       BILL OF SALE FOR BUSINESS

       For good and valuable consideration, the receipt of which is 
       hereby acknowledged, 
       _______________________________________, hereinafter referred to 
       as "Seller", does hereby sell, assign and transfer to 
       _______________________________________, hereinafter referred to 
       as "Buyer", the Business described in the Contract executed on 
       the __________ day of __________, 19_____, and attached hereto.

       Seller hereby warrants the Business to be free and clear of all 
       liens and encumbrances, that it has full right and title to sell 
       the same, and that it will warrant and defend the same against 
       the claims and demands of all persons. 

       Part of the consideration for the conveyance of the Business is 
       the execution by Buyer of the Promissory Note attached hereto, 
       with said note being additionally secured by a security interest 
       created in the Security Agreement attached hereto, with such 
       deeds and liens as are necessary and allowable by law to be 
       executed and filed by Seller with the County/Borough/Parish 
       Clerk's office. 


       STATE/COMMONWEALTH OF __________
       COUNTY/BOROUGH/PARISH OF __________

       BEFORE ME, the undersigned authority, on this day personally 
       appeared _____________________________________________ {name(s)}, 
       known to me to be the person(s) whose name(s) is(are) subscribed 
       to the foregoing instrument, and acknowledged to me that 
       he(she)(they) executed said instrument for the purposes and 
       consideration therein expressed. 

       GIVEN under my hand and seal of office on this __________
       day of __________, 19_____.
                                                                        


                                               _________________________
                                               Notary Public's Signature
                                                                        
                                               (seal/stamp)


