PART-TIME EMPLOYMENT AND CONFIDENTIALITY AGREEMENT

Exhibit 10.6

PART-TIME EMPLOYMENT AND
CONFIDENTIALITY AGREEMENT

      THIS EMPLOYMENT AND CONFIDENTIALITY AGREEMENT (the “Agreement”) is made and entered into effective as of the 31st day of March, 2008 by and between the following:

      (a) BASIC EARTH SCIENCE SYSTEMS, INC. (the “Company”) whose address for purposes of this Agreement is 633 17 ^TH Street, Suite 1645, Denver, Colorado 80202-3625; and

      (b)  Joseph B. Young (the “Consultant”) whose address for purposes of this Agreement is XXXX.

Recitals:

     A. The Company desires to hire the Consultant to assist the Company in the performance of the various financial and accounting matters as set forth herein; and

     B. The Consultant desires to be hired and employed by the Company on a part-time basis, all in accordance with the terms and conditions set forth in this Agreement.

      NOW, THEREFORE, in consideration of the mutual agreements and undertakings provided for herein, the parties agree as follows:

I. EMPLOYMENT.

      1.1 Employment. The Company agrees to hire and employ the Consultant on a short-term and part-time basis, and Consultant hereby accepts such short-term employment with the Company, upon the terms and conditions set forth in this Agreement for the period beginning on the date hereof and ending as provided in Section 1.4 (the “Employment Period”).

      1.2 Position and Duties.

     (a) During the Employment Period, Consultant shall act as Interim Principal Accounting Officer for the Company with respect to its financial and accounting matters related to all aspects of the Company’s business and financial affairs. Without limiting the foregoing, the Consultant, in his capacity as Interim Principal Accounting Officer, shall focus upon and perform the following:

     (i) review, organize, arrange and assist in the categorization, storage, placement and other dealings with the financial, accounting and other business documents previously handled and maintained by David Flake, former Chief Financial Officer of the Company, prior to his resignation;

     (ii) assist in the preparation, drafting and completion of the Company’s periodic reports as filed with the Securities and Exchange Commission including, without limitation, the Company’s Form 10-KSB for the year ended at March 31, 2008;

     (iii) Perform such other tasks and matters as the President of the Company or the Board of Directors of the Company shall, from time to time, assign to the Consultant.

     (b) The Consultant shall devote his best efforts and devote all of his time and attention when working for and on behalf of the Company. Consultant shall perform his duties and responsibilities to the best

of his abilities in a diligent, trustworthy, businesslike and efficient manner. The Company acknowledges that, since the Consultant works part time for two other public companies, the Consultant will not work exclusively for the Company during the Employment Period as set forth herein.

      1.3 Salary, Bonus and Benefits.

     (a) Consultant’s compensation (the “Compensation”) shall be based on an hourly rate of $60.00 per hour, for each hour expended in connection with performing duties and tasks as set forth in this Agreement. Consultant shall keep record of his time spent working on Company matters and shall submit to the Company periodic reporting of such time as the Company shall require. A rough estimate of the hours the Company expects this project to consume, by month, is as follows:

     (b) The Consultant shall be paid a bonus in the amount of $4,000 provided that: (i)the Consultant does not terminate this Part Time Employment Agreement prior to the end of the Employment Period; (ii)the Consultant shall execute all certifications required of a Principal Accounting Officer in connection with the filing of the Company’s Form 10-KSB for the year ended at March 31, 2008, and (iii) the Company’s Form 10-KSB for the year ended at March 31, 2008 is timely filed with the Securities and Exchange Commission. The bonus, if earned, shall be paid to the Consultant within two (2) business days after the Form 10-KSB is filed with the Securities and Exchange Commission.

     (c) During the Employment Period, the Consultant, as a part-time consultant, shall not be entitled to receive any of the benefits for which other employees of the Company are generally eligible or entitled to receive.

     (d) The Company shall reimburse (or cause to be reimbursed) Consultant for all pre-approved reasonable out-of-pocket expenses, including parking, incurred in the course of performing his duties under this Agreement upon completion of an expense report in accordance with the Company’s reimbursement, reporting and documentation policies in effect from time to time with respect to travel, entertainment and other business expenses.

      1.4 Term.

     (a) The Employment Period shall end on July 15, 2008, or such earlier date on which the Company’s Form 10-KSB for the year ended March 31, 2008 is filed. The Employment Period shall be subject to earlier termination (i) by consent of the parties, or (ii) upon two weeks advance written notice from one party to the other party.

     (b) Consultant hereby agrees that no severance compensation shall be payable in the event that the Employment Period is terminated as provided for herein, and Consultant waives any claim for severance compensation for services performed pursuant to this Agreement.

II. OTHER AGREEMENTS.

      2.1 Confidential Information. Consultant acknowledges that the information, observations and data obtained while employed by the Company concerning the business or affairs of the Company that are not generally available to the public other than as a result of the breach of this Agreement by the Consultant (“Confidential Information”) are the property of the Company. Consultant agrees not to disclose to any unauthorized person or use for t