EXHIBIT
        10.7

      


        

       

       

       

      AMENDMENT
        #1

      


      TO
        OPTION AGREEMENT

      


      This
        Amendment #1 to September 15,2004 Agreement (“Amendment”) is made and entered
        into as of September 15, 2006 by and between Refinery Science Corp.
        (”Optionee”) and The University of Texas at El Paso
        (“University”), a component of the University of Texas System
        (“System”).

      


      RECITALS

      


      A. Optionee
        and University entered into a Option Agreement dated September 15, 2004 (the
        Option Agreement).

      


      B. Optionee
        and University wish to amend the terms of the Option Agreement as to extend
        the
        period of the agreement to 36 months for a payment of $3,500.

      


      NOW,
        THEREFORE, it is hereby agreed as follows:

      


      1. Section
        1 of the Option Agreement shall be revised to read in its entirety as
        follows:

      


      This
        AGREEMENT is effective as of September 15, 2004 (“EFFECTIVE DATE”) for a period
        of 36 months (the “OPTION PERIOD”).

      


      2. Section
        6.1 of the Option Agreement shall be revised to read in its entirety as
        follows:

      


      In
        consideration for the option granted herein, OPTIONEE agrees to pay BOARD
        $3,500
        within 30 days after the EFFECTIVE DATE.

      


      3. Except
        as expressly provided in this Amendment, all other terms, conditions and
        provisions of the Option Agreement shall continue in full force and effect
        as
        provided therein.

      


      
        
           

        

        
           

          
            

          

        

        
           

        

      

      


      IN
        WITNESS WHEREOF, Optionee and University have entered into this
        Amendment effective as of the date first set forth above.

       

       

      
        
          	
                  BOARD
                    OF REGENTS OF THE 

                  UNIVERSITY
                    OF TEXAS SYSTEM

                	 	REFINERY
                  SCIENCE CORP.
	 	 	 	 	 
	By	 	 	By	 
	 	
                  
                    

                  

                  Cynthia
                    Vizcaino Viva,

                  Vice
                    President for Business Affairs

                	 	 	
                  
David
                  Rendina, CEO
	 	 	 	 	 
	 	
                	 	 	Date:
                  ___________________________


        

         

        Date:
          ____________________________


        
           

           

          
            
              
                	
                        Approved
                          as to Content:

                      	 	 
	 	 	 	 	 
	By	 	 	 	 
	 	
                        

                        
                          
                            Dr.
                              Roberto Osegueda,

                            Vice
                              President for Research

                          

                        

                      	 	 	 


              

              
                
                   

                  Date:
                    ____________________________