
payment required under this Section 3(f) (collectively,  the "Payment") would be
subject to the excise tax imposed by Section 4999 of the  Internal  Revenue Code
or any interest or penalties  are incurred by the Employee  with respect to such
excise tax (such excise tax, together with any such interest and penalties,  are
hereinafter  collectively  referred to as the "Excise  Tax"),  then the Employee
shall be entitled to receive from the Company an additional payment (a "Gross-Up
Payment")  in an amount  such that after  payment by the  Employee  of all taxes
(including, without limitation, any income and employment taxes and any interest
and penalties  imposed with respect thereto) and the Excise Tax imposed upon the
Gross-Up  Payment,  the Employee retains an amount of the Gross-Up Payment equal
to the Excise Tax imposed upon the Payment.  All  calculations  required by this
Section  3(f) shall be  performed by the  independent  auditors  retained by the
Company most recently prior to the Change of Control (the "Auditors"),  based on
information  supplied by the Company and the Employee.  All fees and expenses of
the Auditors shall be paid by the Company.

         4.  Change of  Duties.  If the Board of  Directors  materially  reduces
Employee's duties or  responsibilities  under this Agreement,  Employee,  at his
option,  may terminate  this  Agreement  prior to the  conclusion of the term of
employment.  In that event,  subject to the provisions of Section 3(e), Employee
shall be entitled to receive, as severance pay, the amounts set forth in Section
6. In the event of such  termination,  the  provisions of Sections 16 through 20
shall nevertheless remain in full force and effect unless specifically waived in
writing by the Company.

         5. Termination  Without Cause. This Agreement is subject to termination
at the option of the Company without cause, subject to the provisions of Section
6 hereof governing  compensation after termination.  In the event of termination
without  cause by the Company,  the  provisions  of Sections 16 through 20 shall
nevertheless  remain in full  force and  effect  unless  specifically  waived in
writing by the Company.

         6. Compensation  After Termination  Without Cause. If this Agreement is
terminated  without cause by the Company,  Employee shall receive those employee
benefits and compensation which shall have accrued prior to such termination and
shall  receive  as  severance  pay  the sum of Two  Hundred  percent  (200%)  of
Employee's  then-current Base Salary,  subject to the provisions of Section 3(e)
and to the Employee's  executing on behalf of the Company a satisfactory release
of any and all claims against the Company in the form attached hereto as Exhibit
A.  All  amounts  payable  as  severance  pay  shall  be  payable  in  the  same
installments as if Employee were still employed by the Company. In addition, the
Company  will  continue  to pay the cost of  maintaining  the  health  insurance
coverage then being  provided by the Company to the Employee for a period of one
year after termination.

         Except  as  provided  in  this  Agreement,  after  termination  of this
Agreement (whether with or without cause, by death or disability, by resignation
or by mutual  consent),  the Company  shall not have any duty or  obligation  to
continue to provide,  at the  Company's  expense,  any of  Employee's  benefits,
including but not limited to life and disability insurance  (provided,  however,
that to the extent allowable under the Company's plans the Employee can continue
such coverage at his expense); nor shall the Company be required to pay Employee
any severance pay (except any accrued vacation  balance) in addition to that set
forth herein.  The voluntary and temporary  continuation  of any benefits by the
Company  shall not create an obligation to continue such benefits for any length
of time after termination,  and any such continuance beyond termination shall be
in the absolute  discretion of the Board of  Directors. 

         It is not the  intent  of this  Section 6 to  reduce  any fully  vested
benefits to which  Employee is otherwise  entitled  under any insurance  policy,
salary deferral plan,  deferred bonus plan or similar plan.  Employee's benefits
under such plans shall be governed by the provisions of those plans.  Employee's
benefits  under any policy of  insurance  shall be  governed by the terms of the
policy.

  7.  Termination for Cause.

         (a) The Company  reserves the right to terminate  this Agreement at any
time if Employee willfully  breaches or unjustifiably  neglects the duties which
he is required to perform under the terms of this Agreement or commits  material
acts of  dishonesty,  discloses  confidential  information,  is  guilty of gross
carelessness, professional negligence, misconduct, fraud or misrepresentation or
commits other acts that would prevent the effective  performance  of his duties,
or acts in a negligent way that has a direct, substantial, and adverse effect on
the Company's  reputation or  profitability;  or fails or refuses to perform the
reasonable duties of the Chief Executive  Officer,  after 30 days' notice by the
Company, during which thirty (30) day period Employee shall have the opportunity
to cure said failure or refusal to perform reasonable duties.

