AMENDMENT NO. 1 TO DEED OF GROUND LEASE

         THIS AMENDMENT NO. 1 TO DEED OF GROUND LEASE (this "Amendment"),  dated
as of the 8th day of December,  1998, by and between  UPSHUR  PROPERTY,  INC., a
Delaware  corporation (the "Landlord") and COVOL TECHNOLOGIES,  INC., a Delaware
corporation (the "Tenant").

         WHEREAS,  the  Landlord and the Tenant are parties to that certain Deed
of Ground Lease dated as of May 5, 1998 (the "Lease"); and

         WHEREAS,  the Landlord and the Tenant  desire to amend the terms of the
Lease as set forth herein.

         NOW, THEREFORE,  in consideration for Ten Dollars ($10.00) cash in hand
paid by Tenant to  Landlord,  the  receipt  and  sufficiency  of which is hereby
acknowledged,  the Landlord and the Tenant agree to amend the terms of the Lease
as follows:

         1.  Section  6.1 of the Lease is hereby  deleted  in its  entirety  and
replaced  with the  following:  "Section 6.1 Right to Mortgage.  Except for that
certain Leasehold Credit Line Deed of Trust and Security Agreement,  dated as of
December 8, 1998, from Covol Technologies,  Inc. to  ______________________,  as
Trustee,  for the  Benefit of  Mountaineer  Synfuel,  L.L.C.  (the  "Mountaineer
Leasehold Deed of Trust"),  the Tenant shall not grant,  or cause to be created,
any deed of trust or other lien,  encumbrance or security  interest on or in all
or any part of this Lease or Tenant's  interest in the  Premises.  Tenant hereby
covenants  and  agrees  that it will not  agree to  amend,  change  or alter the
Mountaineer  Leasehold Deed of Trust without first obtaining the express written
consent of the Landlord, which consent may be withheld for any reason."



         2.  Section  9.1(f) of the Lease is hereby  deleted in its entirety and
replaced with the following:  "(f)  Mountaineer  fails to exercise its option to
purchase the Facility and to require  Tenant to assign this Lease to Mountaineer
prior to March 31, 1999."

         3.  Except  as  expressly  set  forth  herein,  all  of the  terms  and
conditions of the Lease shall remain in full force and effect.

         IN WITNESS  WHEREOF,  the  parties  have caused  this  Amendment  to be
executed by their duly authorized  representatives  as of the day and year first
above written.

                                                UPSHUR PROPERTY, INC.,
                                                a Delaware corporation



                                                By:   /Michael M. Matesic/
                                                     -------------------------
                            Name: Michael M. Matesic
                                   Its: Treas.


                                                COVOL TECHNOLOGIES, INC.,
                                                a Delaware corporation



                                                By:   /Stanley M. Kimball/
                                                     -------------------------
                            Name: Stanley M. Kimball
                                                Its:  President


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