DEVELOPMENTAL
      AGREEMENT





THIS
**DEVELOPMENTAL
      AGREEMENT**is made and entered into as of this
      30th day of July, 2007, by and between
**FUEL FRONTIERS, INC.**, a Subsidiary Nuclear Solutions,
      Inc.
      (“FFI”) with a place of business at 1025 Connecticut Avenue NW, Suite 1000,
      Washington, DC 20036 and **KENTUCKY FUEL ASSOCIATES INC.**(“KFA”),****with a place of business at 13050
      Middletown Industrial Boulevard, Suite C, Louisville, Kentucky 40223 (together
      known as the “Parties”).





WHEREAS,
      FFI is in the business of
      researching, developing and implementing technologies for the conversion of
      gas
      to liquid fuels and proposes to construct production facilities for the
      production of synthetic fuels;





WHEREAS,
      KFA possesses certain contacts
      and knowledge that may be beneficial to FFI for the development of a coal to
      gas
      to liquid (CTL) fuels production facility in the State of Kentucky,





WHEREAS,
      the parties are desirous of
      combining their respective skills and expertise and desire to enter this
      Agreement for the development of gas to liquid fuel production facilities in
      the
      State of Kentucky and throughout the United States,





NOW,
      THEREFORE, in consideration of the
      mutual agreements contained herein, the parties desire to enter into this
      Developmental Agreement as follows:





**1.** **Covenants
      of KFA**. KFA hereby agrees as follows:





**A.** KFA
      shall
      utilize their knowledge, experience and contacts to locate and obtain one or
      more sites, located in the State of Kentucky and throughout the United States,
      within FFI’s specifications, suitable for the development of CTL fuel production
      facilities with annual production volumes to be determined. The duties of KFA
      shall include identifying and negotiating the acquisition of suitable land,
      feedstock and offtake agreements and other necessary instruments to reasonably
      develop CTL production facilities.





**B**. KFA
      shall
      utilize their knowledge, experience and contacts to consult with and assist
      FFI
      in obtaining permitting, funding, and approval for the development and operation
      of CTL fuel production facilities. Notwithstanding anything herein to the
      contrary, KFA will not, in any event, be deemed as obligated or required to
      provide any form of guarantee or bond which may be required to obtain or secure
      the referenced permitting, funding, approval, or operation of the production
      facility.








**C.** KFA
      hereby
      agrees to work exclusively with FFI in locating, developing, and consulting
      on
      coal, gas, and waste to liquid fuel/alternative fuel projects and/or ventures;
      and further agrees to otherwise refrain from engaging in any activities or
      actions that either directly or indirectly competes with the
      CTL****businesses of FFI.





**D.** KFA
      shall
      provide FFI with an initial funding of two million dollars ($2,000,000.00)
      which
      said payment shall be tendered within 21 days of the execution of this
      Agreement. If said funding is not completed within the allotted time, KFA will
      provide evidence that complete funding is reasonably expected and will indicate
      the date whereupon funding shall be completed. Said funds shall be applied
      by
      FFI towards any and all costs and expenses incurred in the ordinary course
      of
      business for the development, construction and arranging of financing to closure
      of the first KFA/FFI production facility developed, including without limitation
      the following costs: engineering, procurement, administrative, development
      management, financing, legal, operations and maintenance costs for each said
      fuel production facility. For each site located thereafter by KFA and accepted
      by FFI for development of a fuel production facility, KFA shall provide, FFI
      with initial minimum project funding of two million dollars ($2,000,000.00)
      for
      any and all costs and expenses incurred in the ordinary course of business
      for
      the development, construction and arranging of financing to closure of the
      production facility, including without limitation the following costs:
      engineering, procurement, administrative, development management, financing,
      legal, operations and maintenance costs for each said fuel production
      facility.





**E.** In
      consideration for FFI granting KFA the exclusive right to locate and develop
      CTL
      fuel production facilities within the State of Kentucky, KFA hereby agrees
      to
      utilize their knowledge and experience in the development of energy production
      projects to consult with FFI on existing fuel production facility projects.





**2.** **Covenants
      of FFI.**FFI hereby agrees as follows:





**A.** FFI
      hereby grants KFA the exclusive right to locate and develop CTL fuel production
      projects within the State of Kentucky; and grants KFA the non-exclusive right
      to
      locate and develop CTL fuel production projects throughout the remaining states.
      KFA will also receive the right of first refusal to match any third party’s
      proposed terms for any CTL facility in the remaining states, subject to FFI
      approval, in conjunction with a review of KFA resources and
      performance.