         (b)  The  Company  may,  at  its  option,  immediately  terminate  this
Agreement  for the reasons  stated in this Section by giving  written  notice of
termination  to  Employee  without  prejudice  to any other  remedy to which the
Company may be entitled, either at law, in equity or under this Agreement.

         (c) Upon  termination for cause,  Employee shall be entitled to receive
only those employment  benefits and compensation  which shall have accrued prior
to such termination, and shall not be entitled to receiveseverance compensation,
or any other or  further  compensation;  however,  it is not the  intent of this
Section to reduce any fully  vested  benefits  to which  Employee  is  otherwise
entitled under any insurance  policy,  salary deferral plan,  stock option plan,
deferred bonus plan or similar plan.  Employee's benefits under such plans shall
be governed by the  provisions  of those plans.  Employee's  benefits  under any
policy of insurance shall be governed by the terms of the policy.

         (d) In the  event of  termination  for  cause,  all the  provisions  of
Sections 16 through 20 hereof  shall  survive such  termination  and continue in
full force and effect.

         8.  Termination  on Death or  Disability.  In the  event of  Employee's
death,  this  Agreement  shall  terminate on the last day of the calendar  month
after the month in which his death occurs.

         In the event of Employee's  disability,  this Agreement shall terminate
at the discretion of the Board of Directors, subject, however, to the provisions
of  Sections 16 through 20 hereof,  which shall  survive  such  termination  and
continue in full force and effect.

         In the event of Employee's death or permanent  disability as determined
by the Board of  Directors,  Employee  shall be entitled  to receive  only those
employment  benefits and  compensation  which shall have  accrued  prior to such
death or disability and shall not be entitled to receive severance compensation,
or any other or further compensation.

         For  purposes  of this  Agreement,  disability  shall  mean a mental or
physical disease or injury that substantially impairs or prevents the ability of
Employee  to perform  normal  services  for the  benefit  of the  Company or any
affiliated Company and which can reasonably be expected to be of long, continued
or  indefinite  duration.   The  disability  of  Employee  shall  be  reasonably
determined  by the Board of  Directors,  upon the basis of such  evidence as the
Board deems necessary and desirable.

         In the event that the Board of Directors  chooses (at least  initially)
not to terminate this Agreement  because of disability,  then to the extent that
Employee  receives  payments from any  Company-maintained  disability  insurance
policy  during  the  period in which the  Company is  obligated  to make  salary
payments under this  Agreement,  the Company shall be relieved of the obligation
to make such basic  salary  payments to Employee to the extent of the amounts so
received by Employee.

         9.  Dedication  of  Services.  Employee  agrees that while  Employee is
employed by the Company,  during normal  business  hours  Employee  shall devote
Employee's entire productive time,  ability and attention to the business of the
Company.  Employee  further agrees that during the term of this Agreement or any
extension  thereof,  Employee  will not,  without the  Company's  prior  written
consent,  engage in any other business activities,  except personal investments.
The foregoing  shall not preclude  Employee from engaging in appropriate  civic,
charitable or religious activities.

         10. Place of Employment. Unless the parties agree otherwise in writing,
during the employment term Employee shall perform the services he is required to
perform under this Agreement at the Company's headquarters,  which are presently
in Novato,  California.  The Company may from time to time  require  Employee to
travel temporarily to other locations on Company business.

         11. Salary. The Company shall pay a base salary to Employee at the rate
of  $285,000  per year,  payable in equal  monthly or  bi-monthly  installments.
Employee's  base  salary  shall be  subject to review  annually  by the Board of
Directors,  but Employee's salary shall not be reduced below the base salary set
forth in this Agreement.

         12. Incentive Compensation. In addition to the base salary provided for
above,  Employee will be eligible to  participate  in an incentive  compensation
plan containing  performance goals set by the Company.  The target bonus will be
50% of base  salary if specific  goals which have been  approved by the Board of
Directors are achieved. In addition, a formula will be developed and approved by
the Board  which will allow the bonus to reach 100% of base  salary for  meeting
goals that  exceed the goal set for the target  bonus.  Such bonus shall be paid
upon the completion of the fiscal year-end audit.

