INDEMNITY AGREEMENT

            This indemnity agreement made and concluded this ____ day of  ______________,

20___, by and between Buckeye Industrial Mining Co. hereinafter referred to as

"Contractor", and _____________________________________________________________

hereinafter referred to as "Subcontractor", WITNESSETH:

       NOW THEREFORE, in consideration of the mutual promises, conditions, and

agreements hereinafter contained, Contractor and Subcontractor agree as follows:

1.0 All work or services rendered or performed by Subcontractor shall be done with due

diligence in a good and workmanlike manner, using skilled, competent and experienced

workmen and supervisors and in accordance with good working practices.


2.0 INDEPENDENT CONTRACTOR RELATIONSHIP:

      In the performance of any work by Subcontractor for Contractor, Subcontractor shall be

deemed to be an independent Contractor at all times.


3.0 INSURANCE:

      Without affecting the indemnity obligations or liabilities of Subcontractor or its insurer(s),

at any and all times during the term of this Contract, Subcontractor shall at Subcontractor's ex-

pense, maintain with an insurance company or companies authorized to do business in the

State where the work is to be performed, insurance coverages of the kind and in the minimum

amounts as follows:

A. Adequate Workers' Compensation Insurance as complies with applicable state law.

B. Commercial General Liability Insurance with limits of $1,000,000 general aggregate;
     
     $1,000,000 personal and advertising injury;  $1,000,000 aggregate for products and com-

      pleted operations; and  $1,000,000 for each occurrence, specifically including Subcontractors

     Contractual Liability Insurance.

C. Automobile Liability Insurance with bodily injury limits of $1,000,000 for each person
   
    and $1,000,000 for each accident, and property damage limits of $1,000,000 for each acci-
   
    dent; or $1.000,000 combined single limit for bodily injury and property damage.