8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):  March 5, 2003

SYSTEMONE TECHNOLOGIES INC.

(Exact name of Company as specified in its charter)

FLORIDA

(State or other jurisdiction of incorporation)

000-21325	65-0226813
(Commission File Number)	(I.R.S. Employer Identification No.)
8305 N.W. 27th Street, Suite 107 Miami, Florida	33122
(Address of principal executive offices)	(Zip Code)

(305) 593-8015
(Company’s telephone number, including area code)

(Not Applicable)
(Former name or former address, if changed since last report)

Exhibit Index at Page 3

TABLE OF CONTENTS

	Item 5. Other Events.
	Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
EXHIBIT INDEX
SIGNATURES
REVOLVING CREDIT LOAN AGREEMENT
REVOLVING CREDIT NOTE
PRESS RELEASE

Item 5. Other Events.

SystemOne Technologies Inc. (the “Registrant”) entered into a First Amendment to Revolving Credit Loan Agreement (the “Amendment”) dated as of February 15, 2003 by and between the Registrant and Hansa Finance Limited Liability Company (the “Lender”), extending the maturity date of the Revolving Credit Loan provided thereby until May 30, 2005. A copy of the press release issued by the Registrant on March 5, 2003 announcing the execution and delivery of the Amendment is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.

(c)	Exhibits
	The following Exhibits are provided in accordance with the provisions of Item 601 of Regulation S-B and are filed herewith unless otherwise noted.

Page 2 of 9 Pages

EXHIBIT INDEX

     10.1 First Amendment to Revolving Credit Loan Agreement, dated as of February 15, 2003 by and among the Company and Hansa Finance Limited Liability Company.

     10.2 SystemOne Technologies Inc. Revolving Credit Note dated as of November 30, 2000 by and among the Company and Hansa Finance Limited Liability Company.

     99.1 Press Release of SystemOne Technologies Inc. dated March 5, 2003.

Page 3 of 9 Pages

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	SYSTEMONE TECHNOLOGIES INC.
Date:  March 14, 2003	By:	/s/ Paul I. Mansur
		Paul I. Mansur Chief Executive Officer