**B.** FFI
      hereby grants KFA the right to negotiate a feedstock and land acquisition
      agreement as part of an overall site development package in coordination with
      and subject to the review and approval of FFI.





**C.**  In
      consideration for each site located by KFA pursuant to the terms of this
      Agreement, and accepted by FFI for development, FFI agrees to pay KFA (7%)
      of
      the net pre-tax income of each CTL fuel production facility identified by KFA
      and developed by FFI for the entire lifetime of each production facility, to
      be
      distributed on a quarterly basis, within 15 days of FFI and/or its parent
      company Nuclear Solutions, Inc.’s quarterly SEC filing. The computation of the
      quarterly net income shall be in accordance with GAAP accounting standards.
      FFI
      would have the right to retain up to 20% of the quarterly net pre-tax income
      for
      extraordinary expenses; of each production facility; and distributions to KFA
      would be reduced on a pro rata basis of any such retention of funds.





**D.**  In
      consideration for KFA’s initial minimum funding contribution in section 1 (D.)
      above, FFI hereby grants KFA a two and one half percent (2.5%) equity interest
      in the first CTL facility developed by KFA.





**E.**  FFI
      is fully responsible for leading on all project financing initiatives for the
      facility including but not limited to bridge financing, senior debt finance,
      equity, leasing and mezzanine finance.





**F.**  In
      the event that intellectual property developed by FFI, within the scope of
      this
      agreement, specific to CTL/GTL production facilities, is sold or transferred
      to
      a third party, FFI warrants that no intellectual property or technology license
      fees and/or royalties shall be payable by KFA and/or any CTL production
      facilities, established in accordance with this agreement, to said third
      party(s).





**3.** **Term
      and Termination**. This Agreement shall be effective and binding upon
      execution by the parties and continue for a period of 10 years; and shall be
      renewable at the election of the parties for an additional 5 year
      period.





Either
      party shall have the right to
      terminate this Agreement in the event that:







**A.** Either
      Party
      fails to perform or comply with any material provision of this Agreement or
      breaches any material representation or warranty, and such failure continues
      for
      a period of ninety (90) days following written notice from one Party to the
      other Party of such failure;




**B.** Either
      Party
      becomes insolvent, is declared bankrupt, voluntarily files or permits the filing
      of a petition in bankruptcy, makes an assignment for the benefit of creditors
      other than a routine assignment of profits as security for financing, or seeks
      any other similar relief under any bankruptcy laws or related
      statutes;




**C.** Either
      Party
      engages in conduct which is deceptive, misleading or unethical, and such conduct
      continues for a period of ninety (90) days following written notice from one
      Party to the other Party regarding such conduct.




Termination
      of this Agreement will not
      relieve KFA of its obligations under Section 4 of this Agreement nor will
      termination relieve FFI of the compensation due KFA pursuant to Section 2(C)
      and
      Section 2(D) of this Agreement.




**4.** **Confidential
      Information.** KFA agrees that any information received by KFA during any
      furtherance of KFA's obligations in accordance with this contract, which
      concerns the business, financial or other affairs of FFI will be treated by
      KFA
      in full confidence and will not be revealed to any other persons, firms or
      organizations.





A
      confidentiality/non-disclosure agreement governing the terms and conditions
      for
      the protection and disclosure of FFI’s Confidential Information shall be
      executed between Future Fuels, Inc. and KFA and is attached hereto as Appendix
      A. To the extent necessary, KFA shall enter into confidentiality/non-disclosure
      agreements with such other Entities that require KFA to disclose the
      Confidential Information of FFI in order to perform the Services required by
      KFA
      under this Agreement.





**5.** **Assignments****.**This Agreement is personal between the parties and will not be assigned
      by either party without the prior written consent of the other party (such
      consent is not to be unreasonably withheld), except that it may be assigned
      without prior written consent to the successor of either party, to a person,
      firm or corporation acquiring all, or substantially all, of the business and
      assets of either party, to the parent company of FFI, or to a wholly or
      partially owned subsidiary of FFI.








**6.** **Miscellaneous
      Provisions.** KFA agrees that in the performance of its duties, it will,
      to the best of its knowledge, comply with all laws of the United States of
      America and of the various states of the United States, and of any country
      in
      which KFA performs Services, and of the rules and regulations issued by any
      governmental entity of such other country, except to the extent that such
      compliance is prohibited by or penalized under the laws of the United States
      of
      America, including but not limited to the Internal Revenue Code of 1986, as
      amended, and the Export Administration Act of 1969, as amended.





