EXHIBIT 10.117
                      CONSULTING AGREEMENT

                            94-C-060

          THIS CONSULTING AGREEMENT (the "Agreement") is between
Electrosource, Inc., a Delaware corporation, having principal
offices at 3800-B Drossett Drive, Austin, Texas, 78744-1131,
U.S.A. ("Electrosource") and Beacon Advisors, Inc. ("Consultant")
having its place of business at 25 Highland Park Village, Suite
100, Lock Box 285, Dallas, Texas 75205.

                      W I T N E S S E T H:

     WHEREAS, Consultant possesses knowledge and experience in
investment banking, finance, strategic relationships, mergers,
acquisitions, international business and related matters, and

     WHEREAS,  Electrosource desires the assistance of Consultant
in its financial and business arrangements,

     NOW, THEREFORE, in consideration of the promises and
agreements hereinafter contained, Electrosource and Consultant,
intending to be legally bound, agree as follows:

     1.   Term.  Electrosource hereby engages Consultant as an
     independent contractor for a six month term commencing on
     the effective date hereof.  Either party may cancel this
     Agreement for cause upon at least twenty (20) days prior
     written notice. Upon early termination, Electrosource's sole
     liability will be to pay for services rendered to that date
     at the rate specified for the month(s) or fraction thereof.
     Electrosource shall also pay any success fee earned to that
     date as provided for herein and for reasonable travel or
     business expenses incurred to that date in accordance with
     Section 4.

     2.   Duties.  Consultant is expected to the use its best
     efforts, through its employee Langhorne Reid, III, to assist
     Electrosource with respect to investment banking, finance,
     corporate structuring and strategic relationships and to
     provide general corporate advisory services to
     Electrosource.

     All such work shall be coordinated with and directed by the
     President of Electrosource. Consultant shall be reasonably
     available to perform such services as may be requested from
     time to time by Electrosource, recognizing that Mr. Reid is
     involved in other business activities and cannot make a
     specific time commitment to the work under this agreement.

     3.   Compensation.

          (a)  Monthly Fee.  As compensation for the services
          which Consultant renders to Electrosource under this
          Agreement, Electrosource shall pay to Consultant a fee
          of $3,000 per full month.  Consultant shall also be
          granted 2,000 options or warrants to purchase
          Electrosource common stock each month at market price
          on the date of each issue.  Payment shall be made at
          the end of each thirty day period hereunder. Consultant
          shall invoice Electrosource monthly for such services,
          together with expenses as set forth in Section 4.
     
          (b)  Success Fee.  Consultant shall also be entitled to
          a fee for its efforts in successfully developing and
          completing agreements during the term hereof for a
          strategic partner, financing or similar agreements for
          Electrosource as mutually identified from time to time.
          The success fee shall be based upon the net proceeds to
          Electrosource from such agreements (exclusive of
          product sales).  If  another broker or finder is
          involved in such transaction to which Electrosource
          owes a fee, Consultant shall be paid a success fee of
          three percent (3%) of the net proceeds to
          Electrosource.  The fee shall be paid in the form of
          options or warrants at the then market price ( i.e. the
          strike price shall be at the last trade price quoted by
          NASD for the prior day).  The amount of options or
          warrants shall be for one share for each $1 represented
          by the three percent (3%) fee.  For example a $10
          million financing would result in grant of 300,000
          options or warrants (3% x 10 million x 1).
     
          The fee if no other broker or finder is involved shall
          be an industry standard fee of 7-10% (to be agreed) of
          the net proceeds, one-half in cash and the other one-
          half in options or warrants as above.
     
          The success fee shall be paid within 10 days of receipt
          of the relevant funds by Electrosource, as and when
          received.  The success fee payments shall cease upon
          termination of this Agreement, except with respect to
          contracts consummated or substantially completed prior
          to such date in which case the success fee will
          continue to apply.
     
     4.   Expenses.  Electrosource shall reimburse Consultant for
     all proper and reasonable expenses incurred by consultant
     pursuant to Consultant's  duties hereunder.  Such expenses
     may include necessary, actual  expenses of out-of-town
     travel, communications, hotel accommodations, meals and the
     like, provided that Consultant shall keep and provide to
     Electrosource an accurate and complete accounting of all
     such expenses.  Consultant shall obtain Electrosource's
     prior consent to any significant such expenses.
     Reimbursement of expenses will be made within thirty (30)
     days of receipt of an accounting of same.

     5.   Confidential and Proprietary Information.  The parties
     agree that from time to time during performance of this
     Agreement confidential or proprietary technical or business
     information may be provided either orally or in written form
     to Consultant.  Consultant shall keep confidential all such
     designated information furnished by Electrosource and
     safeguard same from disclosure or use by any unauthorized
     individuals for any purpose other than in performance of
     this Agreement.

