Note 1 - Summary of Significant Accounting Policies:

Description of Business:

The Company's operations consist of the parent company and 18 subsidiaries, two of which conduct active operations. The operations of these two subsidiaries have been classified into two segments: the performance of environmental services and the generation and sale of electricity utilizing an alternative fuel, methane gas. The other subsidiaries of the Company hold assets consisting primarily of cash and cash equivalents, real property and contract rights.

Principles of Consolidation:

The Consolidated Financial Statements include the accounts of the Company and its subsidiaries. All significant intercompany transactions and balances have been eliminated.

Reclassification:

Certain reclassifications have been made to the 2008 financial statements in order to conform to the presentation followed in preparing the 2009 financial statements. The reclassifications have no effect on previously reported income.

Use of Estimates:

In preparing financial statements in accordance with accounting principles generally accepted in the United States of America, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, and revenues and expenses during the reporting period. Actual results could differ from these amounts. Significant items subject to such estimates and assumptions include the accruals for post-closure costs, obligations resulting from litigation and deferred taxes.

Concentration of Credit Risk:

Financial instruments, which potentially subject the Company to concentrations of credit risk, consist principally of temporary cash investments and accounts receivable. The Company places its temporary cash investments with high credit quality financial institutions. These cash investments may, at times, be in excess of the FDIC insurance or not covered by the FDIC. Credit limits, ongoing credit evaluations, and account monitoring procedures are utilized to minimize the risk of loss with respect to accounts receivable. During the years ended December 31, 2009 and 2008 one customer of the Company accounted for 100% of the Company's consolidated net operating revenues and accounts receivable - trade.

Fair Value of Financial Instruments:

The carrying amount of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses approximates fair value because of the short maturity of these items. The carrying amount of notes payable (including current portion) approximates fair value since such notes bear interest at current market rates.

The fair value of the income tax payable discussed in Note 8 herein equals approximately $518,000 and $644,000 as of December 31, 2009 and 2008, respectively, determined by discounting the installments at a rate of 6% per annum.

Cash and Cash Equivalents:

The Company considers all highly liquid investments purchased with an original maturity of three months or less and funds deposited in money market accounts to be cash equivalents. At December 31, 2009 and 2008, cash and cash equivalents includes interest-bearing cash equivalents of $743,000 and $556,000, respectively.

Investments:

The Company's marketable securities are classified as available- for-sale and are carried at fair value as determined by quoted market prices. Unrealized gains and losses are reported in a separate component of stockholders' equity, net of tax, until realized. Realized gains or losses from the sale of marketable securities are based on the specific identification method and are included in other income. Interest and dividend income is recorded as earned.

Trade Accounts Receivable:

Trade accounts receivable are stated at the amount management expects to collect from outstanding balances. Management provides for probable uncollectible amounts through a charge to earnings and a credit to a valuation allowance based on its assessment of the current status of individual accounts. Balances that are still outstanding after management has used reasonable collection efforts are written off through a charge to the valuation allowance and a credit to trade accounts receivable. No allowances for doubtful accounts exist as of December 31, 2009 and 2008.

Valuation of Long-Lived Assets:

The Company periodically analyzes its long-lived assets for potential impairments, assessing the appropriateness of lives and recoverability of unamortized balances through measurement of undiscounted operating cash flows on a basis consistent with accounting principles generally accepted in the United States of America.

Property, Plant and Equipment:

Property, plant and equipment are stated at cost. Depreciation is provided on a straight-line basis over estimated useful lives of 3-15 years for machinery and equipment, 25 years for buildings and 10-25 years for improvements.

Restricted Escrow Account for Post-Closure Costs:

The Company's wholly owned subsidiary, Kinsley's Landfill, Inc. ("Kinsley's") provided financial assurance by depositing cash during the operating life of the Kinsley's Landfill into two escrow accounts which are legally restricted for purposes of funding the closure and post-closure activities at the Kinsley Landfill site. One of two escrow accounts has been depleted. Balances maintained in the remaining restricted escrow account fluctuate based on the ongoing use of the funds for qualifying post-closure maintenance activities and the changes in the fair value of the financial instruments held in the restricted escrow account. Any funds remaining in the restricted escrow account at the end of the monitoring period will revert to the State of New Jersey. At December 31, 2009 and 2008 the accrued post- closure maintenance liability exceeds the funds available in the restricted escrow account(s) by $1,795,000 and $1,293,000, respectively. The funds held in the restricted escrow account at December 31, 2009 and 2008 were invested primarily in U.S. government and U.S. government backed debt securities.

Post-Closure Costs:

The Company accounts for its subsidiaries obligations for post- closure activities of two landfills under Accounting Standards Codification 410 - "Asset Retirement and Environmental Obligations" ("ASC 410"). ASC 410 applies to all legally enforceable obligations associated with the retirement of tangible long-lived assets.

Under ASC 410, obligations related to closure and post-closure activities that occur after the landfill has ceased operations are recognized on a units-of-consumption basis as airspace is consumed throughout the entire landfill. Landfill retirement obligations are to be capitalized as the related liabilities are recognized and then amortized using the units-of-consumption method over the airspace consumed within the capping event or the airspace consumed throughout the entire landfill, depending upon the nature of the obligation. Since the landfills owned and/or operated by the Company's subsidiaries are closed and no longer operating, the capitalized retirement obligations are fully amortized. All obligations were initially measured at estimated fair value. Fair value was calculated on a present value basis using a credit-adjusted, risk-free rate.

Under ASC 410, accretion of the asset retirement obligation liability from its initially determined value is recorded as an expense using the effective interest method. Changes in the liability due to the passage of time are recognized as operating items in the statement of operations and are referred to as accretion expense. Changes in the liability due to revisions to estimated future cash flows are recognized by increasing or decreasing the liability, with, in the case of closed landfills, an offset to the statement of operations.

See Note 10 for further discussion of the Company's subsidiaries post-closure maintenance costs and ASC 410.

Environmental Matters:

Accruals for environmental matters are recorded when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated, based on current law and existing technologies. The accruals are developed based on currently available information and reflect the participation of other potentially responsible parties. These accruals are adjusted periodically as assessment and remediation efforts progress or as additional technical or legal information becomes available.

Revenue Recognition:

Revenues from the sale of electricity are recognized in the period earned based on kilowatts delivered and, to a lesser extent, capacity provided.

Income Taxes:

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the carrying amount of assets and liabilities for financial reporting purposes and the amount used for income tax purposes as well as for the deferred tax effects of net operating loss carryforwards and tax credits carryforwards that are available to offset future income taxes. Deferred tax assets and liabilities are measured using the enacted tax laws and rates expected to apply to taxable income in the years in which those temporary differences are expected to be recoverable or settled. Valuation allowances are recognized if, based on the weight of available evidence, it is more likely than not that some portion of the deferred tax assets will not be realized.

It is the Company's policy to record interest and penalties related to uncertain income tax positions, if any, as a component of income tax expense. As of December 31, 2009 and 2008, the Company had no uncertain tax positions that would require recognition or disclosure in the financial statements. The Company files U.S. and various state income tax returns. U.S. returns for the years ended December 31, 2006 to 2009 remain open for audit. Generally, the various state returns for the years ended December 31, 2005 to 2009 remain open for audit.

Net Income (Loss) per Share:

Basic "Earnings per Share" ("EPS") excludes dilution and is computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock, such as stock options, were exercised, converted into common stock or resulted in the issuance of common stock. Diluted EPS is computed by dividing net loss by the weighted average number of common shares outstanding for the period increased by the dilutive effect of common stock-equivalent shares computed using the treasury stock method. Basic EPS and Diluted EPS are equal in amount for the years ended December 31, 2009 and 2008 since the Company has no common stock-equivalents outstanding in either year.

