10.21 Trutona Purchase Agreement

       An AGREEMENT dated this 15th day of February 1999, by and between:

BIOPROGRESS TECHNOLOGY  INTERNATIONAL,  INC., (BTI), a corporation registered in
the State of Nevada,  having  offices  situate  at 1999  Broadway,  Suite  3235,
Denver, Colorado 80204; and,

TRUTONA  INTERNATIONAL,  INC.,  (TI) a  corporation  registered  in the State of
Delaware,  having offices  situate at 9055  Huntcliff  Trace,  Atlanta,  Georgia
30350.

WHEREAS:

TI  is  the  owner  of  those  patents,  trademarks,  licenses,  other  valuable
intellectual  property and inventory (together the Assets) set out in Schedule 1
attached hereto.

BTI wishes to buy and TI wishes to sell the Assets upon the terms and conditions
set forth in this agreement (the Agreement).

It is AGREED as follows:

1.  Consideration:

1.1 The consideration payable (the Purchase Price) by BTI to TI for the purchase
of the  Assets  shall be ONE  MILLION  FIVE  HUNDRED  THOUSAND  US  DOLLARS  (US
$1,500,000).

1.2 The Purchase Price shall be paid as follows:

1.2.1 upon formal closing of this Agreement  (Completion)  BTI shall issue to TI
ONE MILLION EIGHT HUNDRED AND SEVENTY FIVE THOUSAND  (1,875,000) ordinary shares
of common  stock in BTI (the BTI  Shares)  having an agreed  price  (the  Agreed
Price) of US FORTY CENTS (US $0.40) per share; and,

1.2.2 on or before 31 December 1999, BTI shall (a) issue to TI an additional ONE
MILLION EIGHT HUNDRED AND SEVENTY-FIVE  THOUSAND  (1,875,000) BTI Shares, or (b)
shall pay to TI in cash up to THREE  HUNDRED AND EIGHTY  THOUSAND US DOLLARS (US
$380,000)  plus such number of BTI Shares at the Agreed Price as shall equal the
total amount of SEVEN HUNDRED AND FIFTY THOUSAND US DOLLARS (US  $750,000),  the
apportionment of said cash and BTI Shares shall be determined by BTI at its sole
discretion.

1.2.3 Unless previously  registered with the Securities and Exchange  Commission
of the United States of America (such  registration to be at the sole discretion
of BTI),  the BTI Shares shall be restricted  from sale,  assignment or disposal
for a period of  TWENTY-FOUR  (24)  months from the date of  Completion  of this
Agreement and each share certificate shall bear a legend stating the same.

2.  Effective Date and Completion

2.1. This Agreement shall be effective the date hereof.

2.2.  Completion of this Agreement  shall be take place at any time on or before
31 March 1999.

2.3.  At  Completion  BTI shall  deliver to TI ONE  MILLION  EIGHT  HUNDRED  AND
SEVENTY-FIVE  THOUSAND  (1,875,000)  BTI Shares and TI shall  deliver to BTI the
Assets.

3. Representations, Warranties and Covenants of BTI:

3.1. All necessary  steps have been taken to make this Agreement a legal,  valid
and binding  obligation on BTI and  enforceable in accordance with its terms and
conditions.

3.2. The execution and delivery of this Agreement and the  performance by BTI of
its obligations hereunder will not result in any material breach or violation of
or material default under any material  agreement,  indenture,  lease,  license,
mortgage, instrument, or understanding,  nor result in any violation of any law,
rule,  regulation,  statute, order or decree of any kind, to which BTI or any of
its  subsidiaries is a party or by which they or any of their property is or may
be or become subject,  nor in the violation of the articles or bylaws  governing
the  conduct of BTI.

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3.3. BTI has delivered to TI its annual report on Form 10-KSB for the year ended
December  31,  1997,  and its  quarterly  reports on Form  10-QSB for the fiscal
quarters  ended March 31, 1998,  June 30, 1998,  and  September  30, 1998 all of
which were true and correct as of the date of filing and remain true and correct
in all material  respects as of the date hereof.  Also, BTI has provided TI full
access  to any and all  information  it  desires  concerning  the  business  and
operations of BTI, and BTI has made  available to TI such  personnel as has been
requested to answer any and all questions  that TI may have had  concerning  its
investment in BTI. Further,  BTI is current in all of its required reports under
the Securities Exchange Act of 1934, as amended.

