Exhibit 10.1
Lease Agreement

     This lease is made and entered into by and between Venture III Associates,
 a New Jersey General Partnership, 1497 Lakewood Road, in the Township of Dover,
 Ocean County, New Jersey, referred to in this contract as Landlord, and Future
 Fuels, Inc., a Nevada Corporation, referred to in this contract as Tenant.

                                   Witnesses:

     1. Premises and Terms. Landlord does hereby demise unto Tenant, and Tenant
 Does hereby hire from Landlord, six (6) acres more or less as required by
 Tenant, of the premises situate in the Township of Dover, Town of Toms River,
 county of Ocean, and the State of New Jersey as follows: Lot 26, Block 410 on
 the Official Tax Map of the Township of Dover, more commonly known as 1497
 Lakewood Road, Toms River, New Jersey, for the express purpose of erecting and
 operating a waste to ethanol production facility ("Demised Premises"). Tenant
 and Landlord hereby agree that the exact acreage and area of the premises to be
 occupied and improved by Tenant shall be in accordance with the site plans and
 specifications that shall be prepared by Tenant's engineer at Tenant's sole
 cost and shall be mutually determined by Tenant and Landlord


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     To have and to hold, the Demised Premises unto Tenant for a term commencing
 upon the execution of this Lease Agreement, and extending until midnight on the
 day preceding the 15th anniversary of such date, and for any additional periods
 of time during which the Demised Premises is leased by the Tenant pursuant to
 the option granted in Section 4 hereof ("Term"), at the rent and upon the
 terms, covenants and conditions herein contained.

     2. Definitions. As used herein, the following terms shall have the meanings
     ascribed to them herein: "Landlord's Improvements" shall mean all
     structures, improvements, roads and items of property, whether

 real or personal, located on the Demised Premises on the date hereof, together
 with all additions or alterations thereto and such other property, whether real
 or personal, as Landlord may hereafter place on that part of the Demised
 Premises.

     "Tenant's improvements" shall mean all buildings, structures, improvements,
 roads and items of property, whether real or personal, including the proposed
 waste to ethanol production facility erected upon the Demised Premises, but not
 including any surfacing material used to cover the Demised Premises or a
 portion thereof, as Tenant may hereafter construct or otherwise place on the
 Demised Premises.

     3. Rent. In consideration for the execution of this Lease Agreement, and as
 full satisfaction of rents due from the date of execution of this Agreement to
 the first date of operation of Tenant's proposed waste to ethanol facility,
 Tenant will compensate Landlord with one million shares of Future Fuels, Inc.
 common stock issued at par value. Beginning on the first date of operation of
 Tenant's proposed waste to ethanol facility, and for the entire Term remaining
 thereafter, Tenant shall pay to Landlord rent at the annual rate of $40,000 per
 acre (but in no event less than six acres) occupied by Tenant in advance on the
 first day of each month during the Term, at the above stated address of
 Landlord or such other place as Landlord may designate by notice to Tenant, as
 well as 3% of the net operating profits of the proposed waste to ethanol plant
 as determined on a quarterly basis. The rent for any fractional month shall be
 apportioned on the basis of the actual number of days in such month The annual
 rate shall be adjusted on the first date of each calendar year of the Term in
 accordance with the Consumer Price Index. The Consumer Price Index as used in
 this Section 3 refers to the Consumer Price Index for New York City published
 by the U.S. Department of Labor which uses 2005 as an average of 100 and the
 price index on the first day of each calendar year of the Term shall be
 considered to be the index of the preceding month. If such index no longer
 exists or if a substantial change is made in the terms or numbers contained in
 such index, a reliable governmental or other nonpartisan publication evaluating
 the information theretofore used in determining such index shall be used.
 Adjustments shall be calculated by the difference between the index on the date
 hereof and the date in question. For example, if the index on the date hereof
 is 130 and on the renewal date is 160, then the adjusted rental will be 160/130
 times the basic rental set forth in Section 3 hereof.

