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                                                                  EXHIBIT 3.2

                            CERTIFICATE OF AMENDMENT
                                     OF THE
                          CERTIFICATE OF INCORPORATION
                                       OF
                      REPUBLIC ENVIRONMENTAL SYSTEMS, INC.

     Republic Environmental Systems, Inc., a corporation organized and existing
under the laws of the State of Delaware (the "Corporation"), does hereby
certifies as follows:

          1. That Article One of the Certificate of Incorporation of the
             Corporation is hereby amended and restated in its entirety as
             follows:

                                 "ARTICLE ONE
                    
                        The name of the Corporation is:

                     International Alliance Services, Inc."
          
          2. That the first paragraph of Article Four of the Certificate of 
             Incorporation of the Corporation is hereby amended and restated in
             its entirety as follows:

                                        "ARTICLE FOUR

                      The total number of shares of all classes of stock which
                 this Corporation shall have authority to issue is 100,000,000
                 shares, consisting of 100,000,000 shares of Common Stock, $.01
                 par value per share. The aggregate par value of all shares of 
                 all classes of stock that this Corporation has authority to
                 issue is $1,000,000.00." 

          3. That said amendments to this Certificate of Amendment to the
             Certificate of Incorporation of the Corporation were duly
             adopted in accordance with the provisions of Section 242 of
             the General Corporation Law of the State of Delaware.
  
          4. That this Certificate of Amendment to the Certificate of
             Incorporation shall become effective upon filing with the
             Secretary of State of the State of Delaware.
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    THE UNDERSIGNED, being the Executive Vice President and Chief Operating 
Officer of this Corporation, hereby declares and certifies that this 
Certificate of Amendment to the Certificate of Incorporation of Republic 
Environmental Systems, Inc. is his act and deed and the facts herein stated 
are true, and accordingly has hereunto set his hand this 17th day of 
October, 1996.


                                     REPUBLIC ENVIRONMENTAL SYSTEMS, INC.   
                                                                            
                                                                            
                                                                            
                                     By: /s/ Douglas R. Gowland             
                                         ____________________________       
                                         Douglas R. Gowland,                
                                         Executive Vice President and       
                                         Chief Operating Officer