Page 4 of 9 Pages EX-10.1 3 g81316exv10w1.txt REVOLVING CREDIT LOAN AGREEMENT EXHIBIT 10.1 FIRST AMENDMENT TO REVOLVING CREDIT LOAN AGREEMENT THIS FIRST AMENDMENT (hereinafter referred to as the "Amendment") is made as of the 15th day of February, 2003, by and between SYSTEMONE TECHNOLOGIES INC., a Florida corporation (hereinafter referred to as the "Borrower"), and HANSA FINANCE LIMITED LIABILITY COMPANY, a Delaware limited liability company (hereinafter referred to as the "Lender"). WITNESSETH: WHEREAS, the Borrower and the Lender are parties to that certain Revolving Credit Loan Agreement dated as of November 30, 2000 (hereinafter referred to as the "Original Credit Agreement") and in connection therewith the Borrower issued to the Lender a revolving credit note in the principal amount of up to $5,000,000 (hereinafter referred to as the "Note"); and WHEREAS, the Borrower and the Lender desire to amend the Original Credit Agreement to extend the Maturity Date (as defined in the Original Credit Agreement) from May 30, 2003 to May 30, 2005. NOW, THEREFORE, in consideration of the premises and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. Article I, Section 1.1 (xxxvi) of the Original Credit Agreement is hereby amended by deleting Article I, Section 1.1 (xxxvi) in its entirety and substituting therefor a new Article I, Section 1.1 (xxxvi) to read as follows: (xxxvi) The term "Maturity Date" shall mean the earlier of (i) the date the Lender demands payment of the Revolving Credit Loan in accordance with the Loan Documents after the occurrence of an Event of Default, or (ii) May 30, 2005, unless extended in writing by the Lender in its sole and absolute discretion. 2. Exhibit A to the Original Credit Agreement is hereby deleted in its entirety and Exhibit A annexed hereto is hereby substituted therefor. 3. Except as specifically amended hereby, the Original Credit Agreement is and remains unmodified and in full force and effect and is hereby ratified and confirmed. Page 5 of 9 Pages 4. Contemporaneously with the execution of this Amendment: (a) the Lender shall deliver the Note to the Borrower; (b) the Borrower shall cancel the Note; and (c) the Borrower shall deliver to the Lender, in substitution for the Note, a new promissory note, in the form of Exhibit A hereto, which shall be registered in the name of the Lender (with the date of each advance made by the Lender to the Borrower, and the amount of each, appropriately inserted therein). For purposes of the Loan Documents (as defined in the Original Credit Agreement), and each of them, the note issued and delivered pursuant to this Amendment shall for all purposes substitute for the Note. 5. This Amendment shall be deemed a contract made under the laws of the State of New York and for all purposes shall be governed by and construed in accordance with the laws of such State applicable to contracts made and to be performed entirely within such State. 6. This Amendment may be executed in counterparts and each of such counterparts shall for all purposes be deemed to be an original, and such counterparts shall constitute but one and the same instrument. IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed as of the date first above written. SYSTEMONE TECHNOLOGIES INC. By: /s/ Paul I. Mansur ------------------------------------ Paul I. Mansur Chief Executive Officer HANSA FINANCE LIMITED LIABILITY COMPANY By: Hansabel Partners LLC By: Hanseatic Corporation By: /s/ Paul A. Biddelman ------------------------------------ Paul A. Biddelman Page 6 of 9 Pages EX-10.2 4 g81316exv10w2.txt REVOLVING CREDIT NOTE EXHIBIT 10.2 SYSTEMONE TECHNOLOGIES INC. REVOLVING CREDIT NOTE $5,000,000 As of November 30, 2000 SECTION 1. General. SYSTEMONE TECHNOLOGIES INC., a Florida corporation (hereinafter referred to as the "Borrower"), with offices at 8305 N.W. 27th Street, Suite 107, Miami, Florida 33122, for value received, hereby promises to pay to Hansa Finance Limited Liability Company, with offices at 450 Park Avenue, Suite 2302, New York, New York 10022, or order, the principal amount of Five Million Dollars ($5,000,000), or the amount of all outstanding advances hereunder, whichever is lesser in amount, the entire principal balance of which shall be due and payable on May 30, 2005 (subject to optional and mandatory prepayment in whole or in part in the manner hereinafter referenced), in such coin or currency of the United States of America as at the time of payment shall be legal tender therein for payment of public and private debts; and, to pay interest on the unpaid balance of the principal amount hereof, as set forth in the Loan Agreement hereinafter described, at the rate per annum equal to 14%, in like coin or currency, monthly in arrears commencing on December 31, 2000 (the payment due on such date to include all accrued interest from the date hereof) and