EXHIBIT 10.4.4
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                              BORROWER:       SEPARATION AND RECOVERY
                                              SYSTEMS, INC.

                              GUARANTOR:      AMERICAN ECO CORPORATION


                                 CONTINUING GUARANTEE
                                 --------------------


     TO:       BANK OF AMERICA
               NATIONAL TRUST AND SAVINGS ASSOCIATION


               WHEREAS the undersigned ("Guarantor") holds 100% of the issued
     and outstanding shares of SEPARATION AND RECOVERY SYSTEMS, INC.
     ("Borrower"), a Nevada corporation;

               AND WHEREAS BANK OF AMERICA NATIONAL TRUST AND SAVINGS
     ASSOCIATION ("Bank") has agreed to extend credit to Borrower under a
     Business Loan Agreement dated as of February 7, 1996 between the Bank, as
     lender, and the Borrower, as borrower (as the same may be amended, varied,
     renewed, replaced or restated from time to time, the "Loan Agreement");

               AND WHEREAS as a condition to the extension of credit to Borrower
     by Bank and to induce Bank to continue to extend credit to Borrower,
     Guarantor has agreed to guarantee payment of Borrower's indebtedness,
     liabilities and obligations to Bank on the terms and subject to the
     conditions hereinafter set forth;

               AND WHEREAS it is in the best interests of Guarantor to execute
     and deliver this Guarantee, in that Guarantor will derive substantial
     direct and indirect benefits from the extension of credit to Borrower by
     Bank;

               (1)  For valuable consideration, the receipt and sufficiency of
     which is hereby acknowledged, Guarantor unconditionally guarantees and
     promises to pay, to the maximum amount permitted by applicable law, to
     Bank, or order, on demand, without deduction or offset, in lawful money of
     the United States, any and all indebtedness of Borrower to Bank up to a
     maximum principal amount of U.S. $5,750,000 plus all interest, costs and
     related fees.  The word "indebtedness" is used herein in its most
     comprehensive sense and includes any and all advances, debts, obligations
     and liabilities of Borrower or any one or more of them, heretofore, now, or
     hereafter made, incurred or created, whether voluntary or involuntary and
     however arising, whether due or not due, absolute or contingent, liquidated
     or unliquidated, determined or undetermined, and whether Borrower may be
     liable individually or jointly with others, or whether recovery upon such
     indebtedness may be or hereafter become barred by any statute of
     limitations, or whether such indebtedness may be or hereafter become
     otherwise unenforceable.

               (2)  The obligations hereunder are joint and several, and
     independent of the obligations of Borrower, and a separate action or
     actions may be brought and prosecuted against Guarantor whether action is
     brought against Borrower or whether Borrower be joined in any such action
     or actions; and Guarantor waives the benefit of any statute of limitations
     affecting its liability hereunder.

               (3)  Guarantor authorizes Bank, without notice or demand and
     without affecting its liability hereunder, from time to time, either before
     or after revocation hereof, to (a) renew, compromise, extend, accelerate or
     otherwise change the time for payment of, or otherwise change the terms of
     the indebtedness or any part thereof, including increase or decrease of the
     rate of interest thereon; (b) take and hold security for the payment of
     this  Continuing Guarantee or the indebtedness guaranteed, and exchange,
     enforce, waive, release, fail to perfect, sell, or otherwise dispose of any
     such security; (c) apply such security and direct the order or manner of
     sale thereof as Bank in its discretion may determine; and (d) release or
     substitute any one or more of the endorsers or guarantors.  Bank may,
     without notice to Guarantor and without affecting Guarantor's obligations
     hereunder, assign the indebtedness and this Continuing Guarantee, in whole
     or in part.

               (4)  Guarantor waives any right to require Bank to (a) proceed
     against Borrower; (b) proceed against or exhaust any security held from
     Borrower; (c) proceed against any person or entity jointly and severally
     liable with Borrower; or (d) pursue any other remedy in Bank's power
     whatsoever.  Guarantor waives any defense arising by reason of any
     disability or other defense of Borrower, or the cessation from any cause
     whatsoever of the liability of Borrower, or any claim that Guarantor's
     obligations exceed or are more burdensome than those of Borrower.  Until
     all indebtedness of Borrower to Bank shall have been paid in full guarantor
     shall have no right of subrogation, and waives any right to enforce any
     remedy which Bank now has or may hereafter have against Borrower, and
     waives any benefit of and any right to participate in any security now or
     hereafter held by Bank.  Bank may foreclose, either by judicial foreclosure
     or by exercise of power of sale, any deed of trust securing the
     indebtedness, and, even though the foreclosure may destroy or diminish
     Guarantor's rights against Borrower, Guarantor shall be liable to Bank for
     any part of the indebtedness remaining unpaid after the foreclosure. 
     Guarantor waives all presentments, demands for performance, notices of non-
     performance, protests, notices of protest, notices of dishonor, and notices
     of acceptance of this Continuing Guarantee and of the existence, creation,
     or incurring of new or additional indebtedness.

