Exhibit 10.19

                              EMPLOYMENT AGREEMENT

     THIS  EMPLOYMENT  AGREEMENT   ("Agreement")  is  made,  entered  into,  and
effective as of May 23, 2008 (the  "Effective  Date"),  by and between  American
Soil Technologies,  Inc., a Nevada corporation ("Company"),  and Diana Visco, an
individual ("Employee") (individually, a "Party"; collectively, the "Parties").

                                    RECITALS

     WHEREAS,  Company desires to employ  Employee,  and Employee  desires to be
employed as the Secretary of Company; and

     WHEREAS,  Company desires to have an employment  agreement with Employee as
its Secretary, subject to the terms and conditions of this Agreement.

     NOW,  THEREFORE,  in  consideration  of the mutual covenants and conditions
contained herein, the Parties hereto hereby agree as follows:

                                    AGREEMENT

1. TERM OF EMPLOYMENT.

     a. SPECIFIED  PERIOD.  Company hereby employs Employee and Employee accepts
employment  with  Company for a period of five years  beginning on May 23, 2008,
and terminating on May 22, 2013.

     b. RENEWAL.  This Agreement is subject to automatic  renewal for successive
one year terms,  upon the same terms and conditions as set forth herein,  unless
either  this  Agreement  is  terminated  pursuant to Section 8 hereof or a Party
gives written notice to the other Party of its intent to terminate,  at least 30
days prior to expiration of the then-current term.

     c. EMPLOYMENT TERM DEFINED.  "Employment  term" refers to the entire period
of employment of Employee by Company,  whether for the period provided above, or
whether  terminated  earlier  as  hereinafter  provided  or  extended  by mutual
agreement between Company and Employee.

2. DUTIES AND  OBLIGATIONS  OF EMPLOYEE.  Employee  shall serve as Secretary and
Administrative  Assistant  to the  President/CEO.  Employee  shall report to the
President/CEO  or any other  individual  designated by the Board of Directors of
the Company.  Employee shall faithfully and diligently  perform all professional
duties and acts as may be  requested  and required of Employee by Company or its
Directors.  Employee  shall  devote such time and  attention  to the business of
Company as shall be  required  to perform  the  required  services  and  duties.
Employee at all times during the employment  term shall  strictly  adhere to and
obey all policies, rules and regulations established from time to time governing
the conduct of employees of Company

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3. EXCLUSIVITY, NON-DISCLOSURE.

     a.  DEVOTION TO COMPANY  BUSINESS.  Employee  agrees to perform  Employee's
services  efficiently  and to the best of Employee's  ability.  Employee  agrees
throughout  the term of this  Agreement to devote her time,  energy and skill to
the business of the Company and to the  promotion  of the best  interests of the
Company.

     b. TRADE SECRETS.  Employee  agrees that she shall not at any time,  either
during or subsequent to her employment term,  unless  expressly  consented to in
writing by Company,  either directly or indirectly use or disclose to any person
or  entity  any  confidential  information  of any kind,  nature or  description
concerning  any  matters  affecting  or  relating  to the  business  of Company,
including,  but not limited to, information concerning the customers of Company,
Company's  marketing  methods,  compensation  paid  to  employees,   independent
contractors  or suppliers  and other terms of their  employment  or  contractual
relationships,   financial  and  business  records,   know-how,   or  any  other
information  concerning the business of Company,  its manner of  operations,  or
other data of any kind,  nature or  description.  Employee agrees that the above
information and items are important, material and confidential trade secrets and
these affect the successful conduct of Company's business and its goodwill.

     c.  INVENTIONS  AND  PATENTS.  Employee  agrees to  disclose  and to assign
immediately to the Company,  or to any persons designated by the Company,  or at
the Company's option, any of the Company's successors or assigns, all inventions
or  improvements  which are or were made,  conceived  or reduced to  practice by
Employee,  whether  acting  independently  or with others,  during the course of
Employee's employment with the Company, and which (i) were made, conceived of or
first  reduced to  practice  in the  performance  of any duties  assigned  to or
undertaken  by the  Employee as an employee of the  Company;  or (ii) were made,
conceived of or first reduced to practice  with the use of the  Company's  time,
material, facilities or funds.