Recent Accounting Pronouncements:

In September 2006, the Financial Accounting Standards Board issued authoritative guidance associated with fair value measurements. This guidance defined fair value, established a framework for measuring fair value, and expanded disclosures about fair value measurements. In February 2008, the FASB delayed the effective date of the guidance for all non-financial liabilities, except those that are measured at fair value on a recurring basis. Accordingly, the Company adopted this guidance for assets and liabilities recognized at fair value on a recurring basis effective January 1, 2008 and adopted the guidance for non-financial assets and liabilities measured on a non-recurring basis effective January 1, 2009. The application of the fair value framework did not have a material impact on our consolidated financial position, results of operations or cash flows.
In May 2009, the FASB established standards related to accounting for, and disclosure of, events that occur after the balance sheet date, but before the financial statements are issued or are available to be issued. The Company has adopted the provisions of this new authoritative guidance, which became effective for interim and annual reporting periods ending after June 15, 2009. Subsequent events have been evaluated through the date and time the financial statements were issued on March 30, 2010. No material subsequent events have occurred since December 31, 2009 that required recognition or disclosure in the current period financial statements.
In June 2009, the FASB issued a new accounting standard which provides guidance related to the FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles - a replacement of a previously issued standard. The new accounting standard stipulates the FASB Accounting Standards Codification is the source of authoritative U.S. GAAP recognized by the FASB to be applied by nongovernmental entities. The new accounting standard is effective for financial statements issued for interim and annual periods ending after September 15, 2009. The implementation of this standard did not have a material impact on the Company's statements of operations or financial position. Note 2 - Going Concern Uncertainty:

The Company's financial statements have been prepared on a going concern basis which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. The Company has incurred significant operating losses this year and in each of the prior five years and it is anticipated that such operating losses will continue as general and administrative expenses are expected to exceed the Company's available earnings from its remaining operating businesses in the near-term. The Company has been aggressively pursuing numerous alternatives to raise funds, including the disposition of all of its non-operating assets (See Note
7). However, the Company is currently unable to determine whether the timing and the amount of cash generated from these efforts will be sufficient to discharge the Company's tax liability, contingent obligations and its continuing operating liabilities as they come due. These conditions raise substantiated doubt about the Company's ability to continue as a going concern. The consolidated financial statements do not include any adjustments that might result if the Company is unable to continue as a going concern.

Note 3 - Marketable Securities:

At December 31, 2009, the Company's marketable securities consisted primarily of U.S. Treasury bills classified as available-for-sale and are carried at their fair value of $1,300,000 which approximated cost. At December 31, 2008, the Company's marketable securities again consisted of U.S. Treasury bills classified as available-for-sale and carried at their fair value of $2,480,000 which also approximated cost.

During the year ended December 31, 2009 and 2008, proceeds from the maturity of available-for-sale securities were $6,079,000 and $7,464,000, respectively. No marketable securities were sold prior to maturity during 2009 and 2008.

Note 4 - Accounts Receivable:

The Company sells the electricity it generates to a local utility. Such sales account for 100% of the Company's Net Operating Revenues for both the years ended December 31, 2009 and 2008, and represented 100% of the Company's Accounts Receivable - Trade as of December 31, 2009 and December 31, 2008.

Note 5 - Restricted Escrow Accounts For Post-Closure Costs:

As of December 31, 2009 and 2008, the Company's wholly owned subsidiary Kinsley's held $6,170,000 and $7,063,000, respectively, in a restricted escrow account which is to be used to fund the post- closure maintenance costs of Kinsley's Landfill. The escrow account is legally restricted for purposes of settling closure and post-closure costs, and was established to provide financial assurance through the deposit of a portion of the tipping fee charged when the landfill was operating. All disbursements from the restricted escrow account must be approved by the NJDEP. The balance of funds, if any, remaining after the end of the post-closure activities will revert to the State of New Jersey. The restricted escrow account primarily contains U.S. Treasury Notes and government backed debt securities. At December 31, 2009 the securities had a fair market value of $6,170,000, with a cost of $6,176,000, unrealized gains of $87,000 and unrealized losses of $93,000. At December 31, 2008 the securities had a fair market value of $7,063,000, with a cost of $6,524,000, unrealized gains of $541,000 and unrealized losses of $2,000. The net unrealized gains and losses are included in stockholder's equity for the respective periods. The portion of the restricted escrow funds reported as current equals the current portion of post-closure costs related to the Kinsley's Landfill (see Note 10).

At December 31, 2009, the restricted escrow account's investments in debt securities mature as follows (stated at fair value): $347,000 within one year; $3,490,000 1 to 5 years and $2,333,000 6 to 10 years.

Note 6 - Fair Value:

Effective January 1, 2009, the Company adopted Accounting Standards Codification 820 - "Fair Value Measurements and Disclosures" ("ASC 820") with respect to non-financial assets and liabilities measured on a non-recurring basis.

ASC 820 defines fair value, outlines a framework for measuring fair value, and details the required disclosures about fair value measurements. Under ASC 820, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in the principal or most advantageous market. ASC 820 enables the reader of the financial statements to assess the inputs used to determine the fair value of an asset or liability by establishing a hierarchy for ranking the quality and reliability of such inputs. Level 1 inputs include quoted market prices in an active market for identical assets or liabilities. Level 2 inputs are market data, other than Level 1, that are observable either directly or indirectly. Level 2 inputs include quoted market prices for similar assets or liabilities, quoted market prices in an inactive market, and other observable information that can be corroborated by market data. Level 3 inputs are unobservable and corroborated by little or no market data. ASC 820 requires the utilization of the lowest possible level of input to determine fair value. The adoption of this statement did not have any material impact on the Company's consolidated results of operations and financial condition.

The following table provides information on the assets measured at fair value on a recurring basis (table in $000):

                      Carrying Amount      Fair Value Measurements Using
                      in Consolidated
                       Balance Sheet       Level 1    Level 2    Level 3
Marketable securities
  December 31, 2009        $ 1,300         $ 1,300       -          -
  December 31, 2008        $ 2,480         $ 2,480       -          -
Restricted escrow account
  for post-closure costs
  December 31, 2009        $ 6,170         $ 6,170       -          -
  December 31, 2008        $ 7,063         $ 7,063       -          -

The restricted escrow account primarily contains U.S. Treasury Notes and government backed debt securities.

                                         2009        2008

Land                                  $ 1,067     $ 1,067
Buildings and improvements:
            Buildings                     495         491
Gas Collection System                     122         122
Machinery and equipment                 3,405       3,320
  Total                                 5,089       5,000

Less: Accumulated depreciation         (3,139)     (3,035)
                                      $ 1,950     $ 1,965

Depreciation expense charged to operations for the year ended December 31, 2009 and 2008 was $104,000 and $98,000, respectively.

The Company owns approximately 364 contiguous acres in the Township of Deptford, N.J. (the "Township"). Approximately 110 of the 364 acres are occupied by the closed Kinsley's Landfill, which is owned by the Company's wholly owned subsidiary, Kinsley's Landfill, Inc., ("Kinsley's"). On December 10, 2007 the Township's Mayor and Town Council approved a resolution designating an area, including approximately 342 acres of the Company's property, as an area in need of redevelopment in accordance with New Jersey Statute 40A:12A-5. This action follows the Township's Planning Board's August 8, 2007 approval of the study prepared by the Township's planner entitled "Five Points Study Area, Preliminary Investigation: Determination of an Area in Need of Redevelopment". This Study concluded that the subject area should be designated a redevelopment area pursuant to the New Jersey Local Housing and Redevelopment Law. During September 2007, two subsidiaries of Transtech commenced litigation entitled Kinsley's Landfill, Inc., and Birchcrest, Inc. v. Planning Board of the Township of Deptford (No. L-001536-07) in the Superior Court of New Jersey, Law Division, Gloucester County. During December 2007, the complaint was amended to include the Township of Deptford, Benderson Properties, Inc. and certain of its affiliates as defendants. The suit seeks, among other remedies, to reverse and set aside the Township's Planning Board approval of the 2007 study prepared by the Township's planner. See Note 13, Legal Proceedings, Five Points Redevelopment Zone, for a discussion of this matter.

