ASSIGNMENT OF STOCK



                For good and valuable consideration, receipt of which is 
        
        hereby acknowledged, I, ____________________________ the 
        
        undersigned, residing at ___________________________ hereby sell, 
        
        assign and transfer to _____________________________, residing at 
        
        _______________________________, (_____) shares of the 
        
        stock of _________________________ [the "Corporation"] standing 
        
        in my name on the books of the Corporation, represented by 
        
        Certificate No. ______________, and hereby irrevocably constitute 
        
        and appoint __________________, attorney-in-fact to transfer the 
        
        stock on the books of the within named Corporation, with full 
        
        power of substitution in the premises.



        Dated:                          _______________________________



       In the presence of:



        ________________________                     
                                                     Form 211