     4. Option To Renew. Tenant shall have the option to renew this Lease
 Agreement for 9 successive periods of 10 years each. Tenant shall exercise such
 option by giving written notice to Landlord not more than 180 days and not less
 than 90 days prior to the expiration of the initial term of this Lease
 Agreement or any subsequent renewal term. If Tenant shall not elect to renew
 this Lease Agreement more than 90 days prior to the expiration of such initial
 or renewal term, then Landlord shall be free to lease the Demised Premises for
 any subsequent period. Any such renewal shall be upon the terms and conditions
 of this Lease Agreement and shall be subject to the rent increases specified in
 Section 3 hereof.


<PAGE>

         In the event that Tenant fails to renew the Feedstock Agreement entered
 into by and between Tenant and Ocean County Recycling Center, Inc. for terms
 congruent with the renewal term herein, despite Ocean County Recycling Center,
 Inc.'s satisfactory performance under same, Tenant's Option to Renew shall be
 considered null and void. In the event that Ocean County Recycling Center, Inc.
 fails to perform its obligations under the aforesaid Feedstock Agreement,
 Tenant is under no obligation to renew same, and the Option to Renew granted in
 this Lease Agreement shall remain in full force and effect.

     5. Tenant shall have the right to purchase the demised premises for the
 price and at the terms as shall be contained in a written bona fide offer from
 a third party which is acceptable to Landlord at any time during the term of
 this lease. Landlord shall provide Tenant with a copy of the said written
 offer. Thereafter, Tenant shall have 30 days from receipt to elect to purchase
 the said premises at the price and subject to the terms of the said written
 third party offer by written notice to Landlord and to forthwith execute a
 contract of sale prepared by Landlord incorporating said terms. In the event
 that Tenant fails to exercise the right to purchase the premises within the
 time prescribed or in the event Tenant waives said right in writing or fails to
 enter into a written contract to purchase the premises within a reasonable time
 after submission by Landlord, Landlord shall have the right to convey title to
 the third party for the consideration and at the terms set forth in the third
 party offer to purchase. In the event said third party transaction does not
 close within 120 days from the date of the receipt by Landlord of the third
 party offer to purchase, the right of first refusal granted to Tenant shall
 again apply to the above third party offer or to any new offer received by
 Landlord. Nothing in this Lease shall be construed as providing Tenant with a
 right to purchase if the Landlord transfers or sells the Demised Property to
 one or more of its principles, currently Joseph and Louis Sanzaro, and/or to
 any entity owned substantially by Joseph and/or Louis Sanzaro or their Spouses;
 however, the terms of this lease Agreement shall survive such transfer or sale.

     6. Landlord's and Tenant's Covenants. Landlord and Tenant hereby agree to
 comply with the terms of the Feedstock Agreement, entered into by and between
 Future Fuels, Inc. and Ocean County Recycling Center, Inc., who currently and
 will continue to occupy and operate upon a portion of the premises not demised
 to the Tenant.

         The Feedstock Agreement is incorporated in this lease and made part of
 it, a copy of which is attached hereto. Any breach of the Feedstock Agreement
 by Tenant, or contractual interference with same by Landlord, shall constitute
 a material breach of the terms of lease.

     7. Maintenance and Repairs. Landlord shall maintain the Demised Premises
 and Landlord's Improvements in good repair, reasonable wear and tear excepted,
 and shall at its own cost and expense promptly make all necessary repairs
 thereto not occasioned by the act or omission of Tenant.

     Tenant shall maintain the Tenant's Improvements in good repair and in
 compliance with applicable codes and other requirements, reasonable wear and
 tear excepted and Tenant shall at its own cost and expense promptly make all
 necessary repairs, interior, exterior, ordinary as well as extraordinary.

     The provisions of this Section shall not apply to repairs or reconstruction
 in the event of eminent domain, fire or other casualty or as herein otherwise
 specifically provided.

     8. Water and Other Utilities Services. Tenant shall pay for all water,
 electricity and other utilities consumed by Tenant on the Demised Premises
 during the Term. Tenant shall also pay for the cost assessed by any utility
 company or municipality for the provision of such services.