On October 19, 2006 Kinsley's entered into a lease with a group of five affiliated entities, which purchased property from the Company in 2006, for the portion of Kinsley's property upon which a radio tower is situated. Rent paid to Kinsley's from the Lessees for tower lease rent payments and real estate tax reimbursement was approximately $7,000 and $6,000 for 2009 and 2008, respectively. Kinsley's lease with the Lessees expires February 2015 and is renewable in five year increments through February 2030. The estimated minimum lease payments and real estate tax reimbursements expected for 2010 and 2011 is $6,000 per year.

The Company's wholly owned subsidiary, Filcrest Realty, Inc. owns approximately 53 acres of undeveloped property in Edison Township, N.J. Edison Township requested that Filcrest Realty, Inc. grant it an easement on a portion of this property to install a shoreline walkway on certain lots situated along the Raritan River. This property was included in the area remediated pursuant to Administrative Orders issued by the EPA (see discussion of Contingent Environmental Liabilities in Part I, Item 2. Management's Discussion and Analysis of Financial Condition and Operations, Liquidity). The Company denied the Township's request believing the structure and location proposed by the Township will adversely impact the value of that entire tract which totals approximately 15 acres. The Township's appraiser set the value of the easement at $18,000 which the Company regards as too low. During 2008 the Township of Edison prevailed in its suit against the Company in the Superior Court of New Jersey entitled Township of Edison
v. Filcrest Realty, Inc. (No. MID-L-02173-08) to commence condemnation proceedings on the 0.48 acres for which the easement was sought. See Note 13, Legal Proceedings, Edison Township Property, for a discussion of this matter.

The Company is pursuing the disposition of its remaining property through the sale of individual parcels and/or groups of parcels. The Company is unable to determine when sale(s) of the remaining parcels will ultimately be consummated and proceeds received given the ongoing litigation, discussed above, their location, access issues and the location of wetlands on certain parcels.

                                       2009        2008
Currently (payable) refundable:
  Federal                            $  600      $  376
  State                                  (2)         (2)
                                        598         374
Deferred (tax) benefit:
  Federal                                -           -
  State                                  -           -
                                         -           -
Total income tax benefit:
  Federal                               600         376
  State                                  (2)         (2)
                                     $  598      $  374

On November 6, 2009 the Worker, Homeownership, and Business Assistance Act of 2009 ("WHBAA") was passed into law. This law among other things allows certain companies to elect to increase the carryback period for 2009 losses up to a maximum of five years. Previously, federal tax laws limited the carry-back of losses to two preceding years. As a result of the WHBAA the Company has recognized a federal income tax benefit of $600,000 in the accompanying financial statements for the year ended December 31, 2009. The tax benefit resulting from the loss reported for the periods in 2009 in excess of available benefits is fully offset by an increase in the deferred tax valuation allowance.

Deferred tax expense results from temporary differences as follows (table in $000's):

                                         2009       2008
Excess of tax over book
  (book over tax) depreciation          $ (86)     $ (26)
Change in Federal valuation
  allowance (Net of $0 related
  to unrealized appreciation of
  available for sale securities)           73         25
Change in state valuation allowance       (79)      (192)
State net operating loss carryforwards     92        199
Post-Closure costs                         -          (6)
Deferred tax (expense) benefit          $  -       $  -

Deferred tax assets and liabilities at December 31, 2009 and 2008 were comprised of the following (table in $000's):

                                          2009       2008
 Deferred tax assets:
   Federal net operating loss
     carryforwards                       $ 128      $  -
   State net operating loss
     Carryforwards                         708        616
   Depreciation                             -          36
     Subtotal                              836        652
   Valuation allowance for deferred
     tax assets                           (770)      (652)
   Total                                    66         -
Deferred tax liabilities:
   Depreciation                            (66)        -
 Net deferred tax asset                  $  -       $  -

The Company has recorded valuation allowances of $770,000 and $652,000 as of December 31, 2009 and 2008, respectively, to reflect the estimated amount of deferred tax assets which are not currently realizable. Recognition of these deferred tax assets is dependent upon both the sufficiency and timing of future taxable income.

The calculation of the above provision includes available state net operating loss carry-forwards as permitted. At December 31, 2009 the Company and its subsidiaries had state net operating loss carryforwards of $7,873,000 which expire at various dates through December 31, 2016.

The following is a reconciliation between the amount of reported total income (tax) credit and the amount computed by multiplying the loss before tax by the applicable statutory U.S. federal income tax rate (table in $000's):

                                           2009       2008
 Tax credit computed by applying U.S.
   federal income tax rate to income
   before income taxes                    $ 440      $ 446
 Elimination of federal tax on:
   Accretion expense                       (104)      (114)
   Investment income on landfill
     escrow accounts                        191        166
   Non-taxable interest income               -          14
(Increases) reductions in taxes
   resulting from valuation allowance:
   Federal deferred tax
     valuation allowance                     73       (133)
 State taxes net of federal benefit          -          (1)
 Other permanent items - net                 -          (2)
                                          $ 600      $ 376

Income taxes payable, equal to $577,000 as of December 31, 2009, represents the amount due the United States Internal Revenue Service (the "Service") in settlement of litigation concluded during October 2000 regarding the Company's tax liability for taxable years 1980-88 and certain issues from taxable years 1989-91. The Company settled all of the issues before the U.S. Tax Court (Transtech Industries, Inc. v. Commissioner of Internal Revenue Docket No. 2588-94) and reached agreement with the Service as to its tax liability for all taxable years through 1996. During July 2004, the Service accepted the Company's Offer in Compromise (the "Offer") which requested a reduction in the amount payable with respect to such settlements and permission to pay the reduced obligation in installments. The Offer committed the Company to pay a total of $2,490,000 in satisfaction of the assessed federal income taxes and interest of approximately $4,800,000. A payment of $810,000 was made during October 2004 and the balance due is being paid in monthly installments over nine years as follows: (a) $18,230 per month for each of the forty-eight months beginning August 2004, and (b) $13,416 per month for each of the sixty months beginning August 2008. The total of the installments paid from inception through December 31, 2009 equals approximately $1,103,000. Approximately $161,000 is due in each of the three years subsequent to December 31, 2009, and $94,000 due in 2013. The sum of the payments due during the twelve months subsequent to December 31, 2009 has been classified as a current liability and the balance of the payments due have been classified as a long-term liability. The Service does not impose interest on amounts payable pursuant to the Offer. The Company is permitted to receive refunds of prior tax overpayments and from the carryback of losses. Should the Company default in any of the terms of the Offer, the Service may initiate suit to impose one or more remedies available to it, including the reinstatement of the total amount previously assessed and/or impose interest.

                                    December 31, December 31,
                                        2009         2008

Note payable to a finance company,
  due in monthly installments of
  $459, including interest at 7.99%
  per annum, paid in full during
  August 2009.                          $ -          $  3

Note payable to a bank, due in
  Monthly installments of $505,
  including interest at 7.75% per
  annum, to June 2011; secured by
  a vehicle carried at a net
  book value of $12.                       8           14

Non-interest bearing note payable
  To a finance company, payable in
  60 monthly installments of $1,154,
  To June 2014; including interest
  imputed at 6% per annum; secured by
  a vehicle carried at a net book
  value of $52.                           54           -

Total long-term debt                      62           17
    Less: Current portion                (16)          (9)
Long-term portion                       $ 46         $  8

Aggregate maturities of long-term debt for five years subsequent to December 31, 2009 are as follows: 2010 - $16,000; 2011 - $14,000; 2012
- $12,000; 2013 - $13,000 and 2014 - $7,000.