KFA
      understands that this Agreement may be publicly disclosed and agrees that FFI
      shall be entitled to publicly disclose any or all of this Agreement under such
      circumstances and in such manner as FFI shall, in its sole discretion,
      decide.





**7.** **Indemnity.**
      KFA must indemnify and save FFI harmless from and against any and all claims
      for
      injury or death to third parties, KFA’s employees or agents and/or damage to
      property of third parties, KFA and/or its employees or agents (including costs
      of litigation and attorneys' fees) in any manner caused by, arising from,
      incident to, or growing out of the Services performed under this Agreement,
      except any such claims which may be caused by the willful misconduct or gross
      negligence of FFI. FFI will notify KFA in writing of any such claims setting
      forth all known details.





**8.** **Notices.**
      All notices provided for in this Agreement shall be given in writing, either
      by
      personal delivery of the notice or by the mailing postpaid to the parties
      respectively at the following addresses:





If
                to Future Fuels:
            Fuel
                Frontiers, Inc.5505
                Connecticut Ave NW#191Washington,
                DC 20036Attention:
                Jack Young, PresidentIf
                to KFA:
            P.O.
                Box 20257Louisville,
                Kentucky 40250Attention:
                Garry Sparks, President





**9.** **Severability.**
      In the event that any term or provision of this Agreement is determined to
      be
      unlawful or unenforceable, such term or provision shall be deemed severed from
      this Agreement and all remaining terms and provisions of this Agreement shall
      remain in full force and effect.








**10.**  **Disclosure.**
      Both parties acknowledge and agree that it may be necessary for one party to
      disclose the retention of KFA, the duties performed and the compensation paid,
      should there be proper inquiry from such a source as an authorized U.S. or
      state
      government agency or should either party believe it has a legal obligation
      to
      disclose such information and each party hereby authorizes any such
      disclosures.





**11.** **Entire
      Agreement.** This Agreement (including all schedules and exhibits
      thereto), constitute the entire agreement and understanding of the Parties
      hereto and thereto with respect to the subject matter hereof and thereof and
      supersedes all prior written and oral agreements and understandings with respect
      to such subject matter between the Parties.




**12.** **Amendments.**
      This Agreement may not be and shall not be deemed or construed to have been
      modified, amended, rescinded, canceled or waived in whole or in part, except
      by
      written instrument signed by the parties hereto.





**13.** **Applicable
      Law.** This Agreement shall be deemed to be a contract made under the
      laws of State of New York and for all purposes it, plus any related or
      supplemental documents and notices, shall be construed in accordance with and
      governed by the laws of the State of New York exclusive of its choice of law
      rules. The parties expressly agree that any and all disputes arising out of
      or
      concerning this Agreement shall be arbitrated in accordance with the rules
      and
      procedures of the American Arbitration Association.





**14.** **Relationship
      of the Parties.** The rights, duties, obligations and liabilities of the
      Parties under this Agreement will be individual and not joint or collective.
      It
      is not the intention of the Parties to create, nor will this Agreement be deemed
      to create, any partnership, agency, joint venture or trust, or to authorize
      any
      Party to act as an agent, servant or employee for any other Party. Each Party
      shall remain solely responsible for the actions of its own
      employees.





**15.** **Waiver**.
      No right under this Agreement may be waived by a Party, except pursuant to
      a
      writing signed by the Party against which enforcement of the waiver is sought.
      Without limitation, no failure or delay on the part of any Party in exercising
      any of its rights under this Agreement, no partial exercise by any Party of
      any
      of its rights under this Agreement, and no course of dealing among the Parties,
      will constitute a waiver of the rights of a Party.








**16.** **Right
      to Enter.** KFA shall be permitted to enter any production facility
      developed under this agreement with the prior written consent of FFI, not to
      be
      unreasonably withheld.





**17.** **Authority
      to Execute.** Each party represents and warrants that it has the legal
      power and authority to enter into this Agreement and that it has not made and
      will not make any commitments to the other inconsistent with such.





**18.** **Counterparts.**
      This Agreement may be executed by the Parties in separate counterparts, and
      by
      facsimile, each of which when so executed and delivered will be an original,
      but
      all such counterparts shall together constitute but one and the same
      instrument.





IN
      WITNESS WHEREOF, the parties hereto have executed this
      Agreement as of the date first above written.







**Fuel
      Frontiers, Inc.**





Patrick
                Herda /s/
            7-30-07Name:
            Date





Title:
      CEO





**Kentucky
      Fuel Associates, Inc.**





Gary
                Sparks /s/
            7-30-07Name:
            Date





Title:
      President