         13. Stock  Options and Stock  Purchases.  Employee  will receive on the
commencement  of his  employment on March 19, 1999  non-qualified  stock options
covering Two Hundred  Thousand  (200,000)  shares of the Company's Common Stock.
The options on One Hundred  Thousand  (100,000)  of such shares shall be granted
pursuant to a stock  option  agreement in the form of Exhibit B hereto and shall
be  exercisable  at the  exercise  price equal to the closing  sale price of the
Company's  Common Stock as reported in the Wall Street Journal as of the date on
which Employee's employment with the Company commences  (hereafter,  "the Market
Rate  Options");  the other One  Hundred  Thousand  (100,000)  options  shall be
granted pursuant to a stock option agreement in the form of Exhibit C hereto and
shall be  exercisable  at the  exercise  price of Ten  Dollars  ($10)  per share
(hereafter,  "the $10 Options").  The options shall expire on March 18, 2009, or
if earlier, 30 days after the date on which Employee's employment terminates or,
in the event of  Employee's  death or permanent  disability as determined by the
Board of  Directors,  twelve  (12)  months  after  such death or  disability  is
determined.  Subject to the  provisions  of Section 3 hereof,  the options shall
vest and become exercisable  according to the following  schedule:  On and after
March 18, 2001,  50% of the Market Rate Options and 50% of the $10 Options shall
become exercisable; on and after March 18, 2002, an additional 25% of the Market
Rate Options and an additional  25% of the $10 Options shall become  exercisable
and on and after March 18, 2003,  the balance of the Market Rate Options and the
$10 Options shall become  exercisable.  If the exercise price of the Market Rate
Options,  as  determined  above,  exceeds six dollars  ($6) per share,  then the
number of Market Rate Options  (rounded off to the next whole share)  granted to
the Employee on March 19, 1999 shall be determined by multiplying 100,000 by the
result obtained under the following  formula: 4 /(10 minus the exercise price of
the  option).  Notwithstanding  the result  obtained by applying  the  foregoing
formula, the number of Market Rate Options shall not exceed 130,000.

         At the  commencement  of Employee's  employment on March 19, 1999,  the
Employee shall purchase  Thirty-Five  Thousand  (35,000)  shares of Common Stock
under the Company's Key Executive  Stock  Ownership  Program at a price equal to
the closing  sale price of the  Company's  common  stock as reported in the Wall
Street Journal on the date on which the Employee's  employment  with the Company
commences,  to be paid for by a full recourse note providing for annual interest
equal to the lowest rate allowed under the Internal  Revenue  Service's  imputed
interest  rules.  At the end of each  calendar  year,  if the  Employee  is then
employed  by the  Company,  the  amount of the  then-accrued  interest  shall be
forgiven, and the interest shall become taxable to Employee as compensation. The
loan shall be  secured by the  Thirty-Five  Thousand  (35,000)  shares of stock,
which shall be pledged to the  Company.  The amount  borrowed and secured by the
note shall be repaid to the Company by the Employee over ten (10) years,  with a
mandatory  principal  reduction  of at least ten percent  (10%) per annum of the
original balance.  Such principal payments shall commence on January 1, 2001. If
Employee is terminated with cause, the entire balance of the note, principal and
interest, will become due and owing immediately. If Employee voluntarily resigns
or is terminated  without  cause,  or if  termination  is the result of death or
disability,  Employee  shall repay the entire amount of the loan,  principal and
interest, within ninety (90) days of such termination.

         14.  Additional  Benefits.  During his employment  hereunder,  Employee
shall be  entitled  to  receive  all  other  benefits  of  employment  generally
available to the Company's other  management  executives as he becomes  eligible
for them,  including group health and life insurance benefits,  and the right to
participate  in the salary  deferral  plan.  Regardless of the vacation  periods
available to other management employees,  Employee shall be entitled to four (4)
weeks' paid vacation per year.