Note 10 - Post-closure Maintenance Costs and Contingent Environmental Liabilities:

Post-closure Maintenance Costs

The Company's subsidiary, Kinsley's has future obligations for post-closure maintenance costs with respect to a landfill it owns and operated, the Kinsley's Landfill, and a landfill a different subsidiary, Mac Landfill, Inc. ("Mac") operated on real property leased from others, the Mac Landfill. Kinsley's Landfill ceased accepting solid waste at its landfill in Deptford Township, New Jersey during February 1987 and commenced closure of that facility. Mac Land- fill is also located in Deptford Township, New Jersey and ceased operations during 1977.

By regulation, post-closure maintenance costs include estimated costs to be incurred for providing required post-closure monitoring and maintenance of the landfill. Post-closure activities occur after an entire landfill ceases to accept waste and closes. These activities involve maintenance of final cover, methane gas control, leachate management and groundwater monitoring, surface water monitoring and control, and other operational and maintenance activities that occur after a landfill ceases to accept waste. The post-closure period generally runs for up to 30 years after final site closure for municipal solid waste landfills. Obligations associated with monitoring and controlling methane gas migration and emissions are set forth in applicable permits and these requirements are based upon the provisions of the Federal Clean Air Act of 1970, as amended, and the NJ Air Pollution Control and Solid Waste Management Acts.

Kinsley's and Mac accrued for such post-closure costs in accordance with Accounting Standards Codification 410, "Asset Retirement and Environmental Obligations" ("ASC 410"). Pursuant to ASC 410, a liability for an asset retirement obligation should be initially measured at fair value. In situations where quoted market prices are unavailable, the estimate of fair value should be based on the best available information. Changes in the liability due to the passage of time are recognized as operating items in the income statement and are referred to as accretion expense. Changes in the liability due to revisions to estimated future cash flows are recognized by increasing or decreasing the liability, with, in the case of closed landfills, an offset to the statement of operations.

The Company's subsidiaries rely on third parties to provide certain materials, supplies and professional services for post-closure activities. Accordingly, the fair market value of these future obligations is based upon quoted and actual prices paid for similar work. Employees of Kinsley's perform the majority of the services required for its post-closure obligations. A profit margin is added onto the cost of such services to better reflect their fair market value as required by ASC 410.

The estimates of costs to discharge asset retirement obligations for the landfills are developed in today's dollars. The estimated costs are inflated to the expected time of payment and then discounted back to present value. The estimated costs in current dollars were inflated to the expected time of payment using an inflation rate of 2.5%, and the inflated costs were discounted to present value using a credit-adjusted, risk-free discount rate of 4.5%. The credit- adjusted, risk-free rate were based on the risk-free interest rate on obligations of similar maturity and adjusted for the risk associated with investments permitted and typically held in Kinsley's post- closure escrow account discussed in Note 6. Changes in the credit- adjusted, risk-free rate do not change recorded liabilities, but subsequently recognized obligations are measured using the revised credit-adjusted, risk-free rate.

The following table summarizes the actual activity in the Company's consolidated asset retirement obligation liabilities for post-closure costs for the years ended December 31, 2009 and 2008 (table in $000):

                                   Years Ended December 31,
                                       2009       2008

Asset retirement obligation
  liability, beginning of year        $ 8,356    $ 8,797
Accretion expense                         305        336
Obligations settled during
  the period                             (642)      (741)
Other adjustments                         (54)       (36)
Asset retirement obligation
  liability, end of year                7,965      8,356
    Less: Current portion               1,070      1,044
    Long-term portion                 $ 6,895    $ 7,312

The amount reported as current portion represents an estimate of the cost to be incurred during the subsequent twelve months. The estimates of post-closure maintenance costs in today's dollars for each of the next five years are: $1,070,000; $1,049,000; $1,029,000; $1,010,000 and $990,000, respectively. The post-closure maintenance costs of the Kinsley's Landfill are funded from a restricted escrow account (see Note 5).

Kinsley's began re-grading sections of the Kinsley's Landfill in 2006 in accordance with a plan approved by the New Jersey Department of Environmental Protection ("NJDEP"). The re-grading plan calls for the use of both recycled and non-recycled materials to fill and re- contour the areas of the mound containing depressions. Kinsley's received a fee to accept certain of the fill materials. The costs incurred for re-grading activities shall be paid from such fees. However, costs incurred for re-grading activities in excess of such fees, if any, will be submitted to NJDEP for reimbursement from the Kinsley's Escrow. The amount reported as Other adjustments in the above table equals the proceeds generated from the materials received in the re-grading project at the Kinsley's Landfill, less related re- grading expenses.

During July, 2007 Kinsley's received notice from the NJDEP that it had modified its approval of Kinsley's re-grading plan. Kinsley's filed an adjuratory hearing request to challenge the NJDEP's modification to the re-grading plan approval and was scheduled to present its objections at an administrative hearing in June 2008. During June 2008, the NJDEP approved certain modifications made by Kinsley's to its re-grading plan intended to expedite NJDEP approval of materials from new sources and address certain modifications proposed by NJDEP in July 2007. Having resolved the issues and received NJDEP approval, Kinsley's withdrew its administrative hearing request.

The thirty-year post-closure care period for the Mac Landfill was to expire on June 7, 2008. On June 3, 2008 the NJDEP notified Mac of its decision to temporarily extend the post-closure care period until such time the NJDEP performs a re-evaluation and re-assessment of conditions at the landfill. The NJDEP has requested certain environmental data concerning the landfill for such purpose. The NJDEP intends to then determine what further actions, if any, will be required of Mac. Because of the nature, scope and timing of NJDEP's decision and information request, Mac has requested an adjudicatory hearing to contest certain aspects of NJDEP's decision including the extension of the post-closure care period. As of December 31, 2007, Mac had $17,000 remaining of the accrual established for the estimated post-closure maintenance cost at this site. Such accrual was fully depleted during 2008. Mac will expense ongoing post-closure maintenance costs as incurred until the obligations of Mac with respect to the site, if any, are determined. Until such time, Mac is unable to reasonably estimate the future cost of such obligations. Annual post-closure maintenance costs related to the Mac Landfill approximated $30,000 and $24,000 for the years ended December 31, 2009 and 2008. This increase in the post-closure maintenance costs was primarily due to engineering fees incurred in response to NJDEP inquiries.

The Company's subsidiaries intend to annually review their calculations with respect to landfill asset retirement obligations unless there is a significant change in the facts and circumstances related to a landfill during the year, in which case the subsidiaries will review their calculations after the significant change has occurred.

Contingent Environmental Liabilities

The Company's past participation in the waste handling, treatment and disposal industries subjects the Company to additional claims that may be made against the Company for the remediation of sites in which the Company is deemed a potentially responsible party. The impact of future events or changes in environmental laws and regulations, which cannot be predicted at this time, could result in material increases in remediation and closure costs related to these sites, possibly in excess of the Company's available financial resources. A significant increase in such costs could have a material adverse effect on the Company's financial position, results of operations and net cash flows. The costs of litigation associated with a site are expensed as incurred.

SCP Site

Transtech was one of 43 respondents to a September 1990 Administrative Order of EPA concerning the implementation of interim environmental remediation measures at a site in Carlstadt, New Jersey owned by Inmar and allegedly operated by Transtech as a solvents recovery plant for approximately five years ending in 1970. The site is known as the Scientific Chemical Processing Superfund Site (the "SCP Site").

In September 1995, Transtech entered into a settlement agreement to resolve litigation regarding the allocation of remediation costs among certain respondents and potentially responsible parties. Notwithstanding the September 1995 settlement, under the Comprehensive Environmental Response, Compensation and Liability Act ("CERCLA"), the Company may have liability in connection with the SCP Site to EPA for its costs of overseeing the remediation of the site, and to parties who had not contributed to the remediation at the time the settlement was approved but who may later choose to do so.