on the last day of each calendar month thereafter, and together with final payment of all remaining principal hereunder, and to pay interest at such rate on any overdue principal and (to the extent permitted by law) on any overdue interest, from the due date thereof until the obligation of the Borrower with respect to the payment thereof shall be discharged; all payments and prepayments of principal of this Note and all payments of the interest on this Note to be made at 450 Park Avenue, Suite 2302, New York, New York 10022, or such other location as shall be specified in writing by the holder of this Note to the Borrower. SECTION 2. Revolving Credit Borrowings. All Revolving Credit Borrowings (as defined in the Loan Agreement hereinafter described) and payments of interest and principal thereon shall be recorded by the holder of this Note and endorsed on Schedule A attached hereto, which is hereby made a part of this Note; provided, however, that the failure of the holder of this Note to make any such endorsement shall not in any manner affect the obligation of the Borrower to repay this Note in accordance with the terms of the Loan Agreement and the terms hereof. SECTION 3. Governing Law. This Note shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and to be performed entirely within such state. Page 7 of 9 Pages SECTION 4. Related Agreements. This Note is issued pursuant to, and is the Note referred to in, the Revolving Credit Loan Agreement dated as of November 30, 2000, as may from time to time be amended (herein referred to as the "Loan Agreement"), between the Borrower and Hansa Finance Limited Liability Company and is entitled to the benefits and subject to the provisions thereof (including, without limitation, those providing for the optional and mandatory prepayment of this Note and the acceleration of the maturity hereof), and to the benefits of the Security Agreement dated as of November 30, 2000 between the Borrower and Hansa Finance Limited Liability Company, as may from time to time be amended. Copies of such agreements may be obtained by any holder of this Note at the principal executive offices of the Borrower. IN WITNESS WHEREOF, the undersigned has executed this Note as of the date first-above written. ATTEST: SYSTEMONE TECHNOLOGIES INC. By: /s/ Paul I. Mansur - --------------------------- -------------------------------- Page 8 of 9 Pages EX-99.1 5 g81316exv99w1.txt PRESS RELEASE EXHIBIT 99.1 PRESS RELEASE MARCH 5, 2003 FOR IMMEDIATE RELEASE SYSTEMONE TECHNOLOGIES ANNOUNCES FIRST AMENDMENT TO REVOLVING CREDIT LOAN AGREEMENT MIAMI, March 5, 2003 -- SystemOne Technologies Inc. (OTCBB:STEK.OB) (the "Company") today announced that the Company and Hansa Finance Limited Liability Company, the lender under the Company's Revolving Credit Loan Agreement dated November 30, 2000 have amended the agreement effective February 15, 2003. The amendment extends the maturity date of the revolving credit loan issued thereunder from May 30, 2003 to May 30, 2005. Paul I. Mansur, the Company's Chief Executive Officer, stated that, "The extension of the maturity date of the Company's senior revolver together with the completion of the exchange of the Company's outstanding indebtedness which was completed in December, 2002, significantly improve the Company's financial position and financial flexibility. With the amendment and exchange concluded, we can focus all our efforts on manufacturing to meet increasing contracted orders during the remainder of 2003 and the planned launch of our new products and international markets.." Founded in 1990, the Company designs, manufactures, sells and supports a full range of self contained, recycling industrial parts washing products for use in the automotive, aviation, marine and general industrial markets. The Company has been awarded eleven patents for its products which incorporate innovative, proprietary resource recovery and waste minimization technologies. The Company is headquartered in Miami, Florida. This press release contains forward-looking statements regarding future events and the future performance of SystemOne Technologies Inc. that involves risks and uncertainties that could cause actual events to differ materially including, Safety-Kleen's ability to fully perform its obligations under the marketing agreement, the acceptance of the Company's products by Safety-Kleen's customers, the ability of the Company to successfully distribute its products in international markets and commercialize new products under development, as well as other factors discussed in the Company's Annual Report on Form 10-KSB as well as other documents that SystemOne Technologies files from time to time with the Securities and Exchange Commission that could cause its results to differ from its current expectations. Page 9 of 9 Pages -----END PRIVACY-ENHANCED MESSAGE-----