4. COMPENSATION.

     a. SALARY. Subject to the termination of this Agreement as provided herein,
Company shall compensate Employee for her services hereunder at an annual salary
of $85,000  payable in  accordance  with the  Company's  practices,  less normal
payroll deductions, and prorated for the actual employment term.

     b. SALARY INCREASES;  ADDITIONAL COMPENSATION.  Employee shall receive such
annual increases in salary and such additional compensation as may be determined
by the Board of  Directors  of the Company in its sole  discretion.  Such salary
increases  and/or  additional  compensation  shall  be paid to  Employee  on the
anniversary date of this Agreement during the Employment Term, and at such other
times as may be determined by the Board of Directors.

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5. EMPLOYEE  INCENTIVES.  Employee shall be entitled to receive incentives under
all  incentive  plans made  available  by Company or in the future to  similarly
situated employees,  subject to the terms, conditions and overall administration
of such plans,  including  but not  limited to stock  options,  bonuses,  profit
sharing,  and any other  incentive  plans that the Company has made available to
similarly situated employees.

6. EMPLOYEE BENEFITS.

     a. VACATION.  Employee shall be entitled,  during each employment  year, to
________ weeks vacation, per annum, non-cumulative.  Employee may be absent from
her  employment  for Vacation only at such times as may be convenient to Company
and Employee.

     b. MEDICAL COVERAGE.  Company agrees to include Employee in the coverage of
its medical and dental insurance.

     c. PLAN  PARTICIPATION.  Employee shall be entitled to participate in or to
receive benefits under all of Company's employee benefit plans made available by
Company or in the future to similarly situated employees,  subject to the terms,
conditions and overall  administration of such plans,  including but not limited
to 401(k) plans,  IRA plans,  E.R.I.S.A  Plans,  any other retirement or benefit
plans that the Company has made available to similarly situated employees.

7.  BUSINESS  EXPENSES.  Employee  will be  required  to  incur  travel,  meals,
entertainment  and other  business  expenses  on behalf  of the  Company  in the
performance of Employee's duties hereunder.  Company will reimburse Employee for
all such reasonable  business  expenses  incurred by Employee in connection with
Company's   business  upon   presentation   of  receipts  or  other   acceptable
documentation of the expenditures.  In compensating  Employee for expenses,  the
ordinary and usual business  guidelines and documentation  requirements shall be
adhered to by Company and Employee.

8. TERMINATION OF EMPLOYMENT.

     a. TERMINATION FOR CAUSE. Company may terminate this Agreement for cause at
any time. For purposes of this  Agreement,  the term "cause" shall include,  but
not be  limited  to,  in the  Company's  reasonable  but  sole  discretion,  the
following: a material breach of or failure to perform any covenant or obligation
in this Agreement,  disloyalty,  dishonesty,  neglect of duties,  unprofessional
conduct,  acts of moral turpitude,  disappearance,  felonious conduct, or fraud.
Company may  terminate  this  Agreement  for cause by giving  written  notice of
termination  specifying  the cause to Employee  without  prejudice  to any other
remedy to which Company may be entitled either at law, in equity,  or under this
Agreement.  The notice of termination required by this section shall specify the
ground for the termination and shall be supported by a statement of all relevant
facts.

     b. TERMINATION UPON DEATH OR DISABILITY.

