EXHIBIT 99.2 ASSET PURCHASE AGREEMENT (was filed on August 28, 2001 on Form 8-K and is hereby incorporated by reference)

                                                                    EXHIBIT 99.2


























                            ASSET PURCHASE AGREEMENT


            (was filed on August 28, 2001 on Form 8-K and is hereby
                           incorporated by reference)
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Filed: October 26th, 2001
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