SALE AGREEMENT

                           dated as of March 28, l997

                                 by and between

                             IDM ENVIRONMENTAL CORP.

                                       and

                     CAG TECHNOLOGIE MANAGEMENT CONSULTANTS
                                 GREIFSWALD GMBH

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     SALE AGREEMENT dated as of March 28, l997 (this "Agreement") by and between
IDM  ENVIRONMENTAL  CORP.,  a  New  Jersey  corporation   ("Seller"),   and  CAG
TECHNOLOGIE  MANAGEMENT  CONSULTANTS GREIFSWALD GMBH, a corporation formed under
the laws of the Federal Republic of Germany ("Purchaser").

                                   WITNESSETH:

     WHEREAS,  Seller is the owner of certain power  generating  equipment  (the
"Equipment"); and

     WHEREAS,  Purchaser  desires to acquire all of the Equipment as hereinafter
provided.

     NOW, THEREFORE, Seller and Purchaser,  intending to be legally bound hereby
agree as follows:

     I.   PURCHASE AND SALE OF EQUIPMENT

1.01  Purchase  of  Equipment.  Subject  to the  terms  and  conditions  of this
Agreement,  Seller  hereby sells,  assigns,  transfers,  sets over,  conveys and
delivers to Purchaser and Purchaser  hereby  purchases from Seller the Equipment
for the Purchase Price on an AS IS/WHERE IS basis.  The Equipment shall mean all
equipment specifically set forth on Schedule l.0l attached hereto.

     II.  PURCHASE PRICE

2.01 Purchase Price; Method of Payment;  Collateral Security. The purchase price
for the Equipment is Six Million  (US$6,000,000.00)  U.S. Dollars (the "Purchase
Price").  Purchaser  shall pay the Purchase  Price to Seller upon  execution and
delivery of this  Agreement  as  follows:  (i)  Purchaser  shall pay Six Hundred
Thousand  (U.S.  $600,000.00)  U.S.  Dollars  to  Seller  by  wire  transfer  of
immediately  available  funds  into an  account  designated  by Seller  and (ii)
Purchaser  shall  deliver  simultaneously  herewith to Seller a promissory  note
("Promissory  Note") in the amount of Five Million Four Hundred  Thousand  (U.S.
$5,400,000.00)  U.S. Dollars in the form of Exhibit A attached hereto.  The debt
underlying the Promissory Note shall be secured by a lien on the Equipment.

     III. THE CLOSING

3.01 Time of  Closing.  The  closing of the  transactions  contemplated  in this
Agreement  (the  "Closing")  shall be  effective  upon the delivery of (i) fully
executed  originals  of  this  Agreement  to  Seller  and  Purchaser;  (ii)  the
Promissory  Note to  Seller;  (iii)  delivery  of a security  agreement  made by
Purchaser in favor of Seller; and (iv) the delivery by Seller to Purchaser of an
executed bill of sale for the Equipment  substantially  in the form of Exhibit B
attached hereto.


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<PAGE>
IV.  REPRESENTATIONS AND WARRANTIES

4.0l Representations and Warranties of Seller. Seller represents and warrants to
     Purchaser that:

     a.   The Seller is a New Jersey  corporation,  validly existing and in good
          standing under the laws of New Jersey.

     b.   The  Seller  has  full  corporate  power  and  authority  to  own  its
          properties  and assets and operate its  business and to perform all of
          the Seller's obligations under this Agreement.

     c.   The Seller has taken all corporate  actions necessary to authorize the
          execution,  delivery  and  performance  of this  Agreement,  and  this
          Agreement  constitutes the valid,  legal and binding obligation of the
          Seller.

     d.   No  approval,   authorization,   consent,   or  other  action  by  any
          governmental  authority,  administrative  agency  or other  person  is
          necessary for the Seller's  execution and delivery of the Agreement or
          the performance of the Seller's obligations hereunder.

     e.   The  Seller's  execution  and  delivery  of  this  Agreement  and  the
          performance  of the  obligations  hereunder  will not cause a material
          breach or violation  of, or default  under,  any  provision of (i) the
          charter  or  bylaws of the  Seller,  (ii) any  security  issued by the
          Seller, (iii) any written agreement,  contract,  commitment,  or other
          arrangement  to which the  Seller is a party or by which the Seller is
          bound,   (iv)  any   applicable   law,  rule,  or  regulation  of  any
          governmental   authority,   or  (v)  any  applicable  decree,   order,
          injunction,  or other decision of any court, arbitrator,  governmental
          authority or administrative agency.

     f.   The  Equipment  is being sold to Purchaser on an AS IS WHERE IS basis.
          Seller  makes no  representation  or  warranty of  merchantability  or
          fitness for a particular purpose.

4.02 Representations  and  Warranties of  Purchaser.  Purchaser  represents  and
     warrants to Seller that:

     a.   Purchaser is a German company,  validly  existing and in good standing
          under the laws of the Federal Republic of Germany.

     b.   Purchaser has full corporate authority and power to own its properties
          and assets and operate its business and to perform all of  Purchaser's
          obligations under this Agreement.


