<PAGE>

                                  EXHIBIT 4.4
                              WARRANT CERTIFICATE

THIS WARRANT HAS NOT BEEN, NOR WILL IT BE, REGISTERED UNDER THE SECURITIES ACT
OF 1933, AS AMENDED (THE "ACT"), NOR HAS IT BEEN APPROVED BY THE UNITED STATES
SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES REGULATORY AUTHORITY OF ANY
STATE.  THIS WARRANT HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO
DISTRIBUTION OR RESALE AND MAY NOT BE OFFERED FOR SALE, SOLD, MORTGAGED,
PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE
REGISTRATION STATEMENT FOR SUCH WARRANT UNDER THE ACT AND APPLICABLE STATE
SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY
THAT REGISTRATION IS NOT REQUIRED UNDER THE ACT AND APPLICABLE STATE SECURITIES
LAWS.



                                    WARRANT

                   to Purchase up to an Aggregate of  99,750

                           Shares of Common Stock of

                              HARCOR ENERGY, INC.

                               at $3.85 per share

                VOID AFTER 3:00 p.m. (prevailing New York time)
                                ON July 24, 2000



     This is to certify that, for value received, Erland & Co. ("Holder") is
entitled to purchase, subject to the provisions of this Warrant, from HarCor
Energy, Inc., a Delaware corporation (the "Corporation"), at any time on or
after the date hereof until 3:00 p.m. New York time on July 24, 2000, an
aggregate of up to ninety-nine thousand seven hundred fifty (99,750) fully paid
and nonassessable shares of common stock, par value $.10 per share (the "Common
Stock"), of the Corporation at a price of $3.85 per share, as adjusted from time
to time pursuant to the terms hereof (the "Exercise Price").

                                       1
<PAGE>

     1.  EXERCISE OF WARRANT.   Subject to the provisions hereof, this Warrant
may be exercised in whole or in part (in multiples of at 10,000 shares), at any
time or from time to time on or after the date hereof until 3:00 p.m. New York
time on July 24, 2000.  This Warrant shall be exercised only by presentation and
surrender hereof to the Corporation at the principal office of the Corporation,
accompanied by (i) a written notice of exercise and (ii) payment to the
Corporation, for the account of the Corporation, of the Exercise Price for the
number of shares of Common Stock specified in such notice.  The Exercise Price
for the number of shares of Common Stock specified in the notice shall be
payable in immediately available funds.

     As soon as practicable after such presentation and surrender, the
Corporation shall issue and deliver to the Holder the shares of Common Stock to
which the Holder is entitled hereunder. Unless at the time of such exercise
there is in existence an effective registration statement under the Securities
Act of 1933, as amended, concerning the shares of common stock issuable upon
exercise of this Warrant, the certificates representing the shares purchased
pursuant to the exercise of this Warrant shall be legended substantially as
follows:

          "THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN
          REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") OR
          UNDER ANY STATE SECURITIES LAWS, AND ARE "RESTRICTED SECURITIES" AS
          THAT TERM IS DEFINED IN RULE 144 UNDER THE ACT.  THE SECURITIES MAY
          NOT BE OFFERED FOR SALE, SOLD OR OTHERWISE TRANSFERRED WITHOUT AN
          EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER THE ACT AND
          APPLICABLE STATE SECURITIES LAWS, OR AN OPINION OF COUNSEL
          SATISFACTORY TO THE CORPORATION THAT REGISTRATION IS NOT REQUIRED
          UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS."

     This Warrant may be exercised in part, provided that the shares of the
Corporation's common stock to be purchased upon any such partial exercise must
be for at least 10,000 shares or for any multiple thereof.  If this Warrant
should be exercised in part, then the Corporation shall, upon surrender of this
Warrant for cancellation, execute and deliver a new Warrant evidencing the
rights of the Holder to purchase the balance of the shares of Common Stock
purchasable hereunder.  Upon receipt by the Corporation of this Warrant, in
proper form for exercise, the Holder shall be deemed to be the holder of record
of the shares of Common Stock issuable upon such exercise, notwithstanding that
the stock transfer books of the Corporation shall then be closed or that
certificates representing such shares of Common Stock shall not then be actually
delivered to the Holder.  The Corporation shall pay any and all expenses,
transfer taxes and other charges payable in connection with the preparation,
issuance and delivery of stock certificates pursuant to this Paragraph 1 in the
name of the Holder.  The Corporation shall not, however, be required to pay any
tax which may be payable in respect of any transfer involved in the issuance and
delivery of shares of Common Stock in a name other than that in which this
Warrant is registered, and no such issuance or delivery

                                       2
<PAGE>

shall be made unless and until the person requesting such issuance has paid to
the Corporation the amount of any such tax, or has established, to the
satisfaction of the Corporation, that such tax has been paid.

     No fractional shares of Common Stock shall be issued in connection with the
exercise of this Warrant

     2.   RESERVATION OF SHARES; PRESERVATION OF RIGHTS OF HOLDER.  The
Corporation hereby agrees that at all times it will maintain and reserve, free
from preemptive rights, such number of authorized but unissued shares of Common
Stock so that this Warrant may be exercised without additional authorization of
Common Stock after giving effect to all other options, warrants, convertible
securities and other rights to acquire shares of Common Stock. The Corporation
further agrees that it will not, by charter amendment or through reorganization,
consolidation, merger, dissolution or sale of assets, or by any other voluntary
act, avoid or seek to avoid the observance or performance of any of the
covenants, stipulations or conditions to be observed or performed hereunder by
the Corporation.

