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                                                                Exhibit 10.xliii

                                   
                                PERSONAL GUARANTY

     WHEREAS, CAPCO ACQUISUB, INC., a Colorado corporation (hereinafter referred
to as  "Stockholder"),  is entering into a Term Sheet (the "Term Sheet") of even
date herewith with NEVADA MANHATTAN MINING  INCORPORATED,  a Nevada  corporation
("NM"); and

     WHEREAS,  NM is willing to enter in the Term Sheet with  Stockholder on the
condition it receives the guaranty of the undersigned, ILYAS CHAUDHARY, covering
the obligations of the Stockholder to NM in accordance with the terms hereof;

     WHEREAS,  the undersigned  owns  substantially  all of Stockholder and will
benefit substantially from the Term Sheet;

     NOW THEREFORE, in consideration of inducing NM to enter into the Term Sheet
with   Stockholder,   the   undersigned   hereby   guaranties,   absolutely  and
unconditionally,  to NM the punctual  performance  when due and to become due of
all  obligations  of  Stockholder  to pay up to Five  Hundred  Thousand  Dollars
($500,000) in liquidated damages to NM under the Term Sheet  (collectively,  the
"Obligations").

     The undersigned  hereby  expressly  waives notice of the acceptance of this
Guaranty by NM;  presentment  and demand with respect to any  Obligations  under
this Guaranty;  protest and notice of dishonor,  default,  or non-payment to the
undersigned with respect to any  Obligations;  any right to require suit against
Stockholder  before  enforcing  this  Guaranty;  and any right of applied before
enforcing  this  Guaranty;  and any right of  subrogation  to any of NM's rights
against  Stockholder  unless and until the  liabilities of the  Stockholder  are
indefeasibly satisfied in full.

     The  undersigned  hereby consent and agree that from time to time,  with or
without  notice to or  assent  from the  undersigned,  and  security  held by or
available  to  NM  for  any   Obligations  of  Stockholder   may  be  exchanged,
surrendered,  or released and any  Obligations  or  Stockholder  may be changed,
altered,  renewed,  extended,  waived,  or  released  in  whole  or in part  and
generally  deal with  Stockholder  or any  security  as NM may see fit,  and the
undersigned  shall remain  bound under this  Guaranty  notwithstanding  any such
exchange, surrender, release, change, or alteration of collateral.

     The  undersigned  further  agrees  with  NM that  all  present  and  future
Obligations  of the  Stockholder  to the  undersigned,  if any,  shall be and is
subordinated to,  assigned,  and transferred to NM and pledged and made security
for the  payment  of all  Obligations  of the  Stockholder  to NM;  and that the
undersigned shall on request by NM execute such assignment and transfer as


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    NM may  request  to  evidence  that  assignment  hereby  agreed to; and the
undersigned  hereby  enforce  payment  of  said  Obligations  in any  proceeding
whatsoever  affecting the  Stockholder or its property and to take any action in
regard to the Obligations which the undersigned might otherwise do.

     This  Guaranty  shall  enure to the  benefit of NM and its  successors  and
assigns and each  reference  to the  undersigned  shall be deemed to include his
successors   and   assigns,   heirs,   executors,   administrators,   and  legal
representatives.

     No  delay on the  part of NM in  exercising  any  rights  hereunder  or its
failure  to  exercise  same  shall  operate  as a waiver of such  rights and the
failure by NM to provide  any notice or demand to the  undersigned  shall not be
deemed to be a waiver of any obligation of the undersigned or of the right of NM
to take other or further action without notice or demand as provided herein.  In
any event, no notification or waiver of the provisions hereof shall be effective
unless in writing and signed by NM nor shall any waiver be applicable  except in
the specific instance or matter for which given.

     The undersigned  hereby waives any and all rights and defenses available to
the  undersigned  by reason of California  Civil Code ("Code")  sections 2787 to
2855,   inclusive.   The  undersigned  hereby  waives  any  and  all  rights  of
subrogation,  reimbursement,   indemnification,  contribution  and  election  of
remedies and any other rights and defenses  that are or may become  available to
the undersigned by reason of said sections of the Code. The  undersigned  hereby
waives any  requirement  that NM exhaust any right or take any action or proceed
in any  particular  order  against the  undersigned  or any other  person or any
security or collateral with respect to any of the Obligations.

     This  Agreement  shall be deemed  to be c  contract  entered  into and made
pursuant to the laws of the State of California  and shall be in all respects be
governed, construed, and enforced in accordance with the laws of said state.

     IN WITNESS WHEREOF,  this Guaranty has been executed and delivered to NM by
the undersigned this 30 day of December, 1998.

                                              /s/ Ilyas Chaudhary
                                         _____________________________
                                                ILYAS CHAUDHARY