EX-10.1

                                                                    EXHIBIT 10.1


                               FIRST AMENDMENT TO
                         REVOLVING CREDIT LOAN AGREEMENT


         THIS FIRST AMENDMENT (hereinafter referred to as the "Amendment") is
made as of the 15th day of February, 2003, by and between SYSTEMONE TECHNOLOGIES
INC., a Florida corporation (hereinafter referred to as the "Borrower"), and
HANSA FINANCE LIMITED LIABILITY COMPANY, a Delaware limited liability company
(hereinafter referred to as the "Lender").

                                   WITNESSETH:

         WHEREAS, the Borrower and the Lender are parties to that certain
Revolving Credit Loan Agreement dated as of November 30, 2000 (hereinafter
referred to as the "Original Credit Agreement") and in connection therewith the
Borrower issued to the Lender a revolving credit note in the principal amount of
up to $5,000,000 (hereinafter referred to as the "Note"); and

         WHEREAS, the Borrower and the Lender desire to amend the Original
Credit Agreement to extend the Maturity Date (as defined in the Original Credit
Agreement) from May 30, 2003 to May 30, 2005.

         NOW, THEREFORE, in consideration of the premises and for other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto agree as follows:

      1. Article I, Section 1.1 (xxxvi) of the Original Credit Agreement is
         hereby amended by deleting Article I, Section 1.1 (xxxvi) in its
         entirety and substituting therefor a new Article I, Section 1.1 (xxxvi)
         to read as follows:

            (xxxvi) The term "Maturity Date" shall mean the earlier of (i) the
         date the Lender demands payment of the Revolving Credit Loan in
         accordance with the Loan Documents after the occurrence of an Event of
         Default, or (ii) May 30, 2005, unless extended in writing by the Lender
         in its sole and absolute discretion.

      2. Exhibit A to the Original Credit Agreement is hereby deleted in its
         entirety and Exhibit A annexed hereto is hereby substituted therefor.

      3. Except as specifically amended hereby, the Original Credit Agreement is
         and remains unmodified and in full force and effect and is hereby
         ratified and confirmed.


                                Page 5 of 9 Pages

      4. Contemporaneously with the execution of this Amendment: (a) the Lender
         shall deliver the Note to the Borrower; (b) the Borrower shall cancel
         the Note; and (c) the Borrower shall deliver to the Lender, in
         substitution for the Note, a new promissory note, in the form of
         Exhibit A hereto, which shall be registered in the name of the Lender
         (with the date of each advance made by the Lender to the Borrower, and
         the amount of each, appropriately inserted therein). For purposes of
         the Loan Documents (as defined in the Original Credit Agreement), and
         each of them, the note issued and delivered pursuant to this Amendment
         shall for all purposes substitute for the Note.

      5. This Amendment shall be deemed a contract made under the laws of the
         State of New York and for all purposes shall be governed by and
         construed in accordance with the laws of such State applicable to
         contracts made and to be performed entirely within such State.

      6. This Amendment may be executed in counterparts and each of such
         counterparts shall for all purposes be deemed to be an original, and
         such counterparts shall constitute but one and the same instrument.

         IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed as of the date first above written.


                                        SYSTEMONE TECHNOLOGIES INC.


                                        By: /s/ Paul I. Mansur
                                            ------------------------------------
                                            Paul I. Mansur
                                            Chief Executive Officer


                                HANSA FINANCE LIMITED LIABILITY COMPANY

                                        By: Hansabel Partners LLC

                                        By: Hanseatic Corporation


                                        By: /s/ Paul A. Biddelman
                                            ------------------------------------
                                            Paul A. Biddelman


                                Page 6 of 9 Pages

EX-10.2

                                                                    EXHIBIT 10.2


                           SYSTEMONE TECHNOLOGIES INC.

                              REVOLVING CREDIT NOTE


$5,000,000                                               As of November 30, 2000


         SECTION 1. General. SYSTEMONE TECHNOLOGIES INC., a Florida corporation
(hereinafter referred to as the "Borrower"), with offices at 8305 N.W. 27th
Street, Suite 107, Miami, Florida 33122, for value received, hereby promises to
pay to Hansa Finance Limited Liability Company, with offices at 450 Park Avenue,
Suite 2302, New York, New York 10022, or order, the principal amount of Five
Million Dollars ($5,000,000), or the amount of all outstanding advances
hereunder, whichever is lesser in amount, the entire principal balance of which
shall be due and payable on May 30, 2005 (subject to optional and mandatory
prepayment in whole or in part in the manner hereinafter referenced), in such
coin or currency of the United States of America as at the time of payment shall
be legal tender therein for payment of public and private debts; and, to pay
interest on the unpaid balance of the principal amount hereof, as set forth in
the Loan Agreement hereinafter described, at the rate per annum equal to 14%, in
like coin or currency, monthly in arrears commencing on December 31, 2000 (the
payment due on such date to include all accrued interest from the date hereof)
and on the last day of each calendar month thereafter, and together with final
payment of all remaining principal hereunder, and to pay interest at such rate
on any overdue principal and (to the extent permitted by law) on any overdue
interest, from the due date thereof until the obligation of the Borrower with
respect to the payment thereof shall be discharged; all payments and prepayments
of principal of this Note and all payments of the interest on this Note to be
made at 450 Park Avenue, Suite 2302, New York, New York 10022, or such other
location as shall be specified in writing by the holder of this Note to the
Borrower.

