EXHIBIT 10.48


                        SETTLEMENT AGREEMENT AND RELEASE

     THIS  SETTLEMENT AGREEMENT AND RELEASE ("Agreement") is made as of 16th day
of  December,  2004,  by  and between ENTECH ENVIRONMENTAL TECHNOLOGIES, INC., a
Florida  corporation  ("Entech")  and  Stonegate Securities, Inc. ("Stonegate").

     WHEREAS,  Stonegate  and Entech are parties to the certain Placement Agency
Agreement entered into as of June__, 2004 (the "Placement Agency Agreement") and
in connection with the Placement Agency Agreement Stonegate has provided certain
financial  services  to  Entech;  and

     WHEREAS  pursuant  to  the  terms  of  Section 6(b) of the Placement Agency
Agreement,  Entech  is  required  to  reimburse  Stonegate for certain expenses;

     WHEREAS, the parties to this Agreement desire to settle all amounts owed by
Entech  to  Stonegate pursuant to Section 6(b) of the Placement Agency Agreement
up  through  August  30,  2004;

     NOW,  THEREFORE,  in  consideration  of  the  release contained herein, the
parties  hereto  agree  as  follows:

     1.   Payment. In satisfaction of its obligations to Stonegate under Section
          --------
6(b) of the Placement Agency Agreement up to and through August 30, 2004, Entech
shall  pay effective upon execution of this Agreement (the "Closing") the sum of
seven  thousand  five  hundred  dollars  ($7,500)  to  Stonegate.

     2.   Release.  In  consideration of the payment as set forth in Paragraph 1
          --------
of  this  Agreement, Stonegate for itself and its successor and assigns, will be
deemed  to  have remised, released and forever discharged, and by these presents
does,  for  itself  and its successors and assigns, remise, release, and forever
discharge  Entech  and  its  successors  and  assigns, of and from all manner of
action  and actions, causes of action, suits, debts and dues, claims and demands
whatsoever,  in  law or in equity, which against Entech, Stonegate ever had, now
has,  or  which  it  and  its successors and assigns hereafter can, shall or may
have,  for,  upon  or  by  reason  of the obligations of the Company pursuant to
Section  6(b)  of  the  Placement  Agency Agreement up to and through August 30,
2004.  Nothing  herein shall be deemed to remise, release or discharge Entech or
any  of its successors an assigns from its obligations under Section 5, 6(a) and
6(c),  7,  8,  9  and  10  of  the  Placement  Agency  Agreement.

     3.   Governing  Law.   This  Agreement shall be governed by and interpreted
          ---------------
in  accordance  with  the  laws  of  the  State  of  Florida.

     4.   Entire  Agreement.  This  Agreement  sets  forth  the entire agreement
          ------------------
between  the  parties  with regard to the subject matter hereof as it relates to
Section 6(b) of the Placement Agency Agreement.  No other agreements, covenants,
representations  or warranties, expressed or implied, oral or written, have been
made  by  either  party  to the other with respect to the subject matter of this
Agreement,  except  for  the  Placement  Agency  Agreement.  All  prior  and
contemporaneous conversations, negotiations, possible and alleged agreements and
representations,  covenants  and  warranties  with respect to the subject matter
hereof  are  waived,  merged  herein  and  superseded  hereby.

     5.   Modification  and  Revocation.  This  Agreement may not be modified or
          ------------------------------
revoked  except  by  a  written  instrument  executed  by  all  parties  to this
Agreement.


     6.   Signatories. All signatories to this Agreement represent that they are
          ------------
duly  authorized  and  have  full  power  to  enter  into  this  Agreement.

     7.   Additional  Acts.  All parties shall execute and deliver all documents
          -----------------
and  perform  all  further  acts  that may be reasonably necessary and useful to
effectuate  the  purposes  and  provisions  of  this  Agreement.

     8.   Multiple Counterparts.   This Agreement may be executed in one or more
          ----------------------
counterparts,  each  of  which  shall  be  deemed  an original, but all of which
together shall constitute one and the same instrument.  A facsimile transmission
of  this  signed  Agreement  shall  be  legal and binding on all parties hereto.

     Remainder  of  page  left  intentionally  blank

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Settlement  Agreement  and  Release

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     IN  WITNESS  WHEREOF,  the  parties hereto have executed and delivered this
Agreement  on  the  date  first  appearing  above.



                                        ENTECH ENVIRONMENTAL TECHNOLOGIES,
                                        INC.


                                        By /s/ Burr Northtop
                                          --------------------------------------
                                          Burr Northtop, President


                                        ----------------------------------------


                                        STONEGATE SECURITIES, INC.


                                        By /s/ Scott Griffith
                                          --------------------------------------

                                        Name: Scott Griffith  Title: President
                                              --------------         -----------


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