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     9. New Construction and Alterations. During the Term, Tenant shall
 undertake construction of Tenant's Improvements, specifically, the proposed 52
 million gallon waste to ethanol production facility, make alterations thereto
 and take any other actions with respect thereto and may, with Landlord's
 consent, not to be unreasonably withheld, by use of blacktop or other surfacing
 material, cover the Demised Premises or a portion thereof. Tenant shall make
 Tenant's Improvements and surface the Demised Premises or a portion thereof in
 accordance with the local ordinances. Tenant shall construct Tenants
 Improvements in accordance with the highest standards in the industry and in
 conformance with the Permit, as defined in the Feedstock Agreement, and
 applicable municipal, state, and federal law, rules, and regulations. Tenant
 shall be solely responsible for the costs of obtaining and maintaining all land
 use approvals, permits, and land use compliance necessary for the operation of
 the Tenant's Improvements.

     10. Uses. Landlord hereby agrees, represents and warrants that Tenant may
 use and occupy the Demised Premises only for the express purpose of erecting a
 52 million gallon waste to ethanol production facility.

     11. Mechanics' Liens. Tenant shall, within 60 days after the date of
 filing, discharge by bond or otherwise any mechanic's lien filed against the
 Demised Premises because of any work done or material furnished at the request
 of the Tenant.

     12. Taxes. Tenant covenants and agrees to pay to Landlord, before any
 penalties or interest shall accrue thereon, only such increases in real
 property taxes that may be taxed, charged, levied, assessed or imposed on the
 Demised Premises or any part thereof in respect of any part of the Term solely
 by reason of the existence of the Tenant's Improvements using the year of
 execution of this Lease Agreement as the Base Year. The tax increase in respect
 of the fiscal period in which the Term shall commence or terminate shall be
 apportioned. Landlord shall on demand furnish to Tenant evidence of any tax
 payment required hereunder.

     If by law any real property tax is payable, or may at the option of the
 taxpayer be paid, in installments, Tenant may, whether or not interest shall
 accrue on the unpaid balance thereof, pay the same, and any accrued interest on
 any unpaid balance thereof, in installments as each installment becomes due and
 payable, but in any event before any fine, penalty, or cost may be added
 thereto for nonpayment of any installments or interest. If such installment
 payments require the written election of the taxpayer, Landlord shall make such
 election. Tenant shall not be required to pay any installment other than those
 relating to a fiscal period within the Term, except that any installment
 relating to the fiscal period in which this Lease shall end shall not be
 apportioned between Landlord and Tenant. Tenant shall make payment to Landlord
 of any amount due hereunder, no less than forty-five (45) days prior to such
 real property tax being due.

     Landlord agrees that it will not settle, compromise, or otherwise act with
 respect to any proposed tax assessment of the Demised Premises without first
 giving Tenant timely notice thereof. Both Landlord and Tenant may protest any
 such assessment or proposed assessment and both shall, upon written request of
 the other, join in any such protest to the extent necessary. The costs of any
 such protests shall be borne equally.

     13. Landlord Not Liable for Damage to Tenant's Improvements. Landlord shall
 not be responsible to Tenant for any loss or damage to the Tenant's
 Improvements including environmental clean up to Tenant's Improvements for any
 cause whatever, except the willful or negligent act of Landlord and the default
 by Landlord in any material obligation of Landlord herein which directly
 results in damages to Tenant's Improvements.


<PAGE>

     14. Tenant Not Liable for Damage to Landlord's Improvements. Tenant shall
 not be responsible to Landlord for any loss or damage to the Landlord's
 Improvements, except the willful or negligent act of Tenant and the default by
 Tenant in any obligation of Tenant herein.

     15. Liability Insurance or Surety Bond. Tenant shall not be obligated to
 obtain Liability Insurance or Surety Bond until such a time that Tenant
 occupies the Demised Premises for purposes of constructing the Production
 Faciltiy. At such time, Tenant shall carry at its own expense public liability
 insurance or surety bond of not less than $ 3, 000,000 for injury to or death
 of one person, and not less than $ 5,000,000 for injury to or the death of two
 or more persons arising out of a single accident or occurrence on the Demised
 Premises which shall also insure the contingent liability, if any, of Landlord
 naming the Landlord as an additional insured in such policies. Tenant shall
 furnish Landlord with a certificate of such insurance policies, which shall
 also provide that such insurance policies shall not be reduced or changed
 without first giving Landlord 10 days' written notice of such change. Tenant
 shall not be obligated to obtain Liability Insurance or Surety Bond for
 property damage until such a time that Tenant occupies the Demised Premises for
 purposes of constructing the Production Faciltiy. At such time, Tenant shall
 carry its own expense property damage insurance or surety bond in an amount
 that is mutually agreed upon by Tenant and Landlord to be sufficient which also
 shall insure the contingent liability, if any, of Landlord naming the Landlord
 as an additional insured in such policies. Tenant shall furnish Landlord with a
 certificate of such insurance policies, which shall also provide that such
 insurance policies shall not be reduced or changed without first giving
 Landlord 10 days' written notice of such change.

