EXHIBIT 10.12

                              EMPLOYMENT AGREEMENT
                             DATED AS OF MAY 1, 2003
                                     BETWEEN
                           TRANS GLOBAL SERVICES, INC.
                                       AND
                            ARTHUR PINER GRIDER, III


Arthur  Piner  Grider,  III  ("Executive") and Trans Global Services, a Delaware
Corporation,  and  its  subsidiaries  (collectively,  "Company") hereby agree as
follows:

1.  TERM

The  term of this Agreement shall commence as of May 1, 2003 and shall terminate
on  May  1,  2005  with  annual  options  thereafter.

2.  DUTIES

Executive  shall  be  employed  by  the  Company  as its Chief Executive Officer
("CEO")  and  President. Executive shall report directly and solely to the Board
of Directors ("Board"). Executive shall devote full time and best efforts to the
Company  and  to fulfillment of the responsibilities called for by his position,
which  shall  include  such  duties  as may from time to time be assigned by the
Company.  The Executive shall promptly disclose any enterprise in which he has a
managerial role, majority ownership, controlling relationship or other financial
interests.  In  the  event  Company  does  business  with  enterprise  in  which
Executive  has  any interests, Executive shall recuse himself from participating
in  those  business  relationship.

3.  SALARY

Executive  shall  receive  an  annual  base salary of $200,000 for the Period of
Employment.  For  any  period  thereafter during which this Agreement remains in
effect,  the  Executive's  Base  Salary  may  be  increased  consistent  with
recommendations  from  the  Compensation Committee of the Board, but the Company
shall  have  no  obligation  hereunder  to  effect such increases. Annually, the
Compensation  Committee  will  review  the  Executive's  Base  salary  for
competitiveness  and appropriateness in the industry. In no event, however, will
the  Executive's Base Salary on or after May 1, 2003 be less than an annual rate
of  $200,000.  Base  Salary,  will be payable according to the customary payroll
practices  of  the  Company  and will be subject to all required withholding for
taxes.

4.  BONUS

In  lieu  of  participation in any other Company-sponsored annual bonus program,
Executive shall be eligible for a target annual bonus of 100% of the Base Salary
earned during the fiscal year, with the actual amount of the bonus determined by
the  Compensation  Committee  based  on  an  assessment  of  Company  financial
performance and Executive's strategic accomplishments during the fiscal year. In
no  way should the target bonus amount be construed as limiting the actual bonus
amount  that  may  be paid to the Executive in any fiscal year. A bonus shall be
payable  in cash or a combination of cash, Restricted Stock or Stock Options, as
mutually  agreed  by  and  between the Executive and the Compensation Committee.
Final  approval  of  the  Executive bonus will be by vote of the majority of the
Board.


5.  HEALTH  AND  WELFARE  BENEFITS

During the Period of Employment, the Executive shall be entitled to participate,
under  the  terms  and  conditions thereof, in any group life medical, dental or
other  health  and  welfare  program  generally


                                        1
<PAGE>
available  to  management  personnel  of the Company which may be in effect from
time  to  time  during the Period of Employment. In addition, Executive shall be
provided  with supplemental benefits at no cost to the Executive which result in
the  following  levels  of coverage, inclusive of any coverage provided by basic
Company-sponsored  benefits:

     (a)  Pre-Retirement  Life  Insurance  equal  to three (3) times Executive's
          annual  Base  Salary.
     (b)  Post-Retirement  life  insurance equal to one and one-half (1.5) times
          Executive's  annual  base  salary  as  of  the  date  of  Executive's
          retirement.
     (c)  Disability  coverage from all Company-sponsored and government sources
          combined  to  equal  to 60% of Base Salary plus pro-rata target bonus,
          less  any  required  offsets.