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     c.   Purchaser has taken all corporate  actions  necessary to authorize the
          execution,  delivery  and  performance  of this  Agreement,  and  this
          Agreement  constitutes  the valid,  legal and  binding  obligation  of
          Purchaser.  Purchaser  has  the  financial  ability  and  capacity  to
          purchase the  Equipment  and pay for same pursuant to the terms of the
          Promissory Note.

     d.   No  approval,   authorization,   consent,   or  other  action  by  any
          governmental  authority,  administrative  agency  or other  person  is
          necessary for Purchaser's execution and delivery of this Agreement.

     e.   Purchaser's  execution and delivery of this Agreement will not cause a
          material  breach or violation of, or default  under,  any provision of
          (i)  the  charter  or  bylaws  of  the  Purchaser,  (ii)  any  written
          agreement,   contract,  commitment,  or  other  arrangement  to  which
          Purchaser  is a party  or by  which  Purchaser  is  bound,  (iii)  any
          applicable law, rule, or regulation of any governmental  authority, or
          (iv) any applicable decree,  order,  injunction,  or other decision of
          any  court,  arbitrator,  governmental  authority,  or  administrative
          agency.

V.   MISCELLANEOUS

5.01 Notice.  Any notice given  pursuant to this  Agreement  shall be in writing
signed by the party  giving such notice (or by its agent) and shall be delivered
either by hand,  messenger,  overnight  delivery or by  telecopier  to the other
party at the address  listed  below and shall be effective  upon receipt  unless
otherwise provided herein:

         Seller:          IDM Environmental Corp.
                          P.O. Box 388
                          396 Whitehead Avenue
                          South River, New Jersey 08882
                          Attention: Joel Freedman, President
                          Telephone:   (908) 390-9550
                          Telecopier:  (908) 390-9545


         Purchaser:       CAG Technologie Management Consultants
                          Greifswald GMBH
                          Koitenhager Landstrabe
                          17491 Greifswald
                          Attention:Alexander Lentes, President
                          Telephone:    #03834 80 32 0
                          Telecopier:   #03834 80 32 13


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Each party  shall have the right to change  the place to which  notice  shall be
sent or delivered by similar notice sent in like manner to the other party.

5.02 Governing Law. This Agreement shall be governed by the laws of the State of
New Jersey, U.S.A.

5.03 Entire  Agreement.  This  Agreement  (including  the Schedules and Exhibits
hereto)  contains  the entire  understanding  of the parties with respect to the
subject matter hereof.

5.04 Further  Assurances.  Without  limiting the generality of any provisions of
this  Agreement,  each party  agrees that upon  request of any other  party,  it
shall, from time to time, do any and all other acts and things as may reasonably
be  required  to  carry  out  its  obligations  hereunder,   to  consummate  the
transactions contemplated hereby, and to effectuate the purposes hereof.

5.05  Amendments.  No amendment or modification of this Agreement shall be valid
or binding upon the parties unless made in writing and executed by the parties.

5.06 Severability. If any provision of this Agreement or the application thereof
to any  person(s)  or  circumstances  shall be invalid or  unenforceable  to any
extent,  (i)  the  remainder  of this  Agreement  and  the  application  of such
provision to other person(s) or  circumstance(s)  shall not be affected thereby;
and (ii) each such provision shall be enforced to the greatest extent  permitted
by law.

5.07 No Waiver.  No consent or waiver,  express or implied,  by a party to or of
any  breach  by a  party  in the  performance  by it of  any of its  obligations
hereunder  shall be deemed or  construed  to be a consent or waiver to or of the
breach in the  performance by such party of the same or any other  obligation of
such party hereunder. Failure on the part of any party to complain of any act or
failure to act of any other  party or to  declare  any other  party in  default,
irrespective  of how long such  failure  continues,  shall not unless  otherwise
herein  provided to the  contrary  constitute  a waiver by a party of its rights
hereunder. All consents and waivers shall be in writing.

5.08 Successors and Assigns.  Subject to the restrictions on transfers set forth
herein,  this  Agreement  shall inure to the benefit of, be binding  upon and be
enforceable  by and  against the parties  and their  respective  successors  and
permitted assigns.

5.09 Joint Effort.  Preparation of this Agreement has been a joint effort of the
parties and this  Agreement  shall not be construed  more  severely  against any
party.


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5.10  Expenses.  Purchaser  and  Seller  shall  pay all of their  own  expenses,
respectively,  including legal and accounting fees, relating to the transactions
contemplated hereby,  regardless of whether the transactions contemplated hereby
are consummated.

5.11 Counterparts. This Agreement may be executed in counterparts, each of which
shall  constitute  an  original,  but all of which  when  taken  together  shall
constitute but one Agreement.  It shall not be necessary that any counterpart be
signed by the parties so long as each party shall have executed a counterpart.

     IN WITNESS WHEREOF, the parties have hereto set their hands and seals as of
the date first set forth above.


                                  IDM ENVIRONMENTAL CORP.



                                  By:  /s/ Joel Freedman
                                     -------------------------------------------
                                       Joel Freedman
                                       President



                                  By:  /s/ Frank Falco
                                     -------------------------------------------
                                       Frank Falco
                                       Executive Vice President



                                  CAG TECHNOLOGIE MANAGEMENT
                                  CONSULTANTS GREIFSWALD GMBH



                                  By:  /s/ Alexander Lentes
                                     -------------------------------------------
                                        Alexander Lentes
                                        President


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