     In the event that Tenant is unable to obtain liability insurance or a
 surety bond in the above said amounts, Tenant shall issue Landlord a guarantee
 of indemnification acceptable to Landlord in place of public liability
 insurance and property damage insurance policies.

     16. Fire and Other Casualty Insurance. Tenant shall not be obligated to
 obtain Fire and Other Casualty Insurance until such a time that Tenant occupies
 the Demised Premises for purposes of constructing the Production Faciltiy. At
 such time, Tenant shall, at Tenant's own cost and expense, keep the Tenant's
 Improvements, exclusive of foundations, insured against loss or damage by fire
 and those perils covered by "extended coverage" insurance in reasonable
 amounts. The policies of such insurance shall name as the insured Landlord and
 Tenant, as their interest may appear. All such insurance shall be written by
 responsible companies duly authorized to transact business in the state in
 which the Demised Premises are located.

     17. Subrogation. Landlord and tenant hereby agree to cause any insurance
 policy covering the tenant's improvements against loss by fire and the hazards
 covered by an extended coverage endorsement to contain a waiver of subrogation
 clause or endorsement under which the insurer waives its rights of subrogation
 against either party hereto in connection with any loss or damage covered by
 any such policy. Subject to the provisions of the immediately succeeding
 sentence and only to the extent of the loss or damage covered by such policy,
 landlord and tenant each hereby waives such causes of action either may have or
 acquire against the other which are occasioned by the negligence of either of
 them, or their employees or agents, resulting in personal injury or the
 destruction of or damage to property belonging to the other and located on the
 premises or the building of which they are a part which are caused by fire or
 the hazards covered by such policy. Notwithstanding the foregoing, if such a
 waiver of subrogation clause or endorsement cannot be obtained or is obtainable
 only by the payment of an additional premium charge above that charged by
 companies issuing such insurance without such waiver of subrogation, the party
 ordering such insurance shall notify the other party of such fact and such
 other party shall have a period of ten days after the giving of such notice
 within which to agree to pay such additional premium if such policy is
 obtainable at an additional cost, and the provisions of this paragraph shall be
 of no force or effect for so long as either such insurance cannot be obtained
 or the party in whose favor a waiver of subrogation is desired shall have
 failed to agree to pay the additional premium charge.


<PAGE>

     18. Removal of Tenant's Improvements. Tenant may, but shall not be
 obligated to, remove, free of any right or claim of Landlord, any Tenant's
 Improvements located on the Demised Premises providing that Tenant's financial
 obligations to Landlord are current as of the date of removal. And further
 provided that Tenant returns the Demised Premises to Landlord in the condition
 in which it existed prior to Tenant's Improvements.

     19. Inspection by Landlord. Tenant agrees to permit Landlord and the
 authorized representatives of Landlord to enter the Demised Premises at all
 reasonable times, upon reasonable notice and at reasonable intervals, during
 usual business hours for the purposes of: (a) inspecting the same; and (b)
 making such repairs or reconstruction as is required or permitted to Landlord
 hereunder; and (c) performing any work therein that may be necessary by reason
 of Tenant's default under the terms of this Lease. Nothing herein shall imply
 any duty upon the part of Landlord to do any such work which, under the
 provisions of this lease, Tenant may be required to perform. In so doing,
 Landlord shall cause Tenant the least inconvenience practicable and shall
 perform all repairs or reconstruction as soon as reasonably possible.