6.  LIFE  STYLE  PERQUISITES

The Executive shall receive the following perquisites:

     (a)  The Executive will be provided with an automobile. This perquisite may
          take  the  form  of reimbursements of monthly payments on an Executive
          owned  vehicle(taxable),  payment of monthly lease (non-taxable) or an
          agreed  to  monthly  cash  automobile  allowance  (non  taxable).
     (b)  The  Company  will  reimburse the Executive for his initial membership
          fee,  monthly  dues  and other associated costs for a Health/Executive
          Club  Membership,  subject  to  approval  of  the  Board of Directors.
     (c)  During  each  year  of  the term of this Agreement, Executive may take
          vacations  at  the  standard  number of days set by Company policy, or
          such  other  period  as  the  Board  may  authorize, during which time
          Executive's  compensation  shall be paid in full and he shall continue
          to  participate  in  all  other  rights  and  benefits.
     (d)  The  Company  will  reimburse  the  Executive  for  all reasonable and
          necessary  expenses incurred by him for or on behalf of the benefit of
          the  Company.


7.  TERMINATION  BY  THE  COMPANY

The Company shall have the right to terminate this Agreement under the following
circumstances:

     (i)  Upon  death  of  the  Executive
     (ii) Upon  notice  to  the  Executive  in  the event of an illness or other
          disability  which has incapacitated him from performing his duties for
          six  consecutive  months  as  determined  in  good faith by the Board.
    (iii) For  good  cause  upon  notice  from  the Company.  Termination by the
          Company of the Executive's employment for "good cause" as used in this
          Agreement  shall  be  limited  to  gross  negligence or malfeasance by
          Executive  in  performance  of  his  duties under the Agreement or the
          voluntary  resignation  by the Executive as an employee of the Company
          without  the  prior  written  consent  of  the  Company.

If  this  Agreement  is terminated  pursuant to Section 7 (i) above, Executive's
rights  and  Company's obligations hereunder shall terminate except as expressly
provided  in  this  Agreement.

Notice  of  termination  pursuant  to 7(ii)-(iii) must be given to the Executive
within  5 calendar days of the Board's action.  Notice shall be by registered or
certified  mail  or  by  courier  delivery to the Executive at both the Houston,
Texas  offices of the Company as well as to Executive's last known home address.

8.  TERMINATION  BY  EXECUTIVE

Executive  shall have the right to terminate his employment under this Agreement
upon  30  calendar  days  written notice to the Company given within 60 calendar
days following the occurrence of any of the following events:


                                        2
<PAGE>
     (a)  Executive  is  not  elected  or retained Chief Executive Officer (CEO)

     (b)  Company  acts  to change the geographic location of the performance of
          Executive's  duties  from  the  Houston,  Texas  Metropolitan  area.

9.  CONSEQUENCES  OF  BREACH  BY  THE  COMPANY

If  this Agreement is terminated pursuant to Section 8 hereof, or if the Company
shall  terminate  the  Executive's  employment under this Agreement in any other
manner  that  is  considered  a  breach  of  this  Agreement by the Company, the
following  shall  apply:

     (a)  Executive  shall  receive  payment,  in  cash  or  Restricted stock as
          mutually  agreed  by the Executive and the Board, equal to the present
          value  of  the  Executive's base salary hereunder for the remainder of
          the  term,  payable  within  30  calendar  days  of  the  date of such
          termination.
     (b)  All  stock  options and Restricted Stock granted by the Company to the
          Executive  under  the Plan or granted by the Company prior to the date
          of termination shall become immediately exercisable. The Company shall
          pay  for  and  cause  the  registration  of  any  Restricted  Stock.

10.  BINDING  AGREEMENT

This  Agreement shall be binding upon and inure to the benefit of the Executive,
his heirs, distributes and assigns and company, its successor assigns. Executive
may not, without the express written permission of the Company, assign or pledge
any  rights  or  obligations  hereunder  to  any  person,  firm  or corporation.

11.  GOVERNING  LAW

This Agreement shall be governed by and construed in accordance with the laws of
the state of Texas.   Company and Executive agree that Harris County, Texas will
be  the  venue  for  any  disputes  arising  from  this  Agreement.

IN  WITNESS  THEREOF,  the  parties have executed this Agreement this 6th day of
May, 2003, effective as of May 1, 2003.



Executive:    /s/ Arthur P. Grider
              ------------------------------------
                  Arthur P. Grider


Compensation  Committee  Chairperson:     /s/ Paul E. McManus
                                          ------------------------------------
                                          Paul E. McManus


                                        3
<PAGE>