     3.   EXCHANGE OR LOSS OF WARRANT.  This Warrant is exchangeable, upon
presentation and surrender hereof at the principal office of the Corporation,
only in connection with a partial exercise hereof.  The Corporation shall be
under no obligation to issue replacement warrants for the aggregate number of
shares covered hereby except as described herein.  The term "Warrant" as used
herein includes any Warrant or Warrants for which this Warrant may be exchanged.
Upon receipt by the Corporation of evidence reasonably satisfactory to it of the
loss, theft, destruction or mutilation of this Warrant, and (in case of loss,
theft or destruction) of indemnification satisfactory to the Corporation, and
upon surrender and cancellation of this Warrant, if mutilated, the Corporation
will execute and deliver a new Warrant of like tenor and date.

     4.   RESTRICTED TRANSFERABILITY.   This Warrant may not be transferred
other than pursuant to a valid exemption from (based upon an opinion of counsel
satisfactory to the Corporation), or registration statement under, the Act and
applicable state securities laws.

     5.   ADJUSTMENT.  The number of shares of Common Stock purchasable upon the
exercise of this Warrant and the Exercise Price shall be subject to adjustment
from time to time as provided in this paragraph 5.

     A. (1) If, during the term of this Warrant, the Corporation shall pay or
     make a dividend or other distribution on any class of capital stock of the
     Corporation in Common Stock, other than any such dividend in connection
     with any preferred stock of the Corporation which has or may be issued,
     then the number of shares of Common Stock purchasable upon exercise of this
     Warrant shall be increased by multiplying such number of shares by a
     fraction, of which the denominator shall be the number of shares of Common
     Stock outstanding at the close of

                                       3
<PAGE>

business on the day immediately preceding the date of such distribution and the
numerator shall be the sum of such number of shares and the total number of
shares constituting such dividend or other distribution; such increase in the
number of shares of Common Stock purchasable shall become effective immediately
after the opening of business on the date following such distribution.

     (2) If, during the term of this Warrant, the outstanding shares of Common
Stock shall be subdivided into a greater number of shares of Common Stock, then
the number of shares of Common Stock purchasable upon exercise of this Warrant
at the opening of business on the day following the day upon which such
subdivision becomes effective shall be proportionately increased and,
conversely, if outstanding shares of Common Stock shall each be combined into a
smaller number of shares of Common Stock, then the number of shares of Common
Stock purchasable upon exercise of this Warrant at the opening of business on
the day following the day upon which such combination becomes effective shall be
proportionately decreased, such increase or decrease, as the case may be, to
become effective immediately after the opening of business on the day following
the day upon which such subdivision or combination becomes effective.

     (3) The reclassification of Common Stock into securities (other than Common
Stock) and/or cash and/or other combination shall be deemed to involve a
subdivision or combination, as the case may be, of the number of shares of
Common Stock outstanding immediately prior to such reclassification into the
number or amount of securities and/or cash and/or other consideration
outstanding immediately thereafter and the effective date of such
reclassification shall be deemed to be "the day upon which such subdivision
becomes effective" or the "the day upon which such combination becomes
effective", as the case may be, within the meaning of clause (2) above.

     (4) The Corporation may in its sole discretion make such increases in the
number of shares of Common Stock purchasable upon exercise of this Warrant in
addition to those required  by this subparagraph (A), as shall be determined by
its Board of Directors to be advisable in order to avoid taxation of any
dividend of stock or stock rights or any event treated as such for federal
increase tax purposes to the recipients.

     B. Whenever the number of shares of Common Stock purchasable upon exercise
of this Warrant is adjusted as herein provided, the Exercise Price shall be
adjusted by a fraction, of which the numerator is equal to the number of shares
of Common Stock purchasable prior to the adjustment and the denominator is equal
to the number of shares of Common Stock purchasable after the adjustment.

For the purpose of this Paragraph 5, the term "Common Stock" shall include any
shares of the Corporation of any class or series which has no preference or
priority in the payment of dividends or

                                       4
<PAGE>

in the distribution of assets upon any voluntary or involuntary liquidation,
dissolution or winding up of the Corporation and which is not subject to
redemption to the Corporation.

     6.   NOTICE.  Whenever the number of shares of Common Stock for which this
Warrant is exercisable is adjusted as provided in paragraph 5 hereof, the
Corporation shall promptly compute such adjustment and mail to the Holder a
certificate, signed by the chief financial officer of the Corporation, setting
forth the number of shares of Common Stock for which this Warrant is exercisable
and the exercise price as a result of such adjustment, a brief statement of the
facts requiring such adjustment, the computation thereof and when such
adjustment will become effective.

     7.   RIGHTS OF THE HOLDER.  The Holder shall not, by virtue hereof, be
entitled to any rights of a shareholder in the Corporation.

     8.   TERMINATION.  This Warrant and the rights conferred hereby shall
terminate at the aforementioned time on July 24, 2000.

     9.   GOVERNING LAW.  This Warrant shall be governed by, and interpreted in
accordance with, the laws of the State of Delaware without regard to conflict of
laws principles.


DATED:    February 28, 1996


                              HARCOR ENERGY, INC.

ATTEST:


By:  /s/ GARY S. PECK               By:  /s/ MARK G. HARRINGTON
    ------------------------------      -----------------------------------
     Gary S. Peck, Secretary             Mark G. Harrington
                                         Chairman and Chief Executive Officer

                                       5