EXHIBIT 10.13


                         JOINT VENTURE AGREEMENT BETWEEN
             ENVIRONMENTAL CONSTRUCTION PRODUCTS INTERNATIONAL (USA)
                                       AND
                          MODULAR HOMES LIMITED (INDIA)

         This   agreement   is  made  this  19th  day  of  August   between  (1)
Environmental Construction Products Internation (ECPI) a company incorporated in
the US & having its  registered  office at 2870 Speer,  Suite 205,  Denver,  CO)
80211, USA; (2) Modular Homes Limited (MHL), a company incorporated in India and
having its registered office at 303 Shivaji Nagar, Jalgaon 425001, India

         WHEREAS,  this  agreement  has been  signed for the  purpose of jointly
forming ECPI (India) Limited, a Joint Venture company for the purpose of jointly
manufacturing,  marketing and promoting the. ECPI Panel  Technology in India and
other countries of mutual interest under license from ECPI (USA).

         WHERAS,  both parties will have equal ownership of ECPI (India) Limited
(50/50)  and equal  representation  on the Board of  Directors  with one referee
position.

         WHEREAS,  MIIL is a company  promoted by the Jain  Group,  a well known
industrial  house,  of repute  for the past 35 years  which has been  engaged in
businesses of manufacturing  of plastic products & irrigation  systems which are
widely used in the construction, agriculture and other infrastructure industries
both in India and abroad with an annual turnover of Rs.4, 000 million.

         WHEREAS,  ECPI is a company  manufacturing  & promoting its ECON paanel
technology in the US and other countries.  ECPI has recently  completed a merger
with Ginsite Materials, Inc.; a NASDAQ listed company (GSIT) manufacturing epoxy
resin coating material used in the construction and marine industries.

         WHEREAS,  both  parties arc  interested  in forming the Joint  Venture.
which will pursue the manufacturing of panels, selection & execution of building
projects  to their  mutual  advantage  and  jointly  provide  their  respective.
capabilities andexpertise in planning, engineering, construction, manufacturing,
supply  and use of the  ECON  panel  technology  as well as  project  management
leading to the successful completion Of file projects- ECPI (India) Limited will
start official  operations on securing its first contract through a sub-contract
agreement with Khandesh Builders Limited (KBL) for construction of approximately
12,000 homes in the city of Jalgaon.,  India.  Jalgaon Municipal  Corporation is
the  government  organization  that  has  awarded  this  contract  to KBL and is
financed by HUDCO  (Housing & Urban  Dcvclopment  Corporation),  A Government of
India Undertaking.

         Now therefore ECPI & MHL, through this agreement hereby rnutually agrcc
to form the Joint Venture Company under the following broad terms & conditions.

         I  .ECPI  will  provide  the  Technology  'Transfer,  key  machinery  &
equipment (including duties), spare parts on key components.  training,  initial
supervision  of  Jalgaon   Project,   R  &  D,  hack-up  support  on  marketing,
international support and brand creation,  engineering &manufacturing expertise,
construction expertise and any other back-up support as required for the success
of this venture.

         2. MHL will be  considered  the  "leader" in this Joint  Venture due to
their local expertise in India. MHL will provide the  infrastructure for setting
up factory,  manpower,  manufacturing  of panels,  procurement of raw materials,
other  machinery,  office  equipment,   permits,  licenses  and  approvals  from
government,  marketing,  project  procurement,  contract  negotiations,  project
execution & supervision,  local engineering, civil engineering expertise local R
& D. In lieu of the above,  MHL would be  entitled  to 5O% equity in the Venture
notwithstanding valuation of the services and facilitate to be provided by them.


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         3. It is clearly  understood that ECPI Inc., USA will have 50% share in
ECPI India Ltd.  to cover the cost of supply of a  complete  plant and  know-how
which ran undertake  manufacture of Panels &. construction of houses. The Plant,
Equipment & Machinery  will be completely  financed by ECPI Inc. USA, if some of
the equipment are to be locally procured MHL. will assist in procuring the same.
However,  the total price for all such equipment  including  duties & taxes will
have to be borne by ECPI Inc. USA,

         4. Non  Circumvent & Non  Disclosure:  Until the life of this Agreement
both the partners agree to maintain Confidentiality and Non Circumvention of the
Information  and  Interests  of both  the  parties"..  In case  that  the  Final
Agreement  does not go thru,  both  the  parties  hereby  agree  to  return  all
technical  and  commercial  information  acquired  during  this  period  to  the
respective parties.

         As far as Working Capital is concerned both the partners on equal basis
will  provide  the sarne.  If any loans & advances  are to be raised for Working
Capital in India the  guarantees  to be given to the Banking  Institutions  will
also be on a 50:50 basis.