     Consultant shall restrict the disclosure of Electrosource's
     confidential or proprietary technical and business
     information to those of its employees who need to know the
     same for purposes of carrying out this contract.  Consultant
     shall advise all such employees of Consultant's obligations
     of confidentiality under this Agreement.  In event of
     termination or cancellation of this Agreement for any reason
     whatsoever, Consultant agrees promptly to deliver to
     Electrosource all written information of any sort made
     available to Consultant or created by it under the terms of
     this Agreement.

     Work product created by Consultant shall become the
     confidential proprietary property of Electrosource.
     Consultant agrees to treat such work product in the same
     manner as confidential proprietary information of
     Electrosource.  Consultant agrees that any remedy at law
     would be inadequate for a violation of this provision;
     consequently, Consultant agrees that Electrosource is
     entitled to obtain an injunction against Consultant's
     disclosure of any confidential proprietary information.

     Neither expiration of this Agreement nor its earlier
     termination for any reason shall release Consultant from its
     obligations under this Section 5.

     6.   Assignment and Subcontracting.  Neither this Agreement
     nor its performance, either in whole or in part, shall be
     assigned or subcontracted by Consultant to a third party
     without, in each case, the prior written consent of
     Electrosource.

     7.   No Conflicts.  Consultant represents and warrants that:

          (a)  He has full authority to enter into this
               Agreement and to perform his obligations hereunder; and

          (b)  Performance by Consultant of his obligations
               hereunder will not be a conflict of interest with
               representation of other clients.

     8.   Independent Contractor.  Consultant's relationship to
     Electrosource shall be solely to provide personal services
     on an independent contractor basis.  In this capacity,
     Consultant will not be a regular employee of Electrosource
     and will not be entitled to worker's compensation coverage,
     unemployment insurance, or any other type or form of
     insurance or benefit normally provided by Electrosource for
     its employees  except as may be required by law for payments
     to non-residents, and Electrosource will not be responsible
     for withholding federal income or social security taxes from
     the fees paid to Consultant.  The Consultant will be solely
     responsible for reporting and paying all taxes arising from
     his performance of this agreement.  The consultant is
     generally free to perform the services hereunder in any
     manner desired, subject to satisfactory completion of the
     subject task.

     9.   Notice.  A notice communicated to Electrosource shall
     be sent to the President or Vice President, and General
     Counsel, Electrosource, Inc., 3800-B Drossett Drive, Austin,
     TX  78744-1131, or to such other place or places as
     Electrosource by notice in writing shall specify.  Any
     notice to be served shall be deemed to be served if the same
     be sent by registered or certified mail through the United
     States mail, addressed to the party on which service is to
     be effected at the address stated in the immediately
     preceding sentences and shall be deemed to have been
     received on the day indicated on the return receipt relating
     thereto.

     10.  Binding Agreement.  This Agreement shall be binding
     upon and inure to the benefit of the successors and assigns
     of Electrosource, and to the successors and assigns of
     Consultant.

     11.  Modification.  This Agreement supersedes all prior
     agreements or understandings between Consultant and
     Electrosource relating to the subject matter hereof, and no
     change, termination or attempted waiver of any of the
     provisions hereof shall be binding unless reduced to writing
     and signed by duly authorized officers of Electrosource and
     by Consultant.

     12.  Construction.  This Agreement shall be construed in
     accordance with the laws of the State of Texas.  Consultant
     hereby submits to the continuing jurisdiction of the laws
     and the courts of the State of Texas in the prosecution of
     any interpretation or dispute under or arising out of this
     Agreement.  Should any portion of this Agreement be adjudged
     or held to be invalid, unenforceable or void, such judgment
     shall not have the effect of invalidating or voiding the
     remainder of this Agreement, and the parties hereto agree
     that the portion to be held invalid, unenforceable or void
     shall, if possible be deemed amended or reduced in scope or
     to otherwise be stricken from this Agreement to the extent
     required for the purposes of validity and enforcement
     thereof.

     13.  All dollars referenced herein are $U.S.

     14.  Mediation/Arbitration.  Any controversy, claim or
     dispute arising out of or relating to this Agreement or any
     breach thereof  which cannot be settled amicably by the
     parties shall be resolved by mediation with a mediator
     mutually selected by the Parties, or failing successful
     mediation, by arbitration in Austin, Texas or other location
     in the Texas under the Commercial Arbitration Rules of the
     American Arbitration Association.  Arbitration shall be by a
     single arbitrator chosen by the Parties, provided that if
     the Parties fail to agree and appoint an arbitrator within
     30 days after demand for arbitration, the Arbitrator shall
     be chosen in accordance with the Rules. The decision of the
     arbitrator shall be final and binding on the Parties, and a
     judgment on any award may be entered in any court of
     competent jurisdiction.

     IN WITNESS WHEREOF, this Agreement is dated and is effective
as of this 15th day of February, 1996.

ELECTROSOURCE, INC.                CONSULTANT:BEACON ADVISORS, INC.


By:           /S/                  By:          /S/
   James M. Rosel, Vice President     Langhorne Reid, III
   Finance, Law and Contracts         President

Date:   March 4, 1996              Date:    March 4, 1996