EXHIBIT 10.8


                                                                      [AES LOGO]


                       EXCLUSIVE REPRESENTATION AGREEMENT

This Agreement made and entered into as of the 4th day of Jan 2001

BETWEEN

                        GREEN OASIS ENVIRONMENTAL, INC.
                         184 East Bay Street Suite 302
                        Charleston, South Carolina 29401
                           (hereinafter called "GOE"

AND

                         AMERICAN ENERGY SERVICES, INC.
                              7224 Lawndale Street
                                 P.O. Box 34356
                             Houston, TX 77234 USA
                     (hereinafter called "REPRESENTATIVE")

RECITALS

1.   GOE,  Manufactures,  Fabricates  and/or sells certain types of  e1quipment,
     more particularly described in Exhibit "A" ("Products")

2.   REPRESENTATIVE  desires to act as the commercial  representative for GOE in
     connection with the sale of Products for the particular project,  customer,
     or territory indicated below.

3.   GOE desires to appoint REPRESENTATIVE as its exclusive representative,  for
     the project, customer, or territory indicated below.

AGREEMENTS

1.   GOE  hereby  appoints   REPRESENTATIVE  to  be  the  exclusive   commercial
     representative  of GOE,  which  appointment  is  exclusive  to the  sale of
     PRODUCTS or services  for use in  connection  with the  following  project,
     and/or customer, and/or territory MEXICO.

2.   REPRESENTATIVE  accepts  such  appointment  for the listed  purpose  stated
     above,  and agrees to use its very best  efforts  to  promote  sale of said
     product and/or services. In addition, REPRESENTATIVE shall provide GOE with
     a report,  which shall be  generated  every 45 days,  tracking  tenders and
     projects in the region  represented.  This report shall be on the "45 PRF -
     FORM" (which will be supplied  with the  Representation  agreement  Package
     upon  return  of  signed  originals)  and must  reach  GOE no later  than 3
     business days after the 45 days have transpired.

3.   REPRESENTATIVE  shall  solicit  inquires  and orders for  PRODUCTS  for the
     project,   and/or   customer,   and/or   territory   indicated  above.  The
     REPRESENTATIVE  shall  promptly  send or  designate  all such  inquires and
     orders to GOE in  English.  REPRESENTATIVE  shall  provide  translation  as
     necessary.

4.   REPRESENTATIVE  agrees to make every effort to register  GOE'  products and
     include GOE' products on the Approved Vendor's List files of the respective
     end-users.  The approval may be accomplished by way of official notice from
     recognizable private sector,  clients, and/or appropriate Government Energy
     companies, or by the receipt and quotation by GOE of official international
     tenders directed to GOE by the authorized

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     purchasing department of referred private companies or Government Entities.
     In this regard  REPRESENTATIVE agrees to provide GOE within sixty (60) days
     of commencement of this agreement, a comprehensive target list of companies
     or Government Agencies it will solicit for the sale of GOE products.

5.   GOE  will  provide  sales  and  engineering   materials  to  REPRESENTATIVE
     designated  personnel  and  REPRESENTATIVE  would  co-ordinate,  set up and
     provide in-country monitoring of value related commercial activity.

6.   REPRESENTATIVE  agrees to make available to GOE its local staff when and if
     appropriate, in a better effort to service the GOE account.

7.   REPRESENTATIVE shall do everything within its power to assure GOE of timely
     payments from clients.

8.   REPRESENTATIVE  shall  perform  such  other  duties as may be  required  to
     successfully obtain purchase of the PRODUCT and/or services.

9.   GOE agrees to pay REPRESENTATIVE a commission, in U.S. DOLLARS equal to the
     percentage of the PRODUCT sale, as set forth in EXHIBIT "A",  commission to
     be payable to the REPRESENTATIVE. Project contractual commercial terms will
     determine  method  of  payment  to  REPRESENTATIVE.   Commissions  will  be
     available  to  REPRESENTATIVE  after full  payment to GOE is received  from
     above mentioned company and/or end-user.

10.  REPRESENTATIVE is an independent  contractor and is not an agent of GOE and
     will have no power to bind, obligate, or commit GOE.

11.  This agreement automatically  terminates eighteen (18) months from the date
     set forth above.  This agreement may be terminated by either party,  at any
     time, upon thirty (30) days prior written notice to the other,  sent to the
     address  indicated  above,  or to such other address as may be  hereinafter
     designated  in writing.  Such  termination  shall not affect the rights and
     obligations  of the parties which have accrued or become fixed prior to the
     effective  termination above unless breach of contract has occurred.  If an
     order for  PRODUCT  is  received  by GOE  within  thirty  (30) days of such
     termination, commission is payable to the REPRESENTATIVE. After such thirty
     (30) day period, no further obligation exists under this agreement.

12.  GOE agrees to grant AES THE RIGHT OF FIRST  REFUSAL on any products used on
     GOE  contracts in the territory of Mexico that are either  manufactured  by
     AES or represented by any of its acquisitioned companies.

13.  This agreement  will be interpreted in all respects in accordance  with the
     laws to the State of Texas and the United States.

14.  This agreement is not assignable  without prior written  agreement  between
     both parties.

Executed by the parties in triplicate original copies as of the date set forth
above.

GREEN OASIS ENVIRONMENTAL, INC.         REPRESENTATIVE

/s/ William D. Carraway                 /s/ Pat S. Elliott

Name:  William D. Carraway              Name:  Pat S. Elliott
Title: 1-4-2001                         Title: President AES
                                               1-6-2001

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                            EXHIBIT "A" ("PRODUCTS")

GOE PRODUCTS COVERED BY THIS AGREEMENT ARE:

PRODUCT/SERVICES DESCRIPTION


                                  COMMISSIONS
                                  -----------

CONTRACT VALUES FOR ENVIROECONOMICS(TM) SYSTEM
SHALL VARY COMMISSIONS OF                                        10%

Notes:

1.   Commissions to be calculated on contract values.

2.   Commissions  shall  reflect  any  liquidated  damages  incurred  during the
     project and shall be itemized as such for REPRESENTATIVE.

3.   This signed  representation  agreement is in lieu of all other  agreements,
     either expressed or implied.


GREEN OASIS ENVIRONMENTAL, INC.         REPRESENTATIVE

/s/ William D. Carraway                 /s/ Pat S. Elliott

Name:  William D. Carraway              Name:  Pat S. Elliott
Title: PRESIDENT                        Title: President AES
Date:  1-4-2001                                1-6-2001