     20. Compliance with Ordinances, etc. During the Term, Tenant shall promptly
 execute and comply with all statutes, ordinances, rules, orders, regulations,
 and requirements of the federal, state and municipal governments and of any and
 all their departments and bureaus applicable to Tenant's Improvements and
 Tenant's use of the premises, for the correction, prevention, and abatement of
 nuisances, violations or other grievances, in, upon or connected with the use
 of the premises but only, however, to the extent that such results from the
 particular use of the Tenant.

     21. Casualty Damage. If the Tenant's Improvements are damaged or destroyed
 by any insured against peril, then:

     If substantial damage or destruction to Tenant's Improvements occurs, then
 Tenant shall have 30 days following such damage or destruction wherein to elect
 to terminate or rebuild. If Tenant elects not to rebuild, then Tenant may
 terminate this lease as of the date Tenant returns the Demised Premises to
 Landlord in the condition in which it existed prior to Tenant's Improvements.

     In the event this Lease is terminated under any option or election set
 forth in this Article, then such termination shall be effective as of 60 days
 after the date of the casualty.

     Tenant shall immediately notify Landlord in case of fire or other damage to
 the Tenant's improvements. Upon any rebuilding or repairing in accordance with
 this Lease, Tenant shall not be entitled to any damages from Landlord for any
 inconvenience caused thereby. If Tenant shall determine to remain on the
 Demised Premises, however, the Tenant shall rebuild as quickly as possible the
 Tenant's Improvements and Landlord shall rebuild as quickly as possible
 Landlords Improvements.


<PAGE>

     22. Condemnation. If the whole of the Demised Premises or the sole means of
 access to such part is taken by eminent domain during the Term, then this Lease
 shall terminate as of the date of the taking.

     If a portion only of the Tenant's Improvements or the Demised Premises is
 so taken, Landlord may offer Tenant an additional, equal portion of land on the
 premises to occupy. In the event that such additional land is not available, or
 practically occupied by Tenant, then this Lease shall terminate as to the part
 so taken, and, if in Tenant's reasonable judgment the taking materially impairs
 Tenant's operating on the Demised Premises, Tenant may, by written notice to
 the Landlord given within 30 days after Tenant has received notice of the
 taking, terminate this lease as of the date of the taking.

     If this Lease terminates or is terminated pursuant to any provision of this
 Section, then the Landlord shall be entitled to any award paid: (a) for the
 taking of Landlord's fee interest in the Demised Premises; (b) for any
 severance damage; and (c) for the taking of Landlord's interest in this Lease.
 Tenant shall have the right, on a par with Landlord, to claim in condemnation
 for the value of Tenant's Improvements and shall be entitled to a portion of
 any such award in an amount equal to the value of Tenant's Improvements so
 taken and moving expenses.

     If, after a partial taking, Tenant does not terminate this Lease, then:

     (1) the annual rental payable by the tenant hereunder shall, from and after
 the date on which the tenant is deprived of possession of such part, be reduced
 in that proportion which the remaining portion of the demised premises bears to
 the total value of the demised premises before such taking;

     (2) any work necessary to restore the remaining portion of the Demised
 Premises to a tenantable condition shall be undertaken at the expense of
 Landlord and Tenant in proportion to the amount of the award received by each
 of them;

     (3) while such work is in progress, if any part of the remaining portion of
 the Demised Premises is rendered unusable by Tenant, there shall be a
 reasonable abatement of rent according to the loss of use to Tenant; and

     (4) the amounts payable to Landlord and Tenant by reason of such taking, as
 above stated, shall be applied first to the cost of such restoration.

 Anything herein contained to the contrary notwithstanding, Tenant shall be
 entitled to any award for the taking of any property or trade fixtures of
 Tenant or for any moving expenses of Tenant.

     23. Assignment and Subletting. Tenant may assign this lease, or sublet the
 whole or any part or parts of the Demised Premises, with the prior written
 consent of Landlord which consent shall not be unreasonably withheld or
 delayed; but no assignment or subletting shall relieve Tenant from continuing
 liability from entire performance of this lease and full payment of the rent
 herein provided for.