3.4.  The BTI Shares have each been  validly  authorized  and are fully paid and
non-assessable.

4. Representations, Warranties and Covenants of the TI:

4.1. All necessary  steps have been taken to make this Agreement a legal,  valid
and  binding  obligation  on TI  enforceable  in  accordance  with its terms and
conditions.

4.2. The execution and delivery of this  Agreement and the  performance by TI of
its obligations hereunder will not result in any material breach or violation of
or material default under any material  agreement,  indenture,  lease,  license,
mortgage, instrument, or understanding,  nor result in any violation of any law,
rule,  regulation,  statute, order or decree of any kind, to which TI is a party
or by which it or any its  property is or may be or become  subject,  nor in the
violation of the articles or bylaws governing the conduct of TI.

4.3. The Assets are not, and prior to Completion shall not become subject to any
lien, encumbrance, security interest or financing statement whatsoever. Further,
the Assets are not the subject of any other agreement in regards thereof.

4.4.  TI has  provided  BTI full  access to any and all  information  it desires
concerning  the Assets,  and TI has made  available to BTI such personnel as has
been requested to answer any and all questions which BTI may have had concerning
its purchase of the Assets.

5. Understanding of BTI:

5.1.  TI makes no  warranties  (expressed  or  implied)  regarding  the value or
potential value of the Assets.

6. Understandings of TI:

6.1. The certificates representing the BTI Shares will bear a legend restricting
transfer under Rule 144 of the  Securities Act of 1933, as amended,  and will be
issued solely in the name of TI.

6.2. The BTI Shares have not been  registered  under the Securities Act of 1933,
as amended,  or any applicable  state law  (collectively,  the Securities  Act);
further, the BTI Shares may not be sold, offered for sale, transferred, pledged,
hypothecated  or otherwise  disposed of except in compliance with the Securities
Act;  further,  BTI has no  obligation,  and does not  intend,  to cause the BTI
Shares  to be  registered  under  the  Securities  Act,  or to  comply  with any
exemption  under the  Securities Act that would permit a sale or sales or all or
any portion of the BTI Shares;  further, the legal consequences of the foregoing
mean that TI must bear the economic risk of the investment in the BTI Shares for
an indefinite  period of time; and,  further,  if TI desires to sell or transfer
any or all of the BTI Shares within the restricted  period, BTI may require TI's
counsel  to  provide  legal  opinion  that  the  transfer  may be  made  without
registration under the Securities Act.

6.3. No federal or state agency has made any findings or determination as to the
fairness of an investment in BTI, or any  recommendation  or endorsement of this
investment.

6.4.  There is presently  only a limited market for the BTI Shares and no market
may exist in the future for any sale or sales of all or any part thereof.

6.5. TI has evaluated the high risks of investing in the BTI Shares and has such
knowledge and  experience  in financial  and business  matters in general and in
particular  with  respect  to this  type of  investment  that it is  capable  of
evaluating the merits and risks of an investment in the BTI Shares.

6.6. TI has been given the opportunity to ask questions and receive answers from
BTI  concerning  the  terms and  conditions  of this  investment,  and to obtain
additional  information  necessary to verify the accuracy of the  information it
desired in order to evaluate its  investment,  and in evaluating the suitability
of an  investment in the BTI Shares has not relied upon any  representations  or
other  information  (whether oral or written) other than that furnished to it by
BTI or the representatives of BTI.

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6.7. It has had the opportunity to discuss with its professional, legal, tax and
financial  advisers the  suitability  of an investment in the BTI Shares for its
particular tax and financial  situation and all information that it has provided
to BTI  concerning TI and its financial  position is correct and complete at the
date hereof.

6.8. In making the decision to purchase the BTI Shares it has relied solely upon
independent investigations made by it or on its behalf.

6.9. It is acquiring the BTI Shares solely for its own account,  for  investment
purposes  only,  and is not  purchasing  with a view  to,  or for,  the  resale,
distribution, subdivision or fractionalisation thereof.

7.  Miscellaneous:

7.1. This Agreement sets forth and constitutes the entire agreement  between the
parties hereto with respect to the subject matter hereof, and supersedes any and
all  prior  agreements,  understandings,  promises,  warranties,  covenants  and
representations  made by any party to any other  party  concerning  the  subject
matter  hereof  and the  terms  applicable  hereto.  This  Agreement  may not be
released,  discharged, amended or modified in any manner except by an instrument
in writing signed by duly authorised representatives of the parties hereto.

