OXFORD, Miss., Aug. 8 /EMWNews/ -- Encore Energy Systems

(Pink Sheets: ENCS) announced today it has executed a Letter of Intent to

merge with BioConversions International. BioConversions reports over

$17,000,000 in projected sales with net earnings of approximately 12%.



    Encore Energy Systems will continue as a wholly owned subsidiary of the

new combined entity. The Directors and Officers of Encore Energy Systems

will resign.



    Stockholders are anticipated to own 25% of the combined entity. ENCS

and EVI shareholders will receive cash-dividends from Encore's royalty

agreements and future Encore-related agreements. Shareholders will receive

new Preferred Stock paying yearly dividends of cash or common stock upon

redemption. The Company intends the proposed merger to provide current and

future equity growth to its loyal stockholders. The proposed merger

contemplates the spinning-off of the Encore operations to existing Encore

and EVI shareholders as soon as practicable.



    The LOI is subject to customary conditions, funding for the

transaction, and expires 15 September 2008. A Press Release will provide

details of the LOI, royalty schedule, and the Preferred Stock dividends.

The transaction is part of the Company's previously disclosed plans for

cost and debt reduction and to expand its business and market scope.

    About Encore Energy



    The Company owns the patents for the use of grey-water, and domestic

water in heat exchanger systems. They also provide all forms of

conventional geothermal heat exchange systems. See our video at

http://www.encoreenergyinc.com. The Company licenses its patented

technology to other energy-related businesses.



    About BioConversions International



    BioConversions is an international aggregator bio-diesel reactor

technology, fuel distribution, production systems.



    Safe-Harbor Statement



    This press release contains statements (such as projections regarding

future performance) that are forward-looking statements as defined in the

Private Securities Litigation Reform Act of 1995. Actual results may differ

materially from those projected as a result of certain risks and

uncertainties. The company's web-site version of this press release

contains various RISK FACTORS (and are incorporated herein by reference)

and should be read before any investment decision.






     Investor Relations:

     Contact:  Encore Energy Systems, Inc.

               [email protected]

               (888) 234-0963