ASSIGNMENT

                                                                   Exhibit 10.11

                                  ASSIGNMENT

     This Assignment is made this ____ day of ____________, 2000, between
APPLIED POWER INC., a Wisconsin corporation with its principal place of business
at 0000 X. Xxxxx Xxxx, Xxxxxxxxx, XX 00000 XXX ("Assignor")
and XXXXXX LINE INC., a Massachusetts corporation with its principal place of
business at 000 Xxxx Xxxx Xxxxxxxxx, Xxxxxxxxx, XX 00000 XXX ("Assignee").

     WHEREAS, Assignor is the record title holder of the Patents and Patent
Applications listed on Exhibit A hereto (hereafter "the Patents and Patent
Applications");

     WHEREAS, Assignor and Assignee have entered into various agreements in
order to effect a spin off including a Contribution Agreement, Plan and
Agreement of Reorganization and Distribution (the "Plan"); and

     WHEREAS, Assignee is desirous of acquiring record title of the Patents and
Patent Applications under the Plan.

     NOW, THEREFORE, in consideration of good and valuable consideration,
receipt whereof by Assignor is hereby acknowledged, Assignor hereby sells,
assigns and transfers unto Assignee, its successors and assigns, its entire
right, title and interest in and to the Patents and Patent Applications
including all continuations, divisions, reissues and reexaminations thereof, the
inventions described therein, all patents which issue from any of the aforesaid
Patent Applications, and all patents and patent applications which claim
priority of any of the Patents and Patent Applications; together with all rights
to profits, royalties and damages for past and future infringement of any of the
Patents and Patent Applications by any party and all rights to xxx for and
collect such profits, royalties and damages.

     IN WITNESS WHEREOF, APPLIED POWER INC. and XXXXXX LINE INC. have caused
this Assignment to be executed by their duly authorized officer this ______ day
of ______________, 2000.

                         APPLIED POWER INC.  (Assignor)


                         By  ____________________________________



                         XXXXXX LINE INC. (Assignee)


                         By  ___________________




STATE OF WISCONSIN  )
                    ) SS
COUNTY OF MILWAUKEE)


     Before me on this _____ day of ____________, 2000, came
_________________________, to me known to be the person named in the foregoing
assignment and that the execution thereof is acknowledged to be his\her free act
and deed.

(SEAL)                        _________________________________
                              Notary Public,
                              State of Wisconsin
                              My Commission Expires____________

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