AMENDED WARRANT AGREEMENT

     AMENDED   WARRANT   AGREEMENT   dated  as  of  April   I5,   1999   between
ENVIRONMETRICS,  INC., a Delaware  corporation (the "Company"),  and CONTINENTAL
STOCK  TRANSFER & TRUST  COMPANY,  as Warrant Agent (the  "Warrant  Agent") (the
"Amended Warrant Agreement.").

     WHEREAS,  the  Company  proposes  to  extend  the  expiration  date  of its
outstanding  Redeemable Common Stock Purchase Warrants  ("Warrants"),  which are
currently exercisable at $6.00 per whole share, until April 30, 2001 in order to
permit the Company to retain the ability to obtain  additional  capital  without
incurring the expense and experiencing the delays inherent in either a secondary
public offering or a private placement of securities;

     WHEREAS,  in  connection  with the  expiration of the date of the Company's
outstanding  Warrants,  the  Company  hereby  enters into this  Amended  Warrant
Agreement in order to amend that certain  Warrant  Agreement  dated as of April,
1994 between Envirometrics, Inc. and Continental Stock Transfer & Trust Company,
and American Stock Transfer & Trust Company (the "Warrant Agreement").

     NOW,  THEREFORE,  in  consideration of the forgoing and for the purposes of
defining the terms and provisions of the Warrants and the respective  rights and
obligations  thereunder of the Company and the registered owners of the Warrants
(the "Holders"), the Company and the Warrant Agent hereby agree as follows:

     1.  Definitions.  All terms not expressly defined herein shall the have the
same meaning as set forth in the Warrant Agreement.

     2.  Amendment  to  Section 6 of the  Warrant  .Agreement.  Section 6 of the
Warrant Agreement is hereby amended to read as follows:

     Exercise of Warrants.  Subject to the  provisions of this  Agreement,  each
registered  holder of  Warrants  shall  have the right,  which may be  exercised
through April 30, 2001  commencing  from the  Separation  Date and ending at the
close of business on April 30,  2001,  to  purchase  froth the Company  (and the
Company shall issue and sell to such  registered  holder of Warrants) the number
of fully paid and non-assessable Common Shares specified in such Warrants,  upon
surrender  to the Company at the office of the Warrant  Agent of such  Warrants,
with the form of  election  to  purchase  duly  filled in and  signed,  and upon
payment  to the  order  of the  Company  of the  Warrant  Price,  determined  in
accordance  with Sections 10 and 11 herein,  for the number of shares in respect
of which such Warrants are then  exercised.  Payment of such Warrant Price shall
be made in cash or by certified  check or bank draft or postal or express  money
order  payable,  in  United  States  dollars,  to the order of the  Company.  No
adjustment  shall be made for any dividends on any Common  Shares  issuable upon
exercise of a

    Warrant. Subject to Section 7, upon such surrender of Warrants, and payment
of the  Warrant  Price as  aforesaid,  the  Company  shall issue and cause to be
delivered  with all  reasonable  dispatch  to or upon the  written  order of the
registered  holder of such Warrants and in such name or names as such registered
holder may designate,  a certificate or  certificates  for the largest number of
whole Common Shares so purchased upon the exercise of such Warrants. The Company
shall not be required to issue any  fraction of a share of Common  Stock or make
any cash or other adjustment except as provided in Section 12 herein, in respect
of any fraction of a Common Share otherwise  issuable upon such surrender.  Such
certificate or  certificates  shall be deemed to have been issued and any person
so  designated  to be named  therein  shall be deemed to have become a holder of
record  of such  shares as of the date of the  surrender  of such  Warrants  and
payment of the Warrant  Price as aforesaid  provided,  however,  that if, at the
date of  surrender  of such  Warrants  and payment of such  Warrant  Price,  the
transfer  books for the Common Shares or other class of stock  purchasable  upon
the exercise of such Warrants shall be closed,  the  certificates for the shares
in respect of which such Warrants are then exercised shall be issuable as of the
date on which such books shall be opened and until such date the  Company  shall
be under no duty to deliver any certificate for such shares; provided,  further,
however, that the transfer books aforesaid,  unless otherwise required by law or
by applicable role of any national securities  exchange,  shall not be closed at
any one  time  for a  period  longer  than  20  days.  The  rights  of  purchase
represented  by the  Warrants  shall  be  exercisable,  at the  election  of the
registered holders thereof,  either as an entirety or from time to time for part
only of the shares  specified  therein  and,  in the event  that any  Warrant is
exercised  in respect of less than all of the  shares  specified  therein at any
time prior to the date of expiration  of the Warrant,  a new Warrant or Warrants
will be issued to such  registered  holder  for the  remaining  number of shares
specified  in the  Warrant  so  surrendered,  and the  Warrant  Agent is  hereby
irrevocably  authorized to countersign  and to deliver the required new Warrants
pursuant to the provisions of this Section during the Warrant  exercise  period,
and the Company,  whenever  requested by the Warrant  exercise  period,  and the
Company,  whenever requested by the Warrant Agent, will supply the Warrant Agent
with Warrants duly executed on behalf of the Company for such purpose.

