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The Texas Commission on Environmental Quality regulates feedyard retention pond liners. They have stipulated that all feedyards must have liners that have a hydraulic conductivity of 1 x 10-7 cm/sec or less. These pond liners are typically constructed of a compacted clay surface not less than 45 cm thick. These clay liners are subject to erosion from wind and water, as well as vegetative growth. An alternative to clay liners is the installation of a geomembrane liner. A high density poly-ethylene (HDPE)liner was installed at the West Texas A&M University Research Feedlot in an attempt to reduce the erosion potential of the typical clay liner. Two years after installation, the HDPE liner has been exposed to extremes of temperature ( -10 to 100 F), driving rains, snow and extreme winds (~35 m/sec). The liner has withstood all forces thus far. This paper describes the installation process, and equipment needed for a successful HDPE liner installation.