During September 2002, EPA issued a notice of potential liability and of consent decree violations to potentially responsible parties regarding the SCP Site. On November 12, 2004, a Unilateral Administrative Order (the "UAO") was issued by EPA naming fifteen companies, including the Company, as respondents. The UAO requires the respondents to "make best efforts to cooperate and coordinate with Settling Defendants" who are in the process of implementing the response actions required under the UAO. A group of 69 PRPs (the "Settling Defendants") have entered into a Consent Decree that requires the implementation of the same response actions as the UAO. The response actions include the design and implementation of the remedy selected for the second operable unit ("OU2") at the SCP Site, reimburse the United States approximately $2.0 million for certain past costs allegedly incurred at the SCP Site, and make payment of certain future response costs that may be incurred in connection with the implementation of the OU2 remedy. The "best efforts to cooperate and coordinate with Settling Defendants" includes the requirement to negotiate with the Settling Defendants as to either the amount of work required under the UAO the Company will be willing to assume or the amount of the cash contribution the Company is willing to make toward the implementation of the UAO. The EPA estimated the present value of the selected remedy is $7.5 million which includes capital cost of $4.7 million plus annual O&M costs of $180,000 per annum. The Company has informed EPA of its intent to comply with the UAO and cooperate and coordinate with the Settling Defendants' representative. The Company, together with the property owner, previously contributed cash and proceeds from insurance settlements toward the remediation of the SCP Site. Such contributions total $16.4 million, plus interest earned thereon, which the Company believes should satisfy the share of remediation costs which could be found attributable to the Company for the SCP Site and any contamination or damage caused offsite. See Note
13 - Legal Proceedings, the Carlstadt SCP Site for a discussion of litigation regarding this site.

Berry's Creek Study Area

The Company was one of 158 recipients of a Notice of Potential Liability and Request to Perform Remedial Investigation/Feasibility Study (the "Notice"), issued by the EPA on March 9, 2006, regarding the contamination of the Berry's Creek Study Area (the "Creek Area") located in Bergen County, N.J. A tributary adjacent to the SCP Site in Carlstadt, N.J. flows into Berry's Creek. The Creek Area includes the approximately seven mile long water body known as Berry's Creek, a canal, all tributaries to Berry's Creek and related wetlands. Tidal areas of the river into which Berry's Creek empties are also subject to the Notice. Each recipient of the Notice is designated as a potentially responsible party under CERCLA, and may be held liable for the cleanup of the Creek Area and costs the EPA has incurred with regard to the Creek Area. The investigation and feasibility study regarding the scope of the contamination of the Creek Area is being conducted by a group of 100 potentially responsible parties. EPA publications report field work began in May, 2009, and that it will take approximately five years from commencement of field work to develop potential cleanup options. Since no discovery has taken place concerning allegations against the Company, it is not possible to estimate the Company's ultimate liability, if any, with respect to the Creek Area.

Kin-Buc Landfill

The Kin-Buc Landfill was owned and operated, both solely and then with partners, by Transtech's wholly-owned subsidiary, Kin-Buc, Inc. ("Kin-Buc"), and ceased accepting waste in 1976. The Kin-Buc Landfill and certain neighboring property, including parcels owned by Transtech's wholly-owned subsidiary Filcrest Realty, Inc. ("Filcrest") and other third parties, are undergoing remediation pursuant to Administrative Orders issued by EPA in September 1990 and November 1992 (the "Orders") to the Company, and other responsible parties, including Inmar Associates, Inc. ("Inmar"), SCA Services, Inc. ("SCA") and certain related parties (SCA together with such related parties are referred herein as the "SCA Parties"). The SCA Parties are affiliates of Waste Management, Inc. ("WMI"). Inmar is controlled by Marvin H. Mahan, a former principal shareholder and former officer and director of the Company, and leased real property upon which the landfill is situated to the Company.

The construction required by EPA at the Kin-Buc Landfill pursuant to the Administrative Orders is complete, and the operation and maintenance of the treatment plant and other remedial measures is being conducted by an affiliate of WMI. The total cost of the construction, operation and maintenance of remedial systems for a 30-year period, plus the cost of past remedial activities, was estimated at the time of the December 1997 settlement to be in the range of approximately $80 million to $100 million. In conjunction with the remediation, 26 acres of undeveloped land neighboring the site and owned by Filcrest were utilized for the construction of the containment system, treatment plant and related facilities.

As previously disclosed, on December 23, 1997, the Company entered into four agreements which settled a suit in the United States District Court for the District of New Jersey entitled Transtech Industries, Inc. et al. v. A&Z Septic Clean et al. (Civil Action No. 2-90- 2578(HAA)) (the "Kin-Buc Cost Recovery Action") against non-municipal generators and transporters of hazardous waste disposed of at the Kin- Buc Landfill for contribution towards the cost of remediating the Landfill, earlier suits and derivative lawsuits all related to the allocation of costs of remediation. One of the December 23, 1997 agreements provided SCA's Parties commitment to defend and indemnify the Company from certain future liability for and in connection with the remediation of the site (the "1997 Settlement Agreement").

Specifically, pursuant to indemnification provisions of the 1997 Settlement Agreement the SCA Parties are to defend and indemnify the Company from and against (i) all claims, demands and causes of action which have been made or brought, or hereafter may be made or brought, by the EPA or any other federal, state or local governmental or regulatory agency, against the Company, and (ii) all liability, loss, cost and expense (including reasonable attorneys' fees) which may be suffered or incurred by the Company, which, in the case of (i) and
(ii) above, arise from (y) the Orders (except for fines or penalties levied or imposed against the Company for or on account of any of the Company' actions or omissions on or before the effective date of the 1997 Agreement), or (z) any other orders or directives, and environmental or other applicable laws, regulations or ordinances, which are directed against or relate to the Kin-Buc Landfill or any portion thereof, operations at the Kin-Buc Landfill, the remediation of the Kin-Buc Landfill (except for the fines and penalties identified in (y) above), environmental conditions at the Kin-Buc Landfill or conditions resulting from releases from the Kin-Buc Landfill. The SCA Parties are not obligated to reimburse the Company for (i) response costs paid by the Company, on or before the effective date of the 1997 Agreement, or (ii) attorney's fees, disbursements or other costs and expenses arising from the Company's prosecution, defense or settlement of the Kin-Buc Cost Recovery Action or the derivative suits paid or incurred by the Company, on or before the effective date of the 1997 Agreement.

The SCA Parties shall also defend and indemnify the Company from and against all claims, demands and causes of action (including toxic tort and similar claims and causes of action), and all liability, loss, cost and expense (including reasonable attorneys' fees), which have been, or hereafter may be made, brought, suffered or incurred by the Company arising from environmental conditions at, or related to, the Kin-Buc Landfill or any portion thereof, or the remediation and maintenance of the Kin-Buc Landfill. Nothing contained herein shall be deemed to obligate the SCA Parties to reimburse the Company for (i) response costs paid by the Company on or before the effective date of the 1997 Agreement, or (ii) attorney's fees, disbursements or other costs and expenses arising from the Company' prosecution, defense or settlement of the Kin-Buc Cost Recovery Action or the derivative suits paid or incurred by the Company on or before the effective date of the 1997 Agreement.

The term Kin-Buc Landfill is defined in the 1997 Settlement Agreement as the Kin-Buc Landfill together with any real property located outside the boundaries of the Kin-Buc Landfill into which hazardous substances or contaminants may have migrated or threatened to migrate from the Kin-Buc Landfill or to which hazardous substances or contaminants deposited in the Kin-Buc Landfill finally came to rest or on which hazardous substances or contaminants were deposited from the operation of the Kin-Buc Landfill.

The Company remains a responsible party under the aforementioned Administrative Orders issued by EPA, and continues to incur administrative and legal costs complying with such Administrative Orders.