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          i. DEATH.  This  Agreement  shall be terminated  immediately  upon the
death of Employee.

          ii. DISABILITY. Company reserves the right to terminate this Agreement
if, due to illness or injury,  either physical or mental,  Employee is unable to
perform Employee's customary duties as an employee of Company, unless reasonable
accommodation can be made to allow Employee to continue  working,  for more than
30  days  in the  aggregate  out  of a  period  of 12  consecutive  months.  The
disability  shall be  determined  by a  certification  from a physician.  Such a
termination  shall be effected by giving ten days' written notice of termination
to  Employee.  Termination  pursuant  to  this  provision  shall  not  prejudice
Employee's  rights to receive  disability  insurance  payments or the  continued
compensation pursuant to this Agreement.

          iii. WITHOUT CAUSE. Termination under this section for either death or
disability  shall  not be  considered  "for  cause"  for  the  purposes  of this
Agreement.

     c. EFFECT OF MERGER, TRANSFER OF ASSETS, OR DISSOLUTION.  Without the prior
written  consent of Employee,  this  Agreement  shall not be  terminated  by any
voluntary  or  involuntary  dissolution  of Company  resulting  from a merger or
consolidation in which Company is not the consolidated or surviving corporation,
or a transfer of all or substantially all of the assets of Company. In the event
of any such merger or  consolidation or transfer of assets,  Employee's  rights,
benefits,  and  obligations  hereunder  shall be  assigned to the  surviving  or
resulting  corporation or the transferee of Company's  assets,  unless  Employee
agrees otherwise.

     d. PAYMENT ON TERMINATION.  If Company  terminates this Agreement  "without
cause," it shall pay "Severance  Benefits" to the Employee.  Severance  Benefits
shall  mean,  for  purposes  of this  Agreement,  a cash  payment  equal  to the
aggregate compensation payable to the Employee during the remaining term of this
Agreement, including all salary, commissions, bonuses and other compensation.

     e. TERMINATION BY EMPLOYEE.

          i. WITHOUT CAUSE.  Employee may terminate this Agreement without cause
upon 30 days' prior written notice to Company.

          ii. WITH CAUSE. Employee may terminate this Agreement immediately with
cause,  in which event  Employee  shall  receive the Payment on  Termination  in
accordance with Section 8(d) herein. For the purposes of this Agreement, "cause"
for  termination  by  Employee  shall be a breach of any  material  covenant  or
obligation  hereunder;  or the  termination of this Agreement  without the prior
written  consent of Employee due to the voluntary or involuntary  dissolution of
the  Company,  any  merger  or  consolidation  in which the  Company  is not the
surviving or resulting  corporation,  or any transfer of all or subsequently all
of the assets of Company.

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9. GENERAL PROVISIONS.

     a. BINDING  EFFECT.  This Agreement  shall be binding upon and inure to the
benefit of the Parties hereto their respective devisees,  legatees, heirs, legal
representatives, successors, and permitted assigns. The preceding sentence shall
not affect any restriction on assignment set forth elsewhere in this Agreement.

     b. NOTICES. Any notice, request, instruction, or other document required by
the  terms of this  Agreement,  or  deemed  by any of the  Parties  hereto to be
desirable,  to be given to any other party  hereto shall be in writing and shall
be given by personal  delivery,  overnight  delivery,  mailed by  registered  or
certified  mail,  postage  prepaid,  with return receipt  requested,  or sent by
facsimile transmission to the addresses of the Parties as follows:

          TO COMPANY:            American Soil Technologies, Inc.
                                 Attn: Carl P. Ranno, President
                                 12224 Montague Street
                                 Pacoima, CA 91331
                                 Fax: (818) 899-4670

          TO EMPLOYEE:           Diana Visco
                                 12224 Montague Street
                                 Pacoima, CA 91331
                                 Fax: (818) 899-4670

          WITH A COPY TO:        Oswald & Yap
                                 Attn: Lynne Bolduc, Esq.
                                 16148 Sand Canyon Avenue
                                 Irvine, CA  92618
                                 Fax: (949) 788-8980

