Exhibit 7
- ---------




                              ASSIGNMENT AGREEMENT
                              --------------------


THIS  AGREEMENT  dated as of March 5, 2004 between  Burgio Family  Holdings Inc.
- ---------------
(the "Transferor") and LF Acquisition Corp. (the "Transferee").

WHEREAS the Transferor (as purchaser) and Mary Penny (as vendor)  entered into a
- -------
share  purchase   agreement   dated  December  31,  2003  (the  "Share  Purchase
Agreement") dealing with the capital stock of Loretta Foods Limited.

NOW  THEREFORE  FOR  GOOD AND  VALUABLE  CONSIDERATION  RECEIVED  BY EACH OF THE
- --------------------------------------------------------------------------------
PARTIES, THE PARTIES AGREE AND THIS AGREEMENT WITNESSES THAT:
- -------------------------------------------------------------

       1.     The  Transferor  hereby  assigns and transfers unto the Transferee
              all   rights,   warranties,   representations,   obligations   and
              liabilities of the Transferor  under the Share Purchase  Agreement
              and the Transferee hereby accepts and assumes same.

       2.     The  Transferee  hereby  agrees  to be  bound  by  the  terms  and
              conditions of the Share  Purchase  Agreement as if the  Transferee
              had originally been the purchaser thereunder.

       3.     The Transferor hereby agrees and acknowledges that it shall remain
              jointly and severally  liable with the Transferee  under the Share
              Purchase Agreement and under all closing documents.

IN WITNESS  WHEREOF,  the parties  hereto have duly executed and delivered  this
- -------------------
Agreement as of the date first above written.


                                            LF ACQUISITION CORP.
                                            --------------------



                                            -----------------------------
                                            Al Burgio, President




                                            BURGIO FAMILY HOLDINGS INC.
                                            ---------------------------



                                            -----------------------------
                                            Al Burgio, President