Exhibit 10.3.2


                                         ASSIGNMENT OF LEASE

THIS  ASSIGNMENT  made  effective  as of the 24th day of  February,  1997 by and
between BERMAN REAL ESTATE PARTNERSHIP,  a Pennsylvania partnership (hereinafter
referred  to as  "Assignor")  and  BREP I, a  Pennsylvania  limited  partnership
(hereinafter referred to as "Assignee").

B A C K G R O U N D:

    A.  Assignor and R&B,  Inc.,  ("R&B"),  on December 1, 1990,  entered into a
Lease, thereafter amended on September 10, 1993, in connection with the lease of
the premises  located at 3400 East Walnut Street,  Colmar,  Pennsylvania  18915,
more particularly described therein (the "Premises").


NOW, THEREFORE, for good and valuable consideration,  receipt of which is hereby
acknowledged,  and intending to be legally bound  hereby,  Assignor,  (i) hereby
assigns,  transfers and conveys to Assignee all of the Assignor's  right,  title
and  interest  in and to the Lease,  and (ii)  delegates  and  transfers  to the
Assignee all of the  Assignor's  obligations,  liabilities  and duties under the
Lease.

IT BEING  INTENDED  that the  provisions  of this  Assignment  shall be  legally
binding  upon and inure to the benefit of  Assignor,  Assignee,  R&B,  and their
respective heirs, administrators, executors, successors and assigns.



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                                           Exhibit Page 1





IT WITNESS  WHEREOF,  Assignor,  intending to be legally bound hereby,  has duly
executed this Assignment upon the date first above written.


                                            BERMAN REAL ESTATE PARTNERSHIP


                                                Richard N. Berman
                                            Richard N. Berman, Partner


                                                Steven L. Berman
                                            Steven L. Berman, Partner


                                                Jordan S. Berman
                                            Jordan S. Berman, Partner


                                               Marc H. Berman
                                            Marc H. Berman, Partner


                                              Fred B. Berman
                                            Fred B. Berman, Partner

Intending to be legally bound hereby, this Assignment is hereby accepted:

BREP I

By:BREP, Inc., General Partner

    By:    Jordan S. Berman
        Jordan S. Berman, President



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Intending to be legally  bound hereby,  the  undersigned  hereby  consent to the
terms and conditions of the foregoing Assignment.

ATTEST:                                            R&B, Inc.



Barry D. Myers                                    By: Richard N. Berman
                                                  Richard N. Berman, President