7.2.  The  invalidity  or  unenforceability  of one or more  provisions  of this
Agreement  shall not affect the validity or  enforceability  of any of the other
provisions  hereof,  and this Agreement shall be construed in all respects as if
such invalid or unenforceable provisions are omitted.

7.3.  This  Agreement  shall be deemed to have  been  entered  into and shall be
construed and enforced in accordance with the laws of the State of Nevada.

7.4.  The failure of any party hereto to insist,  in any one or more  instances,
upon the  performance  of any of the  terms,  covenants  or  conditions  of this
Agreement or to otherwise  exercise any right hereunder,  shall not be construed
as a waiver  or  relinquishment  of the  future  performance  of any such  term,
covenant or condition or the future exercise of such right,  but the obligations
of the party with  respect to such  future  performance  shall  continue in full
force and effect.

7.5. The headings in this  Agreement are included for  convenience  only and are
not to be used in construing or interpreting this Agreement.

7.6. All notices,  demands, or requests hereunder shall be in writing and served
either  personally,  by certified  mail,  return receipt  requested,  by Federal
Express or other reputable overnight courier, or by facsimile, as follows;

      If to BTI:
      BioProgress Technology International, Inc.,
      1999 Broadway
      Suite 3235
      Denver, CO 80204
      Fax: (303) 292 2882

      If to TI:
      Trutona International, Inc.,
      9055 Huntcliff Trace
      Atlanta, GA 30350
      Fax: (770) 594 8613

7.7. This Agreement, and each and every provision thereof, shall be binding upon
and  shall   inure  to  the   benefit   of  the   parties,   their   successors,
successors-in-title, heirs and assigns, and each and every successor-in-interest
to any party,  whether such  successor  acquires  such  interest by way of gift,
purchase,  foreclosure,  or by any  other  legal  method,  who  shall  hold such
interest subject to all the terms and conditions of this Agreement.

7.8. This Agreement may be executed in any number of counterparts; each of which
shall be an original,  but such counterparts  shall together  constitute one and
the same instrument.

7.9. In the event of any dispute with respect to this Agreement,  the prevailing
party shall be entitled to its  reasonable  attorneys'  fees and other costs and
expenses  incurred in resolving  such  dispute.

7.10. Each party shall pay the expenses  incurred by them under or in connection
with this  Agreement,  including  counsel fees and expenses of their  respective
representatives.

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7.11. The  representations,  warranties and covenants of BTI and TI contained in
this Agreement  shall survive the execution  hereof,  and shall be unaffected by
any investigation made by any party at any time.

7.12. At any time and from time to time after the date of this  Agreement,  each
party shall  execute such  additional  instruments  and take such other  further
action as may be reasonably  requested by any other party or otherwise to fulfil
the intent and purpose of this Agreement.

IN WITNESS  WHEREOF,  the parties have caused this  Agreement to be executed and
delivered the date first above written.

By:
        Barry J. Muncaster
President and Chief Executive Officer
For and on behalf of BioProgress Technology International, Incorporated.
By:
       Larry Shattles
       President

For and on behalf of Trutona International, Incorporated.

<PAGE>

                                   SCHEDULE 1
THE ASSETS

PATENTS:
GB2295553 A Water Dispersible Bodily Liquid Absorbent Composite
PCT/GB96/00298 A Water Dispersible Bodily Liquid Absorbent Composite
PCT/GB96/01267 A Water dispersible Enclosure

TRADEMARKS:
HARMONIES
TRUTONA
TRUE TO NATURE

LICENSES:
CONSOLIDATED ECOPROGRESS TECHNOLOGIES, INC.
HOSPECO (PRIVATE LABEL)
HOSPECO (INSTITUTION)

INVENTORY:
ALL HARMONIES: SUPER NAPKINS, REGULAR NAPKINS, PANTYLINERS
ALL SIMPLICITIES: SUPER NAPKINS, REGULAR NAPKINS, PANTYLINERS
ALL TRUTONA: SUPER NAPKINS, REGULAR NAPKINS, PANTYLINERS
ALL PACKAGING AT HOSPECO AND ONTEX
RAW MATERIALS:  ALL B-9 FILM AT HOSPECO.  AT ONTEX:  3.67 TONNES AIR LAID PAPER,
142,260 SQUARE METRES COVERSTOCK.

SUNDRY:
EXHIBITION BOOTH
ALL CUSTOMER, BROKER AND DISTRIBUTOR RECORDS
ALL ARTWORKS, DESIGNS, PROOFS, AND ADVERTISEMENT MATERIALS.