         15.  Expenses.  During his  employment  hereunder,  the  Company  shall
reimburse Employee for reasonable  out-of-pocket expenses incurred in connection
with the Company's business,  including travel expenses,  food and lodging while
away from home,  subject to such  policies  as the Company may from time to time
reasonably  establish  for its other  employees.  The  Company  shall  reimburse
Employee for all reasonable costs  associated with Employee's  relocation to the
greater Bay Area and Employee  shall  receive a lump sum payment of  Twenty-Five
Thousand  Dollars  ($25,000) to cover incidental  expenses  associated with that
relocation. To the extent that the expense reimbursements under this Section are
included in  Employee's  income for  purposes of federal  and state  taxes,  the
Company  shall  increase  such  reimbursement:  (1) by an amount  sufficient  to
provide for the payment of such taxes and (2) by an amount sufficient to provide
for the payment of taxes on such taxes, but not by any additional amount

         16. Return of Documents.  On  termination of employment for any reason,
Employee will promptly  return to the Company all documents and other  materials
relating to the Company's business,  together with all copies thereof, including
but not limited to Company  reports,  job files,  operating  manuals,  technical
blueprints or plans, business forecasts, market summaries,  proposals, job notes
and customer  lists,  and any other files or documents that could  reasonably be
construed to be of value to the Company.

         17. No Solicitation of Customers or Employees.
         (a) Employee  agrees that all clients of the Company for which Employee
provides  services during  Employee's  employment,  and all prospective  Company
clients as described below, are solely the clients of the Company and not of the
Employee. Employee agrees that if his employment terminates,  except in the case
of any First Year or Future Change of Control,  he will not, for a period of one
(1) year after the date of such  termination,  either  directly  or  indirectly,
solicit  business,  as to  products or  services  competitive  with those of the
Company,  from any of the Company's clients or prospective  clients as described
below. For purposes of this Section,  the term "prospective  clients" shall mean
clients from whom Employee and/or Company has actively solicited business within
one (1) year prior to Employee's termination.

         (b) Employee agrees that the Company has invested  substantial time and
effort and resources in  assembling,  training and managing its present staff of
personnel,  which constitutes a significant  asset of the Company.  Accordingly,
Employee agrees that, both while employed and for a period of one (1) year after
termination  of employment,  Employee will not directly or indirectly  induce or
solicit or encourage  any of the Company's  employees to leave their  employment
with the Company.

         18. Disclosure of Confidential  Client Information  Prohibited.  In the
course of his employment,  Employee will have access to confidential records and
data pertaining to the Company's  clients and to the relationship  between these
clients and the Company.  Employee  agrees that such  information  is considered
secret and is  disclosed to Employee in  confidence.  In  consideration  of this
access to this  confidential  information,  Employee  agrees  that he shall not,
directly or indirectly, disclose or use any such information, except as required
in the course of his employment by the Company, until such information otherwise
becomes public knowledge.

         19. Disclosure of Confidential Company Information Prohibited. Employee
agrees that he will regard and preserve as confidential  and will not divulge to
unauthorized  persons,  or use or permit  persons who are under his direction or
supervision  to divulge or use, for any purposes other than those related to the
business of the Company, either during or after the term of this Agreement,  any
information,  matter  or thing  of a  secret,  confidential  or  private  nature
connected with the business of the Company, or any of its suppliers, customer or
affiliates,  without the written  consent of the Board of Directors,  until such
time as such information otherwise becomes public knowledge. Included within the
meaning of the  foregoing are matters of a technical  nature,  such as know-how,
formulae,  computer programs,  software and  documentation,  secret processes or
machines,  inventions and research  projects;  and matters of a business  nature
such as information about costs, profits,  markets, sales, customers,  suppliers
and employees (including salary, evaluation and other personnel data), and plans
for further  development;  and any other  information of a similar nature to the
extent not available to the public.

         20.  Company's  Ownership of  Intangibles.  All processes,  techniques,
trade  secrets,  computer  programs  or  applications,   formulae,   inventions,
copyrights,  trademarks  and other  intangible  rights that may be  conceived or
developed  by  Employee,  either  alone  or  with  others,  during  the  term of
Employee's employment  (hereafter "work products"),  whether or not conceived or
developed during  Employee's  working hours,  whether or not reduced to writing,
and with  respect to which the  equipment,  supplies,  facilities,  premises  or
property of the Company were used, or that relate to the business of the Company
or  the  Company's   actual  or  demonstrable   and  anticipated   research  and
development, or that result from any work performed by Employee for or on behalf
of the Company, shall be the sole property of the Company.

                  Employee  acknowledges  and agrees that all such work products
shall be the sole property of the Company,  and Employee  hereby  assigns to the
Company Employee's entire right and interest in all such work products. Employee
shall execute all documents,  including  patent  applications  and  assignments,
required by the Company to establish  the  Company's  rights under this Section;
provided,  however,  that such  assignment does not apply to any invention which
qualifies  fully under the  provisions of Section 2870 of the  California  Labor
Code.

