EXHIBIT 10.35

THE REGISTRANT HAS REQUESTED THAT CERTAIN PORTIONS OF THIS EXHIBIT BE GIVEN
CONFIDENTIAL TREATMENT. AN UNREDACTED VERSION OF THIS EXHIBIT HAS BEEN FILED
WITH THE COMMISSION.

LICENSING AGREEMENT
DATED OCTOBER 10, 1998
BETWEEN C. ERIC HUNTER AND C3, INC.



REDACTED--OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE COMMISSION AND IS
DENOTED HEREIN BY *****

                               LICENSING AGREEMENT

This LICENSING AGREEMENT is entered into effective as of the 10th day of October
1998 by and between C. Eric Hunter ("Eric Hunter") and C3, Inc. ("C3").

Whereas, Eric Hunter has filed United States (U.S.) patent applications
regarding inventions related to wide-band gap semiconductors that have potential
advantages in certain gemstone applications ("THE TECHNOLOGY") and C3 is a
manufacturer of synthetic gemstones and gemological instrumentation, both
parties agree to the following terms and conditions:

1.    Eric Hunter agrees to grant C3 an irrevocable, exclusive and perpetual
      license to manufacture gemstone products and gemological instrumentation
      utilizing the following pending U.S. patent applications (as titled):

o     *****
o     *****
o     *****
o     *****
o     *****

2.    C3 agrees to pay the cost for filing, prosecution and maintenance of the
      patent applications in the U.S. C3 may at its own expense file the patent
      applications in foreign countries if Eric Hunter elects not to pursue
      foreign filings for any of the patent applications.

3.    Eric Hunter agrees not to grant licenses to any other entity to use THE
      TECHNOLOGY for the manufacture of gemstone products and gemological
      instrumentation. Eric Hunter retains the right to use the inventions to
      manufacture gemstone material for C3. In this circumstance, Eric Hunter
      agrees to sell material manufactured for use as gemstones or gemological
      instrumentation exclusively to C3 at *****% gross margins (***** times
      manufacturing cost).

4.    C3 may elect to use the inventions itself or sublicense the inventions to
      another supplier. C3 agrees to pay Eric Hunter a royalty of *****% of its
      net sales of gemstone products and gemological instrumentation
      manufactured by C3 or its suppliers utilizing THE TECHNOLOGY.

5.    C3 agrees to indemnify against and pay the cost of defending Eric Hunter
      from any infringement claims related to C3's use of THE TECHNOLOGY for
      gemstone and gemological instrumentation or any other claim made against
      Eric Hunter related to his involvement (including any unpaid
      non-contractual work) and ownership of C3 at any time previously and
      through December 31, 2003.



REDACTED--OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE COMMISSION AND IS
DENOTED HEREIN BY *****

6.    Eric Hunter agrees to license to C3 under the same terms and conditions
      all technology he develops that relates to the manufacture of gemstones
      and gemological instrumentation through December 31, 2003.

7.    Eric Hunter agrees to assign this agreement to any designee as requested
      in writing by an officer of C3.

Agreed and acknowledged by:

C3, Inc.                                Eric Hunter

/s/ Robert S. Thomas                    /s/ C. Eric Hunter
_______________________                 ________________________
Robert S. Thomas                        C. Eric Hunter