AMENDMENT TO THE ALLIED WASTE INDUSTRIES, INC. RESTRICTED STOCK UNITS AGREEMENT

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                                                                  Exhibit 10.100

                 AMENDMENT TO THE ALLIED WASTE INDUSTRIES, INC.
                        RESTRICTED STOCK UNITS AGREEMENT
                         (UNDER THE AMENDED AND RESTATED
                           1991 INCENTIVE STOCK PLAN)

      THIS AMENDMENT ("Amendment") is made on December 30, 2005, by and between
ALLIED WASTE INDUSTRIES, INC., a Delaware corporation ("Company") and the
individual specified below ("Grantee").

                                R E C I T A L S:

      The Company previously granted shares of restricted stock ("PARSAP
Shares") to Grantee pursuant to a Performance-Accelerated Restricted Stock
Agreement. Grantee later elected to convert Grantee's PARSAP Shares into units
of restricted stock, which are subject to the terms of the Restricted Stock Unit
Agreement entered into by and between the Company and Grantee ("RSU Agreement").

      The Management Development/Compensation Committee of the Board of
Directors ("Committee") determined that it would be in the best interests of the
Company and its stockholders to amend the RSU Agreement to modify certain
provisions with respect to the vesting of the Restricted Stock Units granted
therein.

      NOW, THEREFORE, in consideration of the mutual covenants hereinafter set
forth, the parties hereto agree as follows:

      1. Section 5 of the RSU Agreement is amended in its entirety to read as
follows:

            5. Effect of Termination of Employment. Except as may be otherwise
      specifically provided in this Agreement, if Grantee's employment with the
      Company is terminated for any reason, all unvested Award RSUs at the time
      of Grantee's termination of employment shall be forfeited upon Grantee's
      date of termination. If Grantee's employment with the Company is
      terminated as the result of his Disability or death, any unvested Award
      RSUs shall become fully and immediately vested and will be paid to
      Grantee's beneficiary.

            If Grantee's employment with the Company is terminated by Grantee
      for Good Reason or by the Company without Cause, then (a) if Grantee is
      also employed by the Company in the position of Chief Executive Officer,
      President, Executive Vice President or Senior Vice President as of his
      date of termination, Grantee shall continue to vest in his Award RSUs for
      a period of three (3) years following his termination of empl