     2.  Amendment  to Section 19 of the  Warrant  Agreement.  Section 19 of the
Warrant Agreement is hereby amended to read as follows:

     "Section 19. Notice.  Any notice  pursuant to this Agreement to be given or
made by the Warrant  Agent or by the  registered  holder of any Warrant to or on
the Company shall be  sufficiently  given or made if sent by  first-class  mail,
postage  prepaid,  addressed  (until another  address is filed in writing by the
company with the Warrant Agent) as follows"

                             ENVIROMETRICS, INC.
                             9229 University Boulevard
                             Charleston, South Carolina 29406
                             Attn: Walter H. "Skip" Elliott, III, President

                             With a copy to:

                             NIXON, HARGRAVE, DEVANS & DOYLE LLP
                             437 Madison Avenue
                             New York, New York 10022
                             Attn: Peter W. Rothberg, Esq.

     Any notice pursuant to this Agreement to be given or made by the Company or
by the  registered  holder of any  Warrant to or on the  Warrant  Agent shall be
sufficiently  given  or  made  if sent by  first-class  mail,  postage  prepaid,
addressed  (until another  address is filed in writing by the Warrant Agent with
the Company) as follows:

                              CONTINENTAL STOCK TRANSFER
                               & TRUST COMPANY
                              2 Broadway
                              New York, New York 10004"

     4. Provisions Not Amended. All terms of the Warrant Agreement not otherwise
amended by this Amended Warrant Agreement shall continue to remain in full force
and effect.

     5.  Successors.  All the covenants and  provisions of this Amended  Warrant
Agreement  by or for the benefit of the Company or the Warrant  Agent shall bind
and inure to the benefit of their respective successors and assigns.

     6. Applicable Law. This Amended Warrant Agreement shall be governed by, and
construed in accordance with, the laws of the State of New York,  without giving
effect to any principles of conflicts of law.

     7.  Benefits of this  Amended  Warrant  Agreement.  Nothing in this Amended
Warrant  Agreement  shall be construed to give any person or  corporation  other
than the  Company,  the Warrant  Agent and the  Holders  any legal or  equitable
right,  remedy or claim  under this  Amended  Warrant  Agreement;  this  Amended
Warrant  Agreement  shall be for the sole and exclusive  benefit of the Company,
the Warrant Agent and the Holders of the Warrants.

    8.  Counterparts.  This Amended  Warrant  Agreement  may be executed in any
number of counterparts and each of such  counterparts  shall for all purposes be
deemed to be an original,  and all such counterparts  shall together  constitute
but one and the same instrument.

     9. Captions.  The captions of the sections and  subsections of this Amended
Warrant  Agreement  have been  inserted for  convenience  only and shall have no
substantive effect.

                                ENVIROMETRICS, INC.

                                By:
                                Name: Walter H. "Skip" Elliott, II1
                                Title: President
]
                                CONTINENTAL STOCK TRANSFER & TRUST COMPANY

                                By:
                                Name:
                                Title: