Exhibit
      10.3

    


    PATENT
      ASSIGNMENT

    


    


    WHEREAS,
      Technology
      Innovations, LLC,
      of
      15 Schoen Place, Pittsford, NY 14534 (formerly 150 Lucius Gordon
      Drive, West Henrietta, NY 14586) (“Assignor”) owns certain rights, title and
      interest in, to and under the improvements and the applications of various
      issued patents and pending applications set forth in the attached Patent Assets
      Schedule (“Patents”), and

    


    WHEREAS,
      NaturalNano
      Research, Inc.,
      a
      Delaware Corporation, of 15 Schoen Place, Pittsford, NY 14534
      (“Assignee”) is desirous of obtaining Assignor’s right, title and interest in,
      to and under the said improvements and the said applications as referred to
      in
      the attached Patent Assets Schedule (collectively the “Patents”);

    


    NOW
      THEREFORE,
      in
      consideration of the exchange of $10.00 and other good and valuable
      consideration, the receipt and sufficiency of which is hereby acknowledged,
      Assignor relinquishes and has sold, assigned, transferred and set over, free
      and
      clear of any and all liens, security interest, pledges or encumbrances of any
      kind, and by these presents does hereby sell, assign, transfer and set over,
      unto the Assignee, its successors, legal representatives and assigns, the entire
      right, title and interest in and to:

    


    a) the
      patents and the applications for said improvements as set forth in the Patents,
      and including all divisions, renewals and continuations thereof and all patents
      of the United States which may be granted thereon and all reissues and
      extensions thereof, and all applications for patents which may hereafter be
      filed for said improvements in any country or countries foreign to the United
      States, and all patents which may be granted for said improvements in any
      country or countries foreign to the United States and all extensions, renewals
      and reissues thereof;

    


    b) all
      of
      Assignor’s priority rights under the International Convention for the Protection
      of Industrial Property relating to the patents and the applications as set
      forth
      in the attached Patents;

    


    c) all
      income, royalties, damages or payments due or payable with respect thereto
      at
      any time; and

    


    d) the
      right
      to sue for damages, injunctive relief and any other remedies in respect of
      any
      past, present or future infringement thereof, or any of them, whenever or
      wherever occurring, and to collect the same for its own use and
      employment.

    


    Assignor
      represents and warrants to Assignee that Assignor has full power and authority,
      and that no consents of any other parties are necessary, to enter into this
      Assignment, and to the best of Assignor’s knowledge, upon consummation of this
      Assignment, Assignee shall have good and marketable title to the Patents, free
      and clear of any and all liens, mortgages, encumbrances, pledges, security
      interests, licenses, or charges of any nature whatsoever. Assignee owns the
      entire right, title and interest in, to and under the Patents for the sole
      use
      and employment of Assignee, its successor, assigns or other legal
      representatives.


    
      
         

      

      
        Page
          1 of 8

        
          

        

      

      
         

      

    


    Assignor
      authorizes and requests the Director of the U.S. Patent and Trademark Office
      to
      record this assignment and to reflect Assignee as owner of the Patents,
      including any divisionals, reissues, reexaminations or extensions thereof or
      continuations that have been or may be filed, and to issue any and all letters
      of patent of the United States thereon to Assignee.

    


    Assignor
      further agrees to cooperate with Assignee and to execute and deliver to Assignee
      all papers, instruments, and assignments, as may be necessary to vest such
      right, title and interest in and to the Patents to Assignee.

    


    This
      Assignment shall be governed by and construed and interpreted in accordance
      with
      the substantive laws of the State of New York, without giving effect to any
      conflicts of law rule or principle that might require application of the laws
      of
      another jurisdiction.

    


    IN
      TESTIMONY WHEREOF,
      I
      hereunto set my hand and seal this 2nd day of March, 2007.

    


    Assignor
      - Technology Innovations, LLC:

    


    