     24. Events of Default. If any one or more of the following events
 ("default" or "event of default") shall happen:

     (A) Tenant shall default in the due and punctual payment of rent or any
 other payments required by Tenant hereunder and such default shall continue for
 30 days after receipt of written notice from Landlord; or

     (B) Tenant shall neglect or fail to perform or observe any of the covenants
 herein contained on Tenant's part to be performed or observed and Tenant shall
 fail to remedy the same within 30 days after Landlord shall have given to
 Tenant written notice specifying such neglect or failure or within such
 additional period, if any, as may be reasonably required to cure such default
 if it is of such a nature that it cannot be cured within such 30 day period; or


<PAGE>
     (C) Tenant fails to renew the Feedstock Agreement entered into by and
 between Tenant and Ocean County Recycling Center, Inc. for terms congruent with
 the renewal term herein, despite Ocean County Recycling Center, Inc.'s
 satisfactory performance under same.

     (D) The suspension of operation of Tenant's Improvement's for any such
 period of time in which it becomes reasonably clear that operations will not
 resume.

     (E) Tenant shall: (a) admit in writing its inability to pay its debts
 generally as they become due; or (b) file a petition in bankruptcy or for
 reorganization or for the adoption of an arrangement under the Bankruptcy Act
 (as now or in the future amended) or an answer or other pleading be filed by or
 on behalf of Tenant admitting the material allegations of such a petition or
 seeking, consenting to or acquiescing in the relief provided for under such
 Act; or (c) make an assignment of all or of a substantial part of its property
 for the benefit of its creditors; or (d) seek or consent to or acquiesce in the
 appointment of a receiver or trustee for all or a substantial part of its
 property or of the Demised Premises, or of its interest in this Lease; or (e)
 be adjudicated a bankrupt or insolvent, or approve a petition filed against it
 for the effecting of an arrangement in bankruptcy or for a reorganization
 pursuant to the Bankruptcy Act; provided, however, that none of the events
 described in this subparagraph (E) shall constitute an "event of default" if
 Tenant shall continue to pay the rent and such other charges as are reserved
 hereunder; then Landlord shall have the right, at its election, then or at any
 time thereafter, and while such event of default shall continue, to either:

     (A) give Tenant written notice of Landlord's intention to terminate this
 Lease on the date of such notice or on any later date specified therein, and on
 the date specified in such notice Tenant's right to the use, occupancy and
 possession of the Demised Premises shall cease and this Lease shall thereupon
 be terminated; or

     (B) re-enter and take possession of the Demised Premises or any part
 thereof and repossess the same as of Landlord's former estate and expel Tenant
 and those claiming through or under Tenant and remove the effects of both or
 either therefrom without being deemed guilty of any manner of trespass. Any
 such property which is removed may be stored by Landlord in a public warehouse
 or elsewhere at the cost of and for the account of Tenant. Should Landlord
 elect to reenter as provided in this subparagraph (B) or should Landlord take
 possession pursuant to legal proceedings or pursuant to any notice provided for
 by law then this Lease shall be deemed to have been terminated as of the date
 of such repossession or reentry.

 In the event that Landlord does not elect to terminate this Lease as permitted
 in subparagraph (A) above, but on the contrary elects to take possession as
 provided in subparagraph (B) above, then such repossession shall relieve Tenant
 of its liability and obligation under this Lease. In the event of such
 repossession, Tenant shall pay the rent and all additional rent and other sums
 as herein provided up to the time of termination of this Lease (which Landlord
 can declare at any time while Tenant remains in default).

     25. Tenants Rights When Conditioned on Absence of Default. Whenever in this
 Lease a right or obligation of Tenant or Landlord is conditioned upon the
 presence or absence of any default, noncompliance, nonperformance, violation or
 breach by the Tenant of any of the Tenant's obligations under this lease, the
 Tenant shall not be deemed to be in default, noncompliance, nonperformance,
 violation or breach of any such obligation unless and until the Tenant's time
 to rule the same, as herein elsewhere provided, has expired.


<PAGE>

     26. Landlord's Covenants in Respect to Superior. Landlord shall pay when
 due all principal and interest on any mortgage or superior lease to which this
 Lease is subordinate or subordinated, and shall pay all mechanic's liens filed
 against the Demised Premises by reason of any construction required by Landlord
 hereunder.