         21. Effect of Combination or  Dissolution.  This Agreement shall not be
terminated  by the  Company's  voluntary or  involuntary  dissolution  or by any
merger in which the Company is not the surviving or resulting corporation, or on
any transfer of all or substantially  all of the Company's  assets. In the event
of any such merger or transfer of assets, the provisions of this Agreement shall
be binding on and inure to the benefit of Employee  and the  surviving  business
entity or the business entity to which such assets shall be transferred.

         22.  Employment  Rights.  Nothing in this Agreement  shall be deemed to
constitute a lifetime employment contract between Employee and the Company,  and
nothing  contained  herein  shall be  deemed  to give  Employee  any right to be
retained in the  employment  of the Company  beyond the term of this  Agreement,
subject to provisions on earlier  termination.  This  Agreement  shall in no way
serve to enlarge or extend the  employment  rights or  obligations  of  Employee
beyond those under California law, except as expressly stated herein.

         23. Notices. Any notice to the Company required or permitted under this
Agreement shall be given in writing to the Company,  either by personal  service
or by registered or certified mail, postage prepaid,  addressed to the attention
of the Chairman of the Board, as its then principal place of business,  which at
this time is 7655 Redwood Boulevard,  Novato,  California 94945. Any such notice
to Employee  shall be given in a like manner and, if mailed,  shall be addressed
to Employee at his home address  then shown on the  Company's  records.  For the
purpose  of  determining  compliance  with any time limit in this  Agreement,  a
notice  shall be deemed to have been duly given (a) on the date of  service,  if
served  personally  on the party to whom  notice  is to be given,  or (b) on the
second business day after mailing,  if mailed to the party to whom the notice is
to be given in the manner provided in this Section.

         24. Arbitration. Any controversy or claim arising out of or relating to
this Agreement, or breach of this Agreement,  shall be settled by arbitration in
accordance with the Arbitration  Rules of the American  Arbitration  Association
relating to  employment  disputes,  and  judgment  on the award  rendered by the
arbitrators  may be entered in any court having  jurisdiction.  Each party shall
pay the fees of his own  attorney,  and the  expenses of his  witnesses  and all
other  expenses   connected  with  presenting  his  case.  Other  costs  of  the
arbitration,  including the cost of any record or transcript of the arbitration,
administrative  fees and all other fees and costs, shall be borne equally by the
parties.

         25.  Injunction.   Notwithstanding  the  foregoing  Section  concerning
arbitration,  in addition to other remedies  provided by law or this  Agreement,
the Company shall have the right to obtain  injunctive relief against the breach
of any or all the  provisions  of Sections 16 through and  including  20 of this
Agreement  by  Employee.  In the event that  injunctive  relief is sought by the
Company  pursuant to this Section,  any other claims by the Company arising from
or  relating to this  Agreement,  or the breach of this  Agreement,  may, at the
option of the Company, be asserted in the same action.

         26.  Integration.  This Agreement contains the entire agreement between
the   parties   and   supersedes   all  prior  oral  and   written   agreements,
understandings,  commitments  and practices  between the parties,  including all
prior employment  agreements,  whether or not fully performed by Employee before
the date of this  Agreement.  No amendments to this Agreement may be made except
by a writing signed by both parties.

         27. Severability. If any provision of this Agreement is held invalid or
unenforceable, the remainder of this Agreement shall nevertheless remain in full
force and effect. If any provision is held invalid or unenforceable with respect
to  particular  circumstances,  it shall  nevertheless  remain in full force and
effect in all other circumstances.

         28. Choice of Law. The formation,  construction and performance of this
Agreement  shall be  construed  in  accordance  with  the  laws of the  State of
California.

                             COMPANY:

                             HARDING LAWSON ASSOCIATES GROUP, INC.,
                             a Delaware corporation

                             By: /s/ D. K. Stager
Date:  3-10-99               Donald K. Stager
                             Chairman of the Compensation Committee


                             HARDING LAWSON ASSOCIATES GROUP, INC.,
                             a Delaware corporation

                             By: /s/ Gregory A. Thornton
Date:  3-10-99               Gregory A. Thornton
                             Chief Executive Officer and
                             Chief Financial Officer



                             /s/ Robert L.Costello, Jr.
Date:  3-19-99               Robert L. Costello, Jr.