               (5)  Guarantor acknowledges and agrees that it shall have the
     sole responsibility for obtaining from Borrower such information concerning
     Borrower's financial conditions or business operations as Guarantor may
     require, and that Bank has no duty at any time to disclose to Guarantor any
     information relating to the business operations or financial conditions of
     Borrower.

               (6)  Guarantor represents and warrants to Bank that (a) its
     synopsis of its consolidating balance sheet as of April 30, 1996, and all
     other financial information that has been or will be supplied to Bank by
     Guarantor, is sufficiently complete to give Bank accurate knowledge of
     Guarantor's financial condition, and (b) since the date of such balance
     sheet, there has been no material adverse change in the assets or the
     financial condition of Guarantor.  If this warranty is breached at any
     time, such breach shall be a default under this Guaranty and under any
     agreement then in effect between Bank and Borrower that evidences or
     relates to Borrower's indebtedness to Bank.

               (7)  To secure all of Guarantor's obligations hereunder,
     Guarantor assigns and grants to Bank a security interest in all moneys,
     securities and other property of Guarantor now or hereafter in the
     possession of Bank, and all proceeds thereof.  Upon default or breach of
     any of Guarantor's obligations to Bank, Bank may apply any deposit account
     to reduce the indebtedness, and may foreclose any collateral as provided in
     the Personal Property Security Act (Ontario) and in any security agreements
     between Bank and Guarantor.

               (8)  This Continuing Guarantee may be revoked at any time by
     Guarantor in respect to future transactions, unless there is a continuing
     consideration as to such transactions which Guarantor does not renounce. 
     Such revocation shall be effective upon actual receipt by Bank at the
     address shown below of written notice of revocation.  Revocation shall not
     affect any of Guarantor's obligations or Bank's rights with respect to
     transactions which precede Bank's receipt of such notice, regardless of
     whether or not the indebtedness related to such transactions, before or
     after revocation, has been renewed, compromised, extended, accelerated, or
     otherwise changed as to any of its terms, including time for payment or
     increase or decrease of the rate of interest thereon.  If this Continuing
     Guarantee is revoked, returned, or canceled, and subsequently any payment
     or transfer of any interest in property by Borrower to Bank is rescinded or
     must be returned by Bank to Borrower, this Continuing Guarantee shall be
     reinstated with respect to any such payment or transfer, regardless of any
     such prior revocation, return, or cancellation.

               (9)  Where Borrower is a corporation or partnership it is not
     necessary for Bank to inquire into the powers of Borrower or of the
     officers, directors, partners or agents acting or purporting to act on its
     behalf, and any indebtedness made or created in reliance upon the professed
     exercise of such powers shall be guaranteed hereunder.

              (10)  Guarantor agrees that Bank may disclose to any prospective
     purchaser and any purchaser of all part of the indebtedness and any and all
     information in Bank's possession concerning Guarantor, this Continuing
     Guarantee and any security for this Continuing Guarantee.

              (11)  Guarantor agrees to pay to Bank, on demand, all out-of-
     pocket expenses and legal fees (including allocated costs for in-house
     legal services) incurred by Bank prior to the commencement of any legal
     action or arbitration proceeding in connection with the enforcement of this
     Continuing Guarantee and any instrument or agreement required under this
     Continuing Guarantee.  In the event of a legal action or arbitration
     proceeding, the prevailing party shall be entitled to reasonable legal fees
     (including allocated costs for in-house legal services), costs and
     necessary disbursements incurred in connection with such action or
     proceeding, as determined by the court or arbitrator.

               (12) Each payment to be made by Guarantor hereunder or in
     connection herewith to Bank shall be made free and clear of and without
     deduction for or on account of any withholding or like or similar taxes
     unless Guarantor is required to make such a payment subject to the
     deduction or withholding of such tax, in which case the sum payable by
     Guarantor in respect of which such deduction of withholding is required to
     be made shall be increased to the extent necessary to ensure that, after
     the making of such deduction or withholding, Bank receives and retains
     (free from any liability in respect of any such deduction or withholding) a
     net sum equal to the sum which it would have received and so retained had
     no such deduction or withholding been made.

               (13) (a)  If for the purpose of obtaining judgment in any court,
     it is necessary to convert any amount due hereunder in the currency in
     which it is due (the "Original Currency") into another currency (the
     "Second Currency"), the rate of exchange applied shall be that at which, in
     accordance with normal banking procedures, Bank could purchase, in the San
     Francisco foreign exchange market, the Original Currency with the Second
     Currency on the date 2 business days preceding that on which judgment is
     given.  Guarantor agrees that its obligation in respect of any Original
     Currency due from it to Bank hereunder shall, notwithstanding any judgment
     or payment in such other currency, be discharged only to the extent that,
     on the Business Day following the date Bank receives payment of any sum
     adjudged to be due hereunder in the Second Currency Bank may, in accordance
     with normal banking procedure, purchase, in the San Francisco foreign
     exchange market, the Original Currency with the amount of the Second
     Currency so paid; and if the amount of the Original Currency so purchased
     or which could have been so purchased is less than the amount originally
     due in the Original Currency, Guarantor agrees as a separate obligation and
     notwithstanding any such payment or judgment to indemnify Bank against such
     loss.