     27. Surrender of Premises. Upon termination of this lease, whether by lapse
 of time, cancellation pursuant to an election provided for herein, forfeiture
 or otherwise, Tenant shall immediately surrender possession of the Demised
 Premises to Landlord, in the condition that it existed prior to Tenant's
 Improvements, reasonable wear and tear and damage from fire or other casualty
 or peril excepted.

     At any time during the term of this Lease and upon the termination of this
 Lease, Tenant shall have the right to remove from the Demised Premises all
 Tenant's Improvements. If this Lease terminates at any time other than the time
 fixed as the expiration of the Term, Tenant shall have a reasonable time not
 exceeding 60 days thereafter to effect such removal. If any of such property
 shall remain on the Demised Premises after the end of the Term, or after the
 60-day period above specified in the event termination occurs prior to the time
 fixed as expiration of the Term, such property shall be and become the property
 of Landlord without any claim therein of Tenant should Landlord so elect.

     28. Quiet Enjoyment. Landlord covenants that Tenant, so long as Tenant is
 not in default hereunder, shall and may peaceably and quietly have, hold and
 enjoy the premises for and during the Term.

     29. Remedies Cumulative. The specific remedies to which Landlord or Tenant
 may resort under the terms of this lease are cumulative and are not intended to
 be exclusive of any other remedies or means of redress to which they may be
 lawfully entitled in case of any breach or threatened breach by either of them
 or of any provisions of this Lease.

     30. Right To Cure Other Party's Defaults. In the event of any default
 hereunder by Tenant, Landlord may, if such default continues after reasonable
 notice thereof to Tenant, cure such default for the account and at the expense
 of Tenant. If Landlord at any time, by reason of such breach, is compelled to
 pay, or elects to pay, any sum of money or do any act which will require the
 payment of any sum of money or is compelled to incur any expense, including
 reasonable attorneys' fees, in instituting, prosecuting, and/or defending any
 action or proceeding to enforce Landlord's rights hereunder or otherwise, the
 sum or sums so paid by Landlord, with all interest, costs and damages, shall on
 demand be deemed to be additional rent hereunder and shall be due from Tenant
 to Landlord on the first day of the month following the incurring of such
 respective expenses. This provision is in addition to the rights of Landlord to
 terminate this Lease by reason of any default on the part of Tenant.

     In the event of any default hereunder by Landlord, including, by way of
 illustration and not limitation, a default by Landlord in the performance of
 its obligations under Section 4 hereof, Tenant may, if such default continues
 after reasonable notice thereof to Landlord, cure such default for the account
 and at the expense of Landlord. If Tenant at any time, by reason of such
 breach, is compelled to pay, or elects to pay, any sum of money or do any act
 which will require the payment of any sum of money, or is compelled to incur
 any expense, including reasonable attorneys' fees, in instituting, prosecuting
 and/or defending any action or proceeding to enforce Tenant's rights hereunder
 or otherwise, the sum or sums so paid by Tenant, with all interest, costs and
 damages, shall on demand be paid by Landlord to Tenant or may be deducted by
 Tenant from any monies then due or thereafter becoming due from Tenant to
 Landlord. In no event, including the default by Landlord, shall the common
 stock of the Tenant described in Paragraph 3 above be required to be returned
 to Tenant.


<PAGE>

     31. Arbitration. Except as otherwise specifically provided herein, all
 disputes arising under this Lease Agreement shall be submitted to arbitration
 under the rules then obtaining of the American Arbitration Association with
 arbitrators to be selected from that chapter's panel and submission to
 arbitration shall be a condition precedent to the maintenance of any litigation
 respecting any rights or obligations arising under this Lease. Arbitration
 shall take place in Ocean County New Jersey. The award in arbitration shall be
 binding upon the parties hereto and shall be entered as a judgment in the
 applicable court. The arbitrators may in their discretion award costs against
 the losing party or may divide costs in any manner they deem appropriate.
 Notwithstanding the foregoing, nothing in this lease shall prevent a party from
 seeking court intervention for matters that cannot be resolved by arbitration
 such as injunctions and other relief.