         'I'his  Agreement  together with the  Enclosures are not to be used for
any other purpose except forming a legally  binding  Contract  and/or for mutual
benefit. Till then it shall remain absolutely Confidential.

         This  agreement  is signed in  principle  and will is the  precursor to
amore detailed agreement outlining the following:

               1.   Ownership details
               2.   Investment outlay
               3.   Roles & Responsibilities
               4.   Management structure
               5.   Financial management
               6.   allocation of profits
               7.   Growth strategies
               8.   Termination & exit strategy
               9.   Resolution of disputes & Arbitration

         It is mutually  decided to complete the final agreement  within 25 days
of signing this agreement.

         Environmental Construction                  Modular Homes Ltd,
         Products International

         /s/ Frank Glinton                           /s/ Rajendra A.  Mayur
         ----------------------                      -------------------------
         Frank Glinton                               Rajendra A. Mayur
         President &, CEO                            Managing Director














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                                    Agreement

      For Construction of 12,000 slum houses in the City of Jalgaon between
                      Khandesh Builders LTD. and ECPI Group

         This Agreement, made on this 30th day of September, 1999 by and between
ECPI India Ltd.,  a company  incorporated  under the laws of the  government  of
India,  Companies Act 1956 (Incorporation is in process), its counterpart in the
United  States  ECPI Inc.,  a company  registered  under the USA  company  laws,
hereinafter  referred to as the "Contractor"  and M/S.  Khandesh Builder Ltd., a
company  incorporated under the rules of the government of India,  Companies Law
1956, hereinafter referred to as the "Client"

         For and in consideration  of the premises,  covenants and agreements of
the said  Contractor  and the Client,  it is mutually  agreed by and between the
parties as under:

                  i. The  Client  has  been  awarded  a  Contract  to  Construct
approximately 12,000 slum houses admeasuring  approximately 215 sq. ft. built up
area,  by the Local  Governing  Body,  namely  The  Jalgaon  Municipal  Council,
hereinafter referred to as JMC.

                  ii. The Client is  interested in  Sub-Contracting  the work on
aTurnkey basis to a competent Vendor.

                  iii. The Contractor who has access to Innovative  Mass Housing
Technology namely the ECON panel technology,  is keen and capable to execute the
above mentioned Slum Houses scheme.

                  iv. The  Contractor  has had the chance to study the  drawings
and the rates  prevalent in the local markets and based on these  premises,  the
Contractor believes that it can implement the job.

                  V. The Contractor  agrees to a delivery  schedule of 18 months
from the date of signing of the Work Order and the  receipt of the  Mobilization
Advance ( the amount for the  mobilization  advance would be mutually decided by
and between both the parties).

                  vi-   The Contractor agrees to a price of 4% above the current
DSR (District Schedule Rate).

                  vii. The Client and the  Contractor  agree to work together on
the Drawings and logistics so as to arrive at a Final  Agreement and issuance of
the Work Order.

                  viii.   Representatives   from  the  Client  as  well  as  the
Contractor  would mutually  determine the Payment terms and other  methodologies
within 20 days of signing of this  Agreement.  The  issues to be  discussed  and
resolved include the following:

                       a) Scope of Work
                       b) Rate
                       c) Payment Mechanism
                       d) Audit & Inspection Conditions
                       e) Arbitration Clause
                       f) Penalty & Incentive Clause
                       g) Force Majeure
                       h) Any other clause pertinent to this Contract

                   ix.     The Client  and the Contractor agree to work mutually
towards the successful completion of this project.



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                  X. As agreed before in the Agreement signed on August 19, 1999
the Client has had a chance to visit the  facilities  of ECPI in USA and see the
actual houses being  constructed.  The Client now is satisfied with the validity
of this  technology.  Hence by signing this document both parties agree to honor
this agreement as a legal and binding contract.

                  xi.     Force Majeure: Both the Client as well as the Customer
agree on any event which is not in human control (Act of God).

         This Agreement will be converted into a Contract upon  finalization  of
the details mentioned in Clause Viii above.  However, for all practical purposes
this  Agreement  can be  considered  as an  Indication  to Commence  work on the
above-mentioned Housing program in favor of the Contractor.

         Signed on this 30th day of  September 1999,  by representatives of both
the parties in the presence of two witnesses

For & On Behalf of

              The Client
              Kandesh Builders Ltd

              /s/Mr. J. N. Wani
             --------------------
             Managing Director



              The Contractor
              ECPI Inc.                     ECPI India Ltd.

              Mr. Frank Glinton             Mr. Siddharth R.Mayur
              -------------------           ------------------------
              President                     Director


              Witness:
              1. /s/  Mr. Devang N Sheth (Director, ECPI Inc.)
              --------------------------

              2. /s/ Mr. Bill Jarrell (Director ECPI, Inc.)
              -------------------------