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                                                                    EXHIBIT 10.2


                              EMPLOYMENT AGREEMENT

         THIS EMPLOYMENT AGREEMENT is made effective as of 26 March 1999 between
W-H ENERGY SERVICES, INC,. a Texas corporation (hereinafter called the "Company"
or "W-H") and Jeffrey Tepera (hereinafter called the "Employee").

         WHEREAS, the parties hereto desire to enter into a contract to provide
for the employment of Employee by the Company;


         NOW, THEREFORE, the parties hereto mutually agree as follows:

         1.       The Company hereby employs the Employee and the Employee
                  hereby agrees to serve the Company as Vice President and
                  Treasurer or in such other capacity as may be mutually agreed.
                  Employee agrees to devote his full time, energy and ability to
                  his duties hereunder.

         2.       The employment of the Employee shall continue from the date
                  hereof for a period ending in three (3) years and shall be
                  automatically renewed for an additional three (3) year term
                  expiring on 26 March 2005, unless the Company notifies
                  Employee in writing on or before 25 January 2002 of the
                  Company's election not to renew this Employment Agreement or
                  Employee notifies the Company in writing on or before 25
                  January 2002 of Employee's election not to renew this
                  Employment Agreement.

         3.       The Company shall pay to the Employee during the term of his
                  employment, a salary at the annual rate of $85,000 payable in
                  accordance with the Company's usual payroll practices, plus
                  $7,800 car allowance and other benefits and incentive
                  compensation opportunities based on the Company's and the
                  Employee's performance as shall be established by the Company.
                  Employee's salary will be reviewed annually by the Company's
                  President for possible increases based on Employee's
                  performance.

         4.       In the event of Employee's death or permanent disability,
                  which disability in the opinion of a physician selected by the
                  Company renders him totally incapable of performing the
                  services contemplated under his Employment Agreement, while
                  in the employ of the Company, in addition to the other
                  provisions of this Employment Agreement, the Company shall pay
                  to Employee or the Estate of the Employee, as the case may be,
                  the base compensation which would otherwise be payable to
                  Employee hereunder for a period of two (2) months after such
                  permanent disability or death occurs. The Employee is entitled
                  to obtain a second opinion, at the Company's cost, regarding
                  his disability. If the physician chosen by the Employee
                  disagrees with the Company physician, the Parties will obtain
                  the opinion of a physician mutually agreeable to the first two
                  physicians, whose opinion will decide whether the Employee is
                  totally disabled and unable to perform under this Agreement.

         5.       In the event Employee voluntarily terminates his employment
                  hereunder, Employee shall be entitled to receive only his
                  salary to the date of such termination and shall not be
                  entitled to receive any incentive compensation he might
                  otherwise have been entitled to receive hereunder.

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6.       Except as provided in paragraph 7 hereunder, in the event Employee's
         employment is terminated by the Company, Employee shall be entitled to
         receive his salary for one (1) year, however, Employee shall not be
         entitled to receive any incentive compensation he might otherwise have
         been entitled to receive hereunder.

7.       The Company shall deem any of the following events as cause for the
         termination of this Employment Agreement:

         (a) Proven dishonesty by Employee or misappropriation of funds or
             property of the Company by Employee;

         (b) Willful breach by Employee of his duties hereunder; or

         (c) Conduct on the part of Employee which would be materially adverse
             to the interest of the Company.

         In the event of termination of Employee's employment hereunder for
         cause, Employee shall be entitled to receive only his salary to the
         date of such termination and shall not be entitled to receive any
         incentive compensation he might otherwise have been entitled to
         receive hereunder.

8.       The Employee shall not at any time hereafter divulge or disclose to
         any person, firm or company, or make use of any confidential or other
         information which constitutes special or exclusive knowledge connected
         with the business or operations of the Company or with any of its
         dealings, transactions or affairs and which he may acquire during the
         period of this Employment Agreement.

9.       During the term of this Employment Agreement, Employee shall be
         entitled to reimbursement of all reasonable out-of-pocket expenses
         incurred on behalf of the Company by reason of his employment and to
         participate in the same employee benefits as all other employees of the
         Company, consistent with past practices.

10.      Employee agrees that for a period of one (1) year from the date of the
         voluntary termination of this Employment Agreement or one (1) year
         from the date of the involuntary termination pursuant to Paragraph 6
         above if such involuntary termination occurs on or before the first
         anniversary of this Employment Agreement, he will not be employed by
         or associated with or own any entity which is engaged in Company
         businesses, provided, however, the Employee may hold as an investment
         up to 2% of the outstanding shares of any publicly held corporation
         engaged in such competitive activities.

11.      The rights and benefits of the Employee under this Employment
         Agreement may not be assigned by the Employee.

12.      This Employment Agreement shall be deemed to have been executed in,
         governed by and construed in accordance with the laws of the State of
         Texas.