Exhibit 2.(iv)



                           LIST OF
                   EXHIBITS AND SCHEDULES
                 TO ASSET PURCHASE AGREEMENT



Exhibit A   -    Consulting agreement 
Exhibit B   -    Noncompetition agreement 
Exhibit C   -    Release 
Exhibit D   -    Escrow Agreement 
Exhibit E   -    Lease Amendments 
Exhibit F   -    Seller's Opinion of counsel 
Exhibit G   -    Buyer's Opinion of counsel 



Schedule 1.1     Personal Property 
Schedule 1.2     Inventory 
Schedule 1.3     Receivables 
Schedule 1.4     Cash, etc. 
Schedule 1.5     Intellectual Property 
Schedule 1.6     Contracts and Commitments 
Schedule 1.11    Leased Equipment 
Schedule 2       Trade Payables 
Schedule 3.3     Allocation of Purchase Price 
Schedule 10.1    Schedule of names 
Schedule 10.3    Existing Agreements and Approvals 
Schedule 10.6    Permits and Licenses 
Schedule 10.7    Financial Statements 
Schedule 10.8    Undisclosed Liabilities 
Schedule 10.9    Conduct of Business 
Schedule 10.10   No Adverse Changes 
Schedule 10.12   Employee Benefit Plans 
Schedule 10.13   Certain Employees (includes collective 
                 bargaining agreements) 
Schedule 10.14   Other Contracts 
Schedule 10.15   Property owned by Others 
Schedule 10.19   Taxes 
Schedule 10.22   Environmental Matters 
Schedule 10.24   Suppliers and Customers 
Schedule 10.25   Progress payments 
Schedule 10.28   Insider Transactions 
Schedule 10.30   Intellectual Property 
Schedule 10.31   Insurance 
Schedule 10.32   Leased Premises 
Schedule 11.3    Buyer's Required Consents