                    (b)  The term "rate of exchange" in this paragraph 13 means
     the spot rate at which Bank in accordance with normal practices is able on
     the relevant date to purchase the Original Currency with the Second
     Currency and includes any premium and costs of exchange payable in
     connection with such purchase.

               (14) (a)  This instrument shall be construed in accordance with
     the laws of the Province of Ontario, Canada.

                    (b)  Guarantor hereby irrevocably submits to and
     acknowledges the competence of the jurisdiction of the courts of Ontario,
     Canada, and any other courts having jurisdiction in 

   <PAGE> 

     the Province of Ontario, Canada in any action or proceeding arising out 
     of or relating to this Continuing Guarantee, and hereby irrevocably 
     agrees that all claims in respect of such action or proceeding may be 
     heard and determined in such court.

                    (c)  Nothing in this paragraph 14 shall affect the right of
     Bank to serve legal process in any other manner permitted by law or affect
     the right of Bank to bring any action or proceeding against Guarantor or
     its property in the courts of any other jurisdiction.

               (15) Guarantor acknowledges and agrees that all calculations of
     interest under this Guarantee and the Loan Agreement are made on the basis
     of the interest rate stated therein and not on the basis of the effective
     yearly rates or on any other basis which gives effect to the principal of
     deemed reinvestment.  The yearly rates of interest for any day, to which
     the interest rate is equivalent, is the rate so determined multiplied by
     the actual number of days in that year and divided by 365 or 366, as the
     case may be.

               (16) The recitals to this Continuing Guarantee are true and
     correct in all respects and form an integral part hereof.

                    Executed as of this 3rd day of July, 1996.

                                   GUARANTOR:

                                   AMERICAN ECO CORPORATION


                                   By:  /s/ Michael E. McGinnis
                                      ---------------------------
                                       Michael E. McGinnis
                                       President & CEO


                                   And:
                                       ---------------------

   <PAGE> 


                        CORPORATE RESOLUTION TO SIGN GUARANTY

               RESOLVED, that American Eco Corporation, an Ontario, Canada
     corporation, guarantee payment of the debts of Separation and Recovery
     Systems (the Borrower) to Bank of America National Trust and Savings
     Association (the Bank).

               RESOLVED, that this corporation will receive a business benefit
     from the Borrower's financial arrangements with the Bank and therefore will
     benefit from guaranteeing the debt.

               1.   DEBT

               RESOLVED that at any one time the total guaranty authorized by
     this resolution is limited to the principal amount of $5,750,000 United
     States dollars, plus any interest and fees.  This amount is in addition to
     any other debt of the Borrower guaranteed under the authorization of
     separate resolutions.

               2.   AUTHORIZATION

               RESOLVED that any 1 of the officers named below (and their
     successors in office) are authorized to:

                    (a)  sign the guaranty for the corporation;

                    (b)  grant a security interest in any property owned or
               controlled by the corporation as security for the guaranty; and

                    (c)  sign and deliver to the Bank any additional documents
               the Bank may require and the officers approve.

                    The authorized officers are:

                    1.        Michael E. McGinnis, President & CEO
                         -------------------------------------------------------
                              Name                     Title

                    2.
                         ---------------------------------------------
                              Name                     Title

                    3.
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                              Name                     Title

                    4.
                         ---------------------------------------------
                              Name                     Title

    <PAGE> 

               3.   REVOCATION
                    RESOLVED that the Bank is authorized to act on this
     resolution until notified in writing of its revocation.

               4.   SECRETARY'S CERTIFICATION

                    I, John H. Craig, the corporate secretary of the corporation
     named above, certify that this is an accurate copy of a resolution of its
     board of directors.  The board adopted it as required by law and the
     corporation's constating documents on July 3, 1996 by the unanimous consent
     in writing of all directors of the corporation and such resolution remains
     in full force and effect, and has not been amended or revoked as of the
     date hereof.

                    I also certify that the signatures below are those of the
     officers authorized to sign for this corporation by this resolution.

                    This certification is dated July 3rd, 1996.

               5.   SIGNATURES

                    Authorized Signatures:

     /s/ Michael E. McGinnis   Michael E. McGinnis     President & CEO
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     Signature           Print name               Title



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     Signature           Print name               Title



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     Signature           Print name               Title



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     Signature           Print name               Title


     Affix corporate seal here
      [seal affixed]

                          /s/ John H. Craig         John H. Craig
                         --------------------     -------------------------
                         Secretary's signature         Print name

     NOTE:     THE ATTACHED SIGNATURE OF MICHAEL MCGINNIS HAS BEEN REVIEWED AND
               DEEMED ACCEPTABLE BY THE SECRETARY OF THE CORPORATION.