WARRANTY BILL OF SALE     

     BE IT KNOWN, that for good consideration, and in payment of the sum of $____________,

the receipt and sufficiency of which is acknowledged, the

undersigned_______________________ of _______________

(Seller) hereby sells and transfers to ________________________________

of_____________________________________________________________________

(Buyer) and its successors and assigns forever, the following described chattels and

personal property.

     Seller warrants to Buyer it has good and marketable title to said property, full

authority to sell and transfer said property, and that said property is sold free of all

liens, encumbrances, liabilities and adverse claims of evry nature and description

whatsoever.

     Seller further warrants to Buyer that it will full defend, protect, indemnify and hold

harmless the Buyer and its lawful successors and assigns from any adverse claim thereto.

     Said assets are otherwise sold in "as is" condition and where presently located.

     Signed this_____day of________________, 19____.

In the presence of:

______________________________                    _______________________________

Witness                                                            Seller

                                                            _______________________________

                                                            Address

                                                            _______________________________