The persons and  addresses set forth above may be changed from time to time by a
notice sent as aforesaid.  If notice is given by personal  delivery or overnight
delivery in accordance with the provisions of this Section, such notice shall be
conclusively  deemed  given at the time of such  delivery  provided a receipt is
obtained from the recipient.  If notice is given by mail in accordance  with the
provisions of this Section,  such notice shall be conclusively deemed given upon
receipt and delivery or refusal. If notice is given by facsimile transmission in
accordance   with  the  provisions  of  this  Section,   such  notice  shall  be
conclusively  deemed given at the time of delivery if during  business hours and
if not during business hours, at the next business day after delivery,  provided
a confirmation is obtained by the sender.

     c. SUMS DUE DECEASED EMPLOYEE.  If Employee dies prior to the expiration of
the  employment  term,  any sums  that may be due him from  Company  under  this
Agreement  as of the  date of  death  shall  be paid  to  Employee's  executors,
administrators, heirs, personal representatives, successors, and assigns.

     d.  ASSIGNMENT.  Subject to all other  provisions  of this  Agreement,  any
attempt to assign or  transfer  this  Agreement  or any of the rights  conferred
hereby,  by judicial  process or otherwise,  to any person,  firm,  Company,  or

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corporation  without  the prior  written  consent of the other  Party,  shall be
invalid,  and may,  at the option of such other  Party,  result in an  incurable
event of default  resulting  in  termination  of this  Agreement  and all rights
hereby conferred.

     e. CHOICE OF LAW. This  Agreement  and the rights of the parties  hereunder
shall be governed by and construed in  accordance  with the laws of the State of
California  including all matters of construction,  validity,  performance,  and
enforcement and without giving effect to the principles of conflict of laws.

     f.  JURISDICTION.  The parties submit to the  jurisdiction of the Courts of
the County of Orange,  State of California  or a Federal Court  empaneled in the
State of California for the  resolution of all legal disputes  arising under the
terms of this Agreement.

     g.  INDEMNIFICATION.  Company  shall  indemnify,  defend and hold  Employee
harmless,  to the fullest  extent  permitted  by law,  for all claims,  demands,
losses,  costs,  expenses,  obligations,  liabilities,  damages,  recoveries and
deficiencies,  including interest, penalties and reasonable attorney's fees that
Employee  shall incur or suffer  that arise  from,  result from or relate to the
discharge of Employee's  duties under this  Agreement.  Company  shall  maintain
adequate  insurance  for this  purpose or shall  advance  Employee  any expenses
incurred  in  defending  any such  proceeding  or claim  to the  maximum  extent
permitted by law.

     h. ENTIRE AGREEMENT.  Except as provided herein, this Agreement,  including
exhibits,  contains  the entire  agreement of the Parties,  and  supersedes  all
existing  negotiations,  representations,  or  agreements  and all  other  oral,
written, or other  communications  between them concerning the subject matter of
this  Agreement.  There are no  representations,  agreements,  arrangements,  or
understandings,  oral or written,  between and among the Parties hereto relating
to the subject matter of this Agreement that are not fully expressed herein.

     i. SEVERABILITY.  If any provision hereof is held to be illegal, invalid or
unenforceable  under  present or future laws  effective  during the term hereof,
such provision shall be fully  severable.  This Agreement shall be construed and
enforced  as if such  illegal,  invalid  or  unenforceable  provision  had never
comprised a part hereof,  and the  remaining  provisions  hereof shall remain in
full force and  effect  and shall not be  affected  by the  illegal,  invalid or
unenforceable provision or by its severance wherefrom.  Furthermore,  in lieu of
such  illegal,   invalid  or  unenforceable   provision  there  shall  be  added
automatically by the Company as a part hereof a provision as similar in terms to
such illegal,  invalid or unenforceable  provision as may be possible and legal,
valid and enforceable.

     j.  CAPTIONS.  The captions in this Agreement are inserted only as a matter
of  convenience  and for  reference  and shall not be deemed to  define,  limit,
enlarge,  or describe  the scope of this  Agreement or the  relationship  of the
Parties,  and  shall  not  affect  this  Agreement  or the  construction  of any
provisions herein.

