Exhibit 2.6

                            ASSIGNMENT OF TRADE-MARKS


         Mentor  Networks Inc., the full post office address of whose  principal
office or place of business is Suite 600, 1959 Upper Water Street, Halifax, Nova
Scotia,  B3J 3N2, by its  receiver  and  manager,  Grant  Thornton  Limited,  in
consideration  of the sum of One  Dollar  ($1.00)  and other  good and  valuable
consideration,  the receipt of which is hereby acknowledged, has agreed to sell,
assign and  transfer  and does hereby  sell,  assign and  transfer to ITC Canada
Limited,  the full post  office  address of whose  principal  office or place of
business is Suite 600, 1959 Upper Water Street,  Halifax,  Nova Scotia, B3J 3N2,
all of the said receiver's right,  title and interest in Canada and elsewhere in
and to the  trade-marks  and  applications  therefor  shown and described on the
attached Schedule "A", together with the goodwill of the business connected with
the use of and symbolized by the said trade-marks and applications therefor.

         Executed at Halifax Regional  Municipality,  Nova Scotia, this 23rd day
of September, 1998.

                                            GRANT THORNTON LIMITED, as
                                            receiver and manager of the property
                                            and assets of Mentor Networks Inc.


                                            Per: /s/ Ross Landers
                                                -------------------------------





                                  SCHEDULE "A"


Trade Mark                                 Application/Registration No.
- ----------                                 ----------------------------

US Trade Marks

DESKTOP COACH                               App. 75-513389

Canadian Trade Marks

DESKTOP COACH                               App. 875,770
INTERMED                                    App. 773,775
DIGITAL ASSETS                              App. 749,823
MENTOR NETWORKS & DESIGN                    App. 749,003/Reg. TMA 475,109






MARK                                :       DESKTOP COACH

STATUS TEXT                         :       PENDING
SERIAL NUMBER                       :       75-513389
FILING DATE                         :       06 JUL 1998
REGISTER                            :       PRINCIPAL

MARK DRAWING CODE                   :       (1)  TYPESET:  WORDS, LETTERS AND/OR
                                                 NUMBERS

ORIGINAL OWNER                      :       Mentor Networks Inc.
                                            CANADA - CORPORATION
                                            Purdy's Wharf Tower 1, Suite 600
                                            Halifax
                                            NSC B3J 3N2

CORRESP. ADDR                       :       MICHAEL J. KLINE
                                            THORP REED & ARMSTRONG
                                            1 RIVERFRONT CTR 9TH FL
                                            PITTSBURGH PA 15222-4895

ATTORNEY NAME                       :       MICHAEL J. KLINE

DOMESTIC REPRESENT                  :       THORP REED & ARMSTRONG

INTERNAT. CLASS                     :       09
U.S. CLASS                          :       21 23 26 36 38

DETAILED STATUS                     :       New Appl. - Record initialized not 
                                            assigned to examiner

BASIS                               :       Intent to Use

GOODS/SERVICES:

IC 09; US 21 23 26 36 38;  Software used for computer  skills  training and user
assistance.

FIRST USE:  00000000; FIRST USE IN COMMERCE:  00000000