THIS EMPLOYMENT AGREEMENT made as of the 1st day of August, 1999.



B E T W E E N:



                  Energy  Ventures Inc.  (Canada),  a  corporation  incorporated

                  under the laws of  Ontario  with  Head  Office  located  at 43

                  Fairmeadow Avenue, North York, Ontario, M2P 1W8



                        (herein called "EVI")



                                OF THE FIRST PART;



                                     - and -





                  Terrance (Terry) B. Kimmel, of 1152 St. Moritz Court, Orleans,

                  Ontario, K1C 2B3 ,



                        (herein called the "Employee")



                                OF THE SECOND PART;





                  WHEREAS   EVI  carries  on  the   business  of  research   and

development of proprietary technology respecting  electro-chemical battery cells

and components thereof for license, manufacture and/or sale (the "Business");



                  AND WHEREAS EVI and the Employee have agreed upon the terms of

the employment of the Employee by EVI;



                  NOW THEREFORE, in consideration of the mutual covenants herein

contained and other good and valuable consideration (the receipt and sufficiency

of which are hereby acknowledged), EVI and the Employee hereby agree as follows:



1. EVI hereby employs the Employee and the Employee  agrees to be so employed on

the terms and conditions herein contained.



2. The Employee's  position  shall be Vice President and General  Manager of EVI

and his responsibilities, duties and authority shall be as established from time

to time by the Board of Directors of EVI and shall include prime  responsibility

for the  administration,  direction,  research activities and results thereof of

the EVI laboratory located on the NRC campus in Ottawa.



3. Throughout the term of this  agreement,  the Employee shall devote all of his

working  time and  attention  to the  business  and affairs of EVI and shall not

during such working time,  without the consent in writing of EVI,  undertake any

other  business  or  occupation  or  become  an  employee  or agent of any other

corporation, partnership, firm, individual or other entity (a "Person").



4. EVI shall employ the Employee at an annual  salary of  $100,000.00  per annum

during the first year of this  agreement  and amounts that are no less per annum

to be determined by EVI, in consultation  with the Employee,  at the time of the

establishment  of each annual  financial plan of EVI during each subsequent year

(the "Base Salary"), payable at such times as other payroll payments are made by

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