         SECTION 2. Revolving Credit Borrowings. All Revolving Credit Borrowings
(as defined in the Loan Agreement hereinafter described) and payments of
interest and principal thereon shall be recorded by the holder of this Note and
endorsed on Schedule A attached hereto, which is hereby made a part of this
Note; provided, however, that the failure of the holder of this Note to make any
such endorsement shall not in any manner affect the obligation of the Borrower
to repay this Note in accordance with the terms of the Loan Agreement and the
terms hereof.

         SECTION 3. Governing Law. This Note shall be governed by and construed
in accordance with the laws of the State of New York applicable to agreements
made and to be performed entirely within such state.


                                Page 7 of 9 Pages

         SECTION 4. Related Agreements. This Note is issued pursuant to, and is
the Note referred to in, the Revolving Credit Loan Agreement dated as of
November 30, 2000, as may from time to time be amended (herein referred to as
the "Loan Agreement"), between the Borrower and Hansa Finance Limited Liability
Company and is entitled to the benefits and subject to the provisions thereof
(including, without limitation, those providing for the optional and mandatory
prepayment of this Note and the acceleration of the maturity hereof), and to the
benefits of the Security Agreement dated as of November 30, 2000 between the
Borrower and Hansa Finance Limited Liability Company, as may from time to time
be amended. Copies of such agreements may be obtained by any holder of this Note
at the principal executive offices of the Borrower.

         IN WITNESS WHEREOF, the undersigned has executed this Note as of the
date first-above written.


ATTEST:                                     SYSTEMONE TECHNOLOGIES INC.


                                            By: /s/ Paul I. Mansur
- ---------------------------                     --------------------------------


                                Page 8 of 9 Pages

EX-99.1

EXHIBIT 99.1



PRESS RELEASE
MARCH 5, 2003

FOR IMMEDIATE RELEASE

SYSTEMONE TECHNOLOGIES ANNOUNCES FIRST AMENDMENT TO REVOLVING CREDIT LOAN
AGREEMENT

MIAMI, March 5, 2003 -- SystemOne Technologies Inc. (OTCBB:STEK.OB) (the
"Company") today announced that the Company and Hansa Finance Limited Liability
Company, the lender under the Company's Revolving Credit Loan Agreement dated
November 30, 2000 have amended the agreement effective February 15, 2003. The
amendment extends the maturity date of the revolving credit loan issued
thereunder from May 30, 2003 to May 30, 2005.

Paul I. Mansur, the Company's Chief Executive Officer, stated that, "The
extension of the maturity date of the Company's senior revolver together with
the completion of the exchange of the Company's outstanding indebtedness which
was completed in December, 2002, significantly improve the Company's financial
position and financial flexibility. With the amendment and exchange concluded,
we can focus all our efforts on manufacturing to meet increasing contracted
orders during the remainder of 2003 and the planned launch of our new products
and international markets.."

Founded in 1990, the Company designs, manufactures, sells and supports a full
range of self contained, recycling industrial parts washing products for use in
the automotive, aviation, marine and general industrial markets. The Company has
been awarded eleven patents for its products which incorporate innovative,
proprietary resource recovery and waste minimization technologies. The Company
is headquartered in Miami, Florida.

This press release contains forward-looking statements regarding future events
and the future performance of SystemOne Technologies Inc. that involves risks
and uncertainties that could cause actual events to differ materially including,
Safety-Kleen's ability to fully perform its obligations under the marketing
agreement, the acceptance of the Company's products by Safety-Kleen's customers,
the ability of the Company to successfully distribute its products in
international markets and commercialize new products under development, as well
as other factors discussed in the Company's Annual Report on Form 10-KSB as well
as other documents that SystemOne Technologies files from time to time with the
Securities and Exchange Commission that could cause its results to differ from
its current expectations.


                                Page 9 of 9 Pages