EXHIBIT 10.103
                            AGREEMENT
                                
     The undersigned parties agree as follows:

      1.    Electrosource, Inc. ("ELSI") will pay Robert Trembath
("Trembath") and Cold Services, Inc. ("CSI") the sum  of  $40,000
in two installments, payable as follows:

        a.  $15,000 to Trembath, on or before December 21, 1995.

        b.  $25,000 to CSI, on or before January 5, 1996.

      2.  ELSI  will  pay  CSI a 4% finder's  fee  for  financing
obtained  by  ELSI  through the following four entities:   Edmund
McMullen,  Salem/Old Colony Leasing (equipment leasing),  Bankers
Capital  (loans)  and  La Jolla Capital.   The  4%  fee  will  be
calculated  based  on the net proceeds ELSI receives  from  these
sources  as  and when received.  The parties agree that  ELSI  is
free  to  use  or  not these sources, based on its  own  business
judgment.   As  to  each  of  these  four  sources  of  potential
financing,  the  4%  fee will apply only if ELSI  enters  into  a
financing  transaction with that source on or before  August  31,
1996.  For each of these four sources, if ELSI does enter into  a
financing  transaction on or before August 31, 1996, then  as  to
that  company,  the  4%  fee  will apply  to  all  its  financing
transactions  with  ELSI unless a period of  six  months  elapses
during which ELSI has no financing contractual relationship  with
such  company.  Trembath and CSI further agree that in the  event
either  of them wants to submit a proposal for ELSI to  La  Jolla
Capital,  he  will  first obtain ELSI's written approval  through
ELSI's General Counsel.

      3.  Trembath  and CSI hereby release and forever  discharge
ELSI,  its  officers, directors, employees, and agents  from  all
claims  or causes of action, whether know or unknown, and accrued
or  unaccrued,  arising out of any consulting  relationship,  any
written  or oral agreement, services rendered, expenses incurred,
or  any  other basis, except claims that arise out of obligations
created  by  this  agreement.   This  release  also  specifically
includes  any claims related to consulting services in connection
with  possible  future  plants  in  Sacramento  or  Los  Angeles,
California.

      4. ELSI hereby releases and forever discharges Trembath and
CSI,  its  officers, directors, employees, and  agents  from  all
known  claims or causes of action, arising out of any  consulting
relationship,  any written or oral agreement, services  rendered,
expenses  incurred, or any other basis, except claims that  arise
out  of obligations created by this agreement.  This release also
specifically  includes any claims related to consulting  services
in  connection with possible future plants in Sacramento  or  Los
Angeles, California.

      5.  Trembath agrees that he will not talk to ELSI employees
to  interfere with ELSI business and will not talk to  actual  or
potential  customers or finance providers (except as provided  in
paragraph 2 above) about ELSI and will not represent himself as a
consultant  to or having any relationship with ELSI.  He  further
agrees   that   he   will   not   personally   represent    other
entities or persons in any negotiations with ELSI, other than  to
represent the direct interests of himself and his wife.

     6. The parties specifically agree that all prior written and
oral agreements related to consulting, commissions, finder's fees
or  any  other subject between CSI and ELSI and between  Trembath
and ELSI are hereby terminated and superseded by this agreement.

      7.  The parties agree that neither party will disparage the
other.   In  the  event this paragraph 7 agreement is  materially
breached  by Trembath, then ELSI will be entitled to a refund  of
the $40,000 payment described in paragraph 1 above.

     8. Trembath represents to ELSI that he has full authority to
enter into this agreement without any consent or approval of  his
spouse.

DATED:  December 19, 1995.

ELECTROSOURCE, INC.                COLD SERVICES, INC.

             /S/                             /S/
By:    James M. Rosel              By:  Robert Trembath
Its:   Vice President and          Its: President
        General Counsel
                                            /S/
                                   Robert Trembath, individually