On December 30, 2004, Transtech together with Kin-Buc, and Filcrest executed consent decrees which resolved the claims brought against the Company and others during 2002 by EPA, the New Jersey Department of Environmental Protection and New Jersey Spill Compensation Fund regarding the Kin-Buc Landfill as set forth in the consolidated cases of United States of America; New Jersey Department of Environmental Protection; and Acting Administrator, New Jersey Spill Compensation Fund v. Chemical Waste Management, Inc.; Earthline Company; Filcrest Realty, Inc.; Anthony Gaess; Inmar Associates, Inc.; Kin-Buc, Inc.; SCA Services, Inc.; SCA Services of Passaic, Inc.; Transtech Industries, Inc.; Waste Management, Inc.; and Wastequid, Inc., Civil Action No. 02-2077 (the "Lawsuit") before the U.S. District Court for the District of New Jersey (the "Court"). EPA sought payment of past response costs of $4.2 million as of July 1999, allegedly incurred with respect to the Kin-Buc Landfill. In addition, EPA sought $18.1 million for penalties for delays allegedly experienced in completing the remediation pursuant to the Orders. Both amounts were subject to interest. The New Jersey Department of Environmental Protection and New Jersey Spill Compensation Fund sought reimbursement of unspecified past costs allegedly incurred with respect to the Kin- Buc Landfill and for unspecified alleged Natural Resource Damages. The Court entered the consent decrees on October 18, 2005. The terms of the 1997 Settlement Agreement arguably did not provide the Company with complete indemnification against the penalties sought by EPA in this action.

The 2004 Federal Consent Decree resolved the claims of EPA as alleged in the Lawsuit. EPA agreed to accept a $2,625,000 cash payment, plus interest from November 8, 2004, from the WMI Group in satisfaction of EPA's claims for past response costs against all defendants, including the Company. EPA agreed to resolve its claim for penalties in exchange for a cash payment of $100,000, plus interest from November 8, 2004, of which approximately $35,000 was paid by the Company, plus additional consideration consisting of (a) the implementation by the Company of an Open Space Preservation Project through the granting of the Conservation Easements on the Subject Property (defined below) to the Clean Land Fund ("CLF"), a third party non-profit organization, thereby preserving the Subject Property as open space in perpetuity, and through the execution of the Deeds thereby transferring title of the Subject Property to CLF, (b) the commitment by the Company to enter into a contract with CLF whereby CLF would develop and implement a Wetlands Restoration and Land Management Project, described below, for parcels of the Subject Property together with, if possible, certain neighboring properties owned or leased by third parties all in accordance with the Federal Consent Decree, and
(c) an initial payment of $108,000 to CLF to fund its work related to
(a) and (b) above, of which the Company paid $68,000 in December 2004, pursuant to the CLF Contract. An additional $15,000 shall be paid to CLF, $5,000 of which shall be paid by the Company, if certain events transpire.

The Subject Property consists of one parcel of approximately 25 acres owned by Kin-Buc upon which a portion of the Kin-Buc Landfill is situated and parcels totaling approximately 74 acres of predominately wetlands in the vicinity of the Kin-Buc Landfill owned by Filcrest. The Kin-Buc parcel and certain of the Filcrest parcels were undergoing remediation pursuant to the Orders and performed by SCA.

The EPA may impose financial penalties on the Company if the Company or CLF should fail to adhere to the terms and conditions of the Federal Consent Decree. A $100,000 penalty may be imposed under certain circumstances if the CLF Contract is abandoned by the Company. If CLF is unwilling or unable to fulfill the CLF Contract, the Company must make its best effort to find a suitable replacement and obtain EPA approval of such replacement. Other violations may each be subject to a penalty of $500 per day. The Company and CLF may be substantially relieved from the development and implementation of the Plans if EPA determines the Plans cannot be completed in accordance with the terms of the Federal Consent Decree.

The 2004 State Consent Decree addresses the claims of the New Jersey Department of Environmental Protection and New Jersey Spill Compensation Fund (the "NJ Agencies"). The NJ Agencies agreed to resolve their claims against the defendants in exchange for a cash payment of $110,000 from the WMI Group and the commitment of the WMI Group to perform wetlands restoration on certain property in the vicinity of the Kin-Buc Landfill, including certain parcels of the Subject Property.

The Township of Edison owns the majority of the real property which adjoins or surrounds the Subject Property deeded to CLF by the Company in December 2004. CLF has not yet been successful in its effort to obtain the consent of the Township of Edison to incorporate portions of its land into the Wetlands Restoration and Land management Project, and to gain access to the Township's land in order to perform its obligations pursuant to the CLF contract. As a result, the implementation of the Plans has been delayed, and certain of the milestones specified within the Federal Consent Decree have not been achieved. However, EPA has been kept informed of CLF's efforts and has participated in certain negotiations between CLF and the Township of Edison. EPA has indicated that it does not, at this point, intend to impose the financial penalties discussed above.

Note 11 - Employee Benefit Plans:

Retirement Savings and Profit Sharing Plans

The Company and its subsidiaries have a 401(k) Retirement Savings and Profit Sharing Plan which covers substantially all full-time employees. Employees may contribute up to amounts allowable under the Internal Revenue Code. The Company matches employees' contributions in amounts or percentages determined by the Company's board of directors. The Company may also make profit sharing contributions to the plan in amounts determined annually by the Company. The Company's matching contribution was 50% of an employee's contribution that is no greater than 2% of their eligible compensation during 2009 and 2008. The plan provides that the Company's matching and profit sharing contributions be made in cash. Contributions to and administrative expenses of the plan paid by the Company was approximately $9,000 and $8,000 for the year ended December 31, 2009 and 2008, respectively.

Employee Health Plans

The Company maintains employee benefit programs which provide health care benefits to substantially all full-time employees, and eligible dependents. The Company's health care plans utilize a program provided by a leading health maintenance organization and provide medical benefits, including hospital, physicians' services and major medical benefits. The employees contribute to the premium incurred for enrolled dependents.

Note 12 - Lease Commitments and Rental Income:

During the years ended December 31, 2009 and 2008, the Company leased office facilities under non-cancelable operating leases in Piscataway, NJ, which expires in June 2010, and Sarasota, FL, which expired in January 2009. The Company also leases automobiles under non-cancelable operating leases which expire during 2009 and 2011. Rent expense for non-cancelable operating leases was $62,000 and $91,000 for the year ended December 31, 2009 and 2008, respectively. The future minimum lease commitments for all non-cancelable operating leases at December 31, 2009 are as follows: 2010 - $33,000 and 2011 - $6,000.

The Company rents certain of its real property upon which a radio tower is situated. The Company reported $7,000 and $6,000 of rental income earned from such property for the year ended December 31, 2009 and 2008, respectively.

Note 13 - Legal Proceedings:

Five Points Redevelopment Zone

The Company owns approximately 364 contiguous acres in the Township of Deptford, N.J. (the "Township"). Approximately 110 of the 364 acres are occupied by the closed Kinsley's Landfill, which is owned by the Company's wholly owned subsidiary, Kinsley's Landfill, Inc. On December 10, 2007 the Township's Mayor and Town Council approved a resolution designating an area, including approximately 342 acres of the Company's property, as an area in need of redevelopment in accordance with New Jersey Statute 40A:12A-5.

This action follows the Township's Planning Board's August 8, 2007 approval of the study prepared by the Township's planner entitled "Five Points Study Area, Preliminary Investigation: Determination of an Area in Need of Redevelopment" (the "Five Points Study"). The Five Points Study concluded that the subject area (the "Five Points Study Area") should be designated a redevelopment area pursuant to the New Jersey Local Housing and Redevelopment Law.

The designation of a redevelopment area under the New Jersey Local Housing and Redevelopment Law grants a municipality many options to achieve its objectives regarding the ultimate redevelopment of property located within the redevelopment area. For example, municipalities have the authority to designate a third party (generally a land developer) to develop the redevelopment area in a manner consistent with the municipalities' redevelopment plan for the area. In addition, in order to advance the redevelopment project, municipalities may acquire property in the redevelopment area for redevelopment through good faith negotiations between the property owner and the designated redeveloper or through their powers of eminent domain, compensating the property owner for its fair market value.