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     k. MODIFICATION.  No change,  modification,  addition, or amendment to this
Agreement shall be valid unless in writing and signed by all Parties hereto.

     l.  ATTORNEYS'  FEES.  In the event any Party hereto shall  commence  legal
proceedings  against the other to enforce the terms hereof, or to declare rights
hereunder,  as the  result  of a breach of any  covenant  or  condition  of this
Agreement,  the  prevailing  Party in any such  proceeding  shall be entitled to
recover from the losing Party its costs of suit, including reasonable attorneys'
fees, as may be fixed by the court.

     m.  TAXES.  Any income  taxes  required to be paid in  connection  with the
payments  due  hereunder,  shall be borne by the  Party  required  to make  such
payment.  Any  withholding  taxes  in the  nature  of a tax on  income  shall be
deducted from  payments  due, and the Party  required to withhold such tax shall
furnish to the Party receiving such payment all documentation necessary to prove
the proper  amount to  withhold  of such  taxes and to prove  payment to the tax
authority of such required withholding.

     n. NOT FOR THE BENEFIT OF CREDITORS OR THIRD  PARTIES.  The  provisions  of
this  Agreement  are intended  only for the  regulation  of relations  among the
Parties.  This  Agreement  is not  intended  for the benefit of creditors of the
Parties or other third  Parties and no rights are  granted to  creditors  of the
Parties or other third  Parties  under this  Agreement.  Under no  circumstances
shall any third party, who is a minor, be deemed to have accepted,  adopted,  or
acted in reliance upon this Agreement.

     o. COUNTERPARTS. This Agreement may be executed in several counterparts and
it shall not be necessary  for each Party to execute each of such  counterparts,
but  when  all  of  the  parties  have   executed  and  delivered  one  of  such
counterparts,  the  counterparts,  when  taken  together,  shall  be  deemed  to
constitute  one and the  same  instrument,  enforceable  against  each  Party in
accordance with its terms.

     p. FACSIMILE  SIGNATURES.  The parties hereto agree that this Agreement may
be  executed  by  facsimile  signatures  and such  signatures  shall  be  deemed
originals.  The  parties  further  agree  that  within  ten days  following  the
execution of this Agreement, they shall exchange original signature pages.

     q. CONFLICT  WAIVER.  The Parties hereby agree and acknowledge that the law
firm of Oswald & Yap ("the Firm"),  which  represents  the Company,  has drafted
this  Agreement.  The Parties  hereto  further  acknowledge  that they have been
informed of the inherent  conflict of interest  associated  with the drafting of
this  Agreement  by the Firm and waive any action they may have against the Firm
regarding such conflict.  The Parties have been given the opportunity to consult
with counsel of their choice regarding their rights under this Agreement.


                      (SIGNATURE PAGE IMMEDIATELY FOLLOWS)

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     IN WITNESS  WHEREOF,  the Parties  hereto have caused this  Agreement to be
duly executed as of the Effective Date.


                                 COMPANY:

                                 AMERICAN SOIL TECHNOLOGIES, INC.,
                                 a Nevada corporation


                                      /s/ Carl P. Ranno
                                      ----------------------------------
                                 By:  Carl P. Ranno
                                 Its: President


                                 EMPLOYEE:

                                 DIANA VISCO


                                      /s/ Diana Visco
                                      ----------------------------------
                                 By:  Diana Visco


CONFIRMED AUTHORIZED BY THE BOARD OF DIRECTORS:

AMERICAN SOIL TECHNOLOGIES, INC.
a Nevada corporation


/s/ Carl P. Ranno
----------------------------------
By:  Carl P. Ranno
Its: President

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