GUARANTY AGREEMENT

<PAGE>

EXHIBIT 10.53

GUARANTY AGREEMENT

In consideration of certain financial accommodations made by of M & M

Nominee, LLC or its assigns (hereinafter referred to as "Lender"), to The

UniMark Group, Inc., a Texas corporation (hereinafter referred to as

"Borrower"), the undersigned, Grupo Industrial Santa Engracia, S.A. de C.V.

(hereinafter referred to as "Guarantor"), hereby unconditionally and irrevocably

guarantees the payment in full of, and promises to pay to Lender, on demand, all

obligations of Borrower to Lender pursuant to that certain Promissory Note,

dated as of even date herewith, made by Borrower in the original principal

amount of $125,000.00 (the "Promissory Note").

Guarantor hereby waives, to the fullest extent permitted by law, notice

of acceptance of this guaranty and all other notices in connection herewith or

in connection with the indebtedness or obligations guaranteed hereby, including,

without limitation, notice of default, notice of intent to accelerate, notice of

acceleration and notice of non-payment, and further waives diligence,

presentment, protest, and suit on the part of Lender in the collection of any

indebtedness or obligation hereby guaranteed, and agrees that this is a guaranty

of payment and that Lender shall not be required first to endeavor to collect

from Borrower any indebtedness or obligation hereby guaranteed, to collect from

any other guarantor of any such indebtedness or obligation (an "Other

Guarantor") or to foreclose, proceed against, or exhaust any collateral or

security for any indebtedness or obligation hereby guaranteed, before requiring

Guarantor to pay the full amount of the liability hereby created. Suit may be

brought and maintained against the undersigned Guarantor at the election of

Lender, without joinder of Borrower or any Other Guarantor as parties thereto.

If any sum due Lender by Guarantor hereunder is placed in the hands of an

attorney for collection, or is collected through probate, bankruptcy, or other

court proceeding, then the undersigned Guarantor promises to pay the Lender's

reasonable attorneys' fees in such matter. In addition, the Guarantor agrees

that the Lender shall be under no obligation to marshal any assets or property

of the Borrower in order to protect the interest of the Guarantor with respect

to any claims, by subrogation or otherwise, for reimbursement after payment by

the Guarantor to the Lender hereunder.

This guaranty is absolute and continuing and shall continue to apply

without regard to the form or amount of indebtedness or obligation guaranteed

that Borrower may create, renew, extend, or alter, in whole or in part, without

notice to Guarantor.

Lender may surrender, release, exchange, or alter any collateral or

security for any indebtedness or obligation hereby guaranteed or may release or

compromise the obligations of any Other Guarantor without affecting the

liability of Guarantor under