The process to determine the ultimate redevelopment plan for that redevelopment area may take years to complete, and impact the use or sale of property located within the redevelopment area during the process. There is no specific time frame set forth in the Local Housing and Redevelopment Law for completion of a redevelopment project. The owner of property included in a redevelopment area may initiate suit against a municipality to challenge the creation of the redevelopment area, the designation of a redeveloper, the adoption of a redevelopment plan and/or the amount of compensation offered for property.

The Company had notified both the Township's Planning Board and the Township's Town Council of the Company's objections to certain errors and mischaracterizations contained within the Five Points Study, as well as the Planning Board's conclusion to approve the Five Points Study and recommend that the Township declare the Five Points Study Area a redevelopment area pursuant to the Local Housing and Redevelopment Law.

During September 2007, the two subsidiaries of Transtech that owned the property commenced litigation entitled Kinsley's Landfill, Inc., and Birchcrest, Inc. v. Planning Board of the Township of Deptford (No. L-001536-07) in the Superior Court of New Jersey, Law Division, Gloucester County. During December 2007, the complaint was amended to include The Township of Deptford, Benderson Properties, Inc. and certain of its affiliates as defendants. The suit seeks, among other remedies, to reverse and set aside the Township's Planning Board approval of the 2007 study prepared by the Township's planner. Proceedings have been stayed pending the outcome of mediation begun during March 2009. Settlement discussions are continuing.

Edison Township Property

The Company's wholly owned subsidiary, Filcrest Realty, Inc. owns approximately 53 acres of undeveloped property in Edison Township, N.J. Edison Township requested that Filcrest Realty, Inc. grant it an easement on approximately 0.48 acres of this property to install a shoreline walkway on certain lots situated along the Raritan River. This property was included in the area remediated pursuant to Administrative Orders issued by the EPA in September 1990 and November 1992 (see Note 10 - Post-closure Costs and Contingent Environmental Liabilities, Contingent Environmental Liabilities). The Company denied the Township's request believing the structure and location proposed by the Township will adversely impact the value of that entire tract which totals approximately 15 acres. The Township's appraiser set the value of the easement at $15,000 which the Company regards as too low. The Company has offered to sell the 15 acres to the Township, for a higher price which the Township declined. During April 2008 the Township of Edison brought suit against the Company in the Superior Court of New Jersey entitled Township of Edison v. Filcrest Realty, Inc. (No. MID-L- 02173-08) to commence condemnation proceedings on the 0.48 acres for which the easement was sought. On June 23, 2008 the Superior Court ruled in favor of the Township, authorizing it to acquire, by eminent domain, an easement over the shore-line property. On August 5, 2008, the Company filed an appeal of the Superior Court's decision with the Appellate Division entitled Township of Edison v. Filcrest Realty, Inc. (No, A-005891-07T2). The Company also filed a motion with the Superior Court to stay further action by the Township pending outcome of the appeal on August 8, 2008, which was denied by the court during September 2008. On July 28, 2009 the Appellate Division affirmed the Superior Court's June 2008 decision.

In March 2009, a panel of Commissioners heard testimony related to the value of the land affected by the easement, and increased the valuation to approximately $46,000. On April 20, 2009, the Company filed an appeal of the Commissioner's valuation with the Superior Court and requested a jury trial to determine this issue. Proceedings have been stayed pending the outcome of continuing settlement discussions.

The Carlstadt SCP Site

Transtech was one of 43 respondents to a September 1990 Administrative Order of EPA concerning the implementation of interim environmental remediation measures at a site in Carlstadt, New Jersey owned by Inmar and allegedly operated by Transtech as a solvents recovery plant for approximately five years ending in 1970. The site is known as the Scientific Chemical Processing Superfund Site (the "SCP Site").

In 1988, Transtech, Inmar and Marvin H. Mahan were sued in a civil action in the United States District Court for the District of New Jersey entitled AT&T Technologies, Inc. et al. v. Transtech Industries, Inc. et al. v. Allstate Insurance Company et al. (the "AT&T Suit") by a group of generators of waste alleging, among other things, that the primary responsibility for the clean-up and remediation of the SCP Site rests with Transtech, Inmar and Marvin H. Mahan, individually.

In September 1995, the Court approved a settlement of the AT&T Suit among Transtech, Inmar, Marvin H. Mahan, the SCP Cooperating PRP Group and other generators and transporters of waste handled at the SCP Site who had contributed to the costs of the remediation of the site. Pursuant to such settlement, Transtech, Inmar and Marvin H. Mahan agreed to (i) pay $4.1 million of proceeds from settlements with primary insurers of a coverage action brought by the Company and Inmar against their primary and excess insurers, (ii) pay an additional $145,000 ($72,500 from Transtech and $72,500 from Inmar and Marvin H. Mahan), and (iii) assign certain of their SCP Site-related insurance claims against excess insurers (see "Insurance Claims for Past Remediation Costs" above) in exchange for a complete release from these parties of all liability to them arising from or on account of environmental contamination at the SCP site and the parties' remediation of the same.

Notwithstanding the September 1995 settlement, the Company may have liability in connection with the SCP Site to EPA for its costs of overseeing the remediation of the site, and to parties who had not contributed to the remediation at the time the settlement was approved but who may later choose to do so (see Note 10).

On various occasions during the period of 2003 through 2007, the Company requested a complete and detailed accounting of the actual total expenditures for the remediation work completed at the SCP Site from the SCP Cooperating PRP Group. The SCP Cooperating PRP Group denied the request but alleged that, in the aggregate, $15 million had been expended in regard to the site. The Company, as stated above, together with the property owner, Inmar Associates, Inc., had contributed $145,000 cash and $4.1 million of proceeds from the settlement with primary insurance carriers in 1995, plus $12.0 million from the Company's October 2001 settlement with its excess insurance carriers, plus an additional $250,000 in 2005 from the claims being pursued against the insolvent excess carriers, to a Qualified Settlement Fund established to fund costs incurred for the remediation of the Carlstadt SCP Site which is administered by the SCP Cooperating PRP Group. Such contributions total $16,450,000, plus interest earned, which the Company believes should more than satisfy the share of remediation costs which may be found attributable to the Company for the SCP Site and any contamination or damage caused offsite.

On October 2, 2007, the Company filed a motion under the previously reported action in the Superior Court of New Jersey, Middlesex County, entitled Transtech Industries, Inc. et. al v. Certain Underwriters at Lloyds et al, (Docket No. MSX-L-10827-95), seeking an Order compelling the SCP Cooperating PRP Group to account for how and how much it has spent of the $16,450,000 paid by the Company. The October 2007 motion was denied by the Superior Court in January 2008. In January 2008 the Company filed an appeal of the Superior Court's decision with the Superior Court of New Jersey Appellate Division entitled Transtech Industries, Inc. v. Certain Underwriters at Lloyds London and SCP Carlstadt PRP Group,(Docket No.A-002604-07T2). During July 2009, the Appellate Division affirmed the decision of the Supreme Court. The Company, on advice from counsel, decided not to challenge the Appellate Division ruling.

Insurance Claims for Past Remediation Costs

During 1995, Transtech and its wholly-owned subsidiaries Kin-Buc, Inc. and Filcrest Realty, Inc. commenced suit in the Superior Court of New Jersey, Middlesex County, entitled Transtech Industries, Inc. et. al v. Certain Underwriters at Lloyds et al., Docket No. MSX-L-10827-95 to obtain indemnification from its excess insurers who provided coverage during the period 1965 through 1986 against costs incurred in connection with the remediation of sites in New Jersey (the "Lloyds Suit"). The defendant insurers included various Underwriters at Lloyd's, London and London Market insurance companies, First State Insurance Company and International Insurance Company collectively referred to herein as "Defendant Insurers".

In conjunction with the September 1995 settlement of litigation regarding the allocation of remediation costs associated with the SCP Site, the Company assigned certain of its claims for remediation costs incurred at the SCP site to a group of potentially responsible parties who were leading the remediation efforts at the SCP Site (the "SCP Cooperating PRP Group").