     32. Memoranda of Lease. At the request of either party, Landlord and Tenant
 will execute and deliver, in duplicate original counterparts, a recordable
 memorandum of this Lease Agreement identifying the Demised Premises and,
 stating the Term and providing such other information as may reasonably be
 required.

     At or after any modification of this Lease, at the request of either party,
 Landlord and Tenant will execute and deliver, in duplicate original
 counterparts, a recordable memorandum of such modification.

     The costs of recording any such memorandum shall be borne by the party
     requesting the same. 33. Notices. Any notice, demand or request which under
     the terms of this Lease or under any statute must or

 may be given or made by either of the parties hereto to the other party shall
 be in writing, and shall be given by mailing the same by registered mail
 addressed to the address first written above. Either party, however, may
 designate in writing any new or other address to which such notice, demand or
 request shall thereafter be so mailed. Any such notice, demand or request shall
 be deemed given when deposited in a United States general or branch post
 office, maintained by the United States Government, enclosed in a registered,
 prepaid wrapper address as provided above.

     34. No Oral Modification. This instrument contains all the agreements and
 conditions made between the parties hereto with respect to the leasing of the
 Demised Premises, and may not be modified, waived or terminated in any manner
 other than by an agreement in writing signed by all the parties hereto or their
 respective successors in interest.

     35. Rights of Successors and Assigns. The covenants and agreements
 contained in this Lease shall apply, inure to the benefit of and be binding
 upon the parties hereto and their respective successors in interest and legal
 representatives, except as otherwise herein expressly provided. The terms
 "Landlord" and "Tenant", as used in this Lease, shall be deemed to refer to the
 parties executing this Lease as Landlord and Tenant as well as their respective
 successors, assigns, and legal representatives.

     36. Applicable Law. The law of the state in which the Demised Premises are
 located shall govern the rights and duties of the parties to this Lease and the
 interpretation of its provisions.


<PAGE>

     37. Waiver of Trial by Jury. It is mutually agreed by and between Landlord
 and Tenant that the respective parties hereto shall and they hereby do waive
 trial by jury in any action, proceeding or counterclaim brought by either of
 the parties hereto against the other (except for personal injury or property
 damage) on any matters whatsoever arising out of or in any way connected with
 this Lease, the relationship of Landlord and Tenant, Tenant's use of or
 occupancy of the premises, and any emergency statutory or any other statutory
 remedy.

     38. Fees and Expenses. If at any time during the term hereof after notice
 Tenant or Landlord fails, refuses or neglects to do any of the things herein
 provided to be done by it, Landlord or Tenant, as the case may be, shall have
 the right but not the obligation to do the same, but at the cost and for the
 account of the other party, and any amount so expended shall be repaid to
 Landlord or Tenant forthwith upon payment by the other party.

     In the event of any litigation or arbitration between Tenant and Landlord
 to enforce any provision of this Lease or any right of either party hereto, the
 unsuccessful party to such litigation or arbitration shall pay to the
 successful party all costs and expenses, including reasonable attorneys' fees,
 incurred therein. Moreover, if either party hereto without fault is made a
 party to any litigation instituted by or against any other party to this Lease,
 such other party shall indemnify Landlord or Tenant, as the case may be,
 against and save it harmless from all costs and expenses, including reasonable
 attorneys' fees incurred by it in connection therewith.

     39. Captions. The captions as to contents of particular articles herein are
 inserted only for convenience, and are in no way to be construed as parts of
 this Lease or as limitations or qualifications or enlargements of the
 particular articles to which they refer.

         IN WITNESS WHEREOF, the duly authorized officers of each of the
undersigned have set their hand in seal the day and year first above written.

                                  VENTURE III ASSOCIATES,
                                  a New Jersey General Partnership


                                  By:  /s/ Louis Sanzaro            11/03/05
                                       --------------------------
                                  Louis Sanzaro, General Partner


                                  By:  /s/ Joseph Sanzaro           11/03/05
                                       --------------------------
                                  Joseph Sanzaro, General Partner


                                  FUTURE FUELS, INC.,
                                  a Nevada Corporation

                                  By:  /s/ Jack Young
                                       --------------------------
                                       Jack Young President FFI