During February 2002, an October 2001 settlement agreement among the Company, the SCP Cooperating PRP Group and certain Defendant Insurers was consummated (the "October 2001 Settlement Agreement"). The Company's share of the October 2001 Settlement Agreement proceeds paid during February 2002 was approximately $13,013,000 of which $3,500,000 was placed in escrow pending the outcome of litigation regarding the arbitration with SCA Services, Inc. discussed below. The October 2001 Settlement Agreement is intended to be a full and final settlement that releases and terminates all rights, obligations and liabilities of participating Defendant Insurers, the Company and the SCP Cooperating PRP Group with respect to the subject insurance policies.

Some of the Defendant Insurers are insolvent. The estates of some of these insolvent insurers had sufficient assets to make a partial contribution toward claims filed by the Company. Pursuant to their respective liquidation plans, the estates of insolvent insurers make payments toward agreed claims based upon the amount of their recovered assets and expenditures funded from such assets. The estates may elect, based upon their financial situation, to make additional distributions toward agreed claims, however there are no assurances that distributions will be paid. As previously disclosed, during the year ended December 31, 2005, 2006 and 2007 the Company received payments totaling $4,514,000, $600,000 and $87,000, respectively, with respect to settled claims against the estates of insolvent insurers.

During the year ended December 31, 2008 the Company received supplemental distributions totaling $58,000 from the estates of two insolvent insurers. During the year ended December 31, 2009 the Company received supplemental distributions totaling $112,000 from the estates of five insolvent carriers.

The solvent and insolvent Defendant Insurers from whom the Company has received payment represent approximately 98% of the value of the coverage provided under the policies that were the subject of the Lloyd's Suit, as measured by the liability apportioned to each of the Defendant Insurers at the time of the October 2001 settlement. There is no assurance that the Company will receive future payments with respect to its claims against the Defendant Insurers.

SCA & SC Holdings, Inc.

In conjunction with the 1997 settlement of the litigation related to the Kin-Buc Landfill discussed in Note 10, the Company agreed to allow SCA to claim against a portion of the proceeds arising from its lawsuit against its excess insurance carriers discussed above. The maximum amount which could be found to be payable to SCA from the Lloyds Suit settlement proceeds, $3.5 million, was placed directly into escrow until the amount of such obligation was determined in accordance with the terms of the 1997 settlement. A calculation of the amount due pursuant to the 1997 Agreement was presented to SCA during March 2002. SCA subsequently notified the Company of its objection to values utilized in that calculation, contending it was owed $3.5 million. Unable to resolve the disputed issues, during August 2002 the Company and SCA submitted the dispute regarding the amount due to binding arbitration for resolution in accordance with the terms of the 1997 Agreement. On February 6, 2004 the arbitrator issued the final of three conflicting rulings, finding in favor of SCA awarding it $3.5 million.

The Company filed a motion under the Kin-Buc Cost Recovery Action (the existing case in the United States District Court for the District of New Jersey) under which claims related to the 1997 Agreement had been addressed during February 2004 to either vacate or modify the arbitrator's award. The arbitrator's ruling was affirmed by the District Court on October 28, 2005. In December, 2005 the Company filed an appeal of the District Court's ruling with the United States Court of Appeals for the Third Circuit (No. 05-5246). The Appeals Court rendered its decision on March 24, 2008 affirming the District Court's decision. The Company then petitioned for a rehearing of this decision with the Appeals Court on April 9, 2008. On June 24, 2008, the Appeals Court denied the Company's petition. The Company, on advice from counsel, decided not to challenge the Appeals Court decision which would have required a hearing before the U.S. Supreme Court.

Given the $3.5 million, plus accumulated interest, was placed in escrow and not reflected on the Company's financial statements, the Court's decision resulted in no impact on the Company's financial statements. The $3.5 million was released to SCA during 2008. The interest earned from February 14, 2004 was due to SCA and the remainder due the Company. The interest, less an amount retained for taxes and escrow related expenses, was paid during January 2009, at which time the Company received approximately $67,000.

General

With respect to the ongoing matters described above, the Company is unable to predict the outcome of these claims or reasonably estimate a range of possible loss given the current status of the claims. However, the Company believes it has valid defenses to these matters and intends to contest the charges vigorously.

In the ordinary course of conducting its business, the Company becomes involved in certain lawsuits and administrative proceedings (other than those described herein), some of which may result in fines, penalties or judgments being assessed against the Company. The management of the Company is of the opinion that these proceedings, if determined adversely individually or in the aggregate, are not material to its business or consolidated financial position.

The uncertainty of the outcome of the aforementioned litigation and the impact of future events or changes in environmental laws or regulations, which cannot be predicted at this time, could result in reduced liquidity, increased remediation and post-closure costs, and other potential liabilities. A significant increase in such costs could have a material adverse effect on the Company's financial position, results of operations and net cash flows. The Company may ultimately incur costs and liabilities in excess of its available financial resources.

Note 14 - Segment Information:

The Company's continuing operations are grouped into three segments:
(a) operations which generate electricity from recovered methane gas,
(b) operations which perform maintenance, remediation and related services on landfill sites, and (c) corporate and other. Corporate and other includes selling, general and administrative expenses not specifically allocable to the other segments. Corporate assets are represented primarily by cash and cash equivalents, marketable securities and real estate held for investment and sale. Financial information by segment for the years ended December 31, 2009 and 2008 follows.

(table in $000's)        Electricity  Environmental Corporate
                         Generation     Services    and Other    Total

2009
  Gross operating revenues $   413      $   658      $    -    $ 1,071
  Eliminations (a)              -          (658)          -       (658)
  Net operating revenues       413           -            -        413
  Depreciation expense          54           37            7        98
  Income (loss)
    from operations(b)         (45)        (517)      (1,483)   (2,045)
  Capital expenditures          10           10           10        30
  Identifiable assets (c)      387          754        9,690    10,831

2008
  Gross operating revenues $   689      $   737      $    -    $ 1,426
  Eliminations (a)              -          (737)          -       (737)
  Net operating revenues       689           -            -        689
  Depreciation expense          51           40            7        98
  Income (loss)
    from operations(b)         193         (579)      (1,689)   (2,075)
  Capital expenditures          41           20            8        69
  Identifiable assets (c)      434          629       12,075    13,138

(a) Eliminations include intercompany sales, billings to the Kinsley's Escrow and fees received in conjunction with the Kinsley's Landfill re-grading project.

(b) Income (loss) from operations of the Environmental Services segment includes accretion expense of $305,000 and $336,000 for 2009 and 2008, respectively.

(c) The Corporate and Other category includes the value of all of the Company's real estate holdings and the restricted escrow account dedicated to post-closure costs.

During the years ended December 31, 2009 and 2008 one customer of the Company accounted for 100% of the Company's consolidated net operating revenues.

Note 15 - Related Party Transactions:

The Company has provided Marvin H. Mahan, a former officer and director, and former principal shareholder of the Company, and the father of three of the Company's principal shareholders, dental insurance, and fuel and service for an automobile since his retirement from the Company. Such expenses totaled approximately $2,000 for each of the years ended December 31, 2009 and 2008.

In October 1998, the Company, entered into an agreement with Inmar, Marvin H. Mahan and Tang (collectively, the "Mahan Interests") which resolved outstanding disputes and assigned to the Company all rights of the Mahan Interests, and certain other insured entities affiliated with the Mahan Interests, as insureds and claimants under the excess insurance policies, including those policies which were the subject of litigation initiated by the Company (see Note 13 - Legal Proceedings).

As of December 31, 2009 and 2008 the Company's accounts included a receivable of approximately $16,000 and $19,000, respectively, for un- reimbursed sundry expenses paid or incurred on behalf of the Company's President and Chairman of the Board, and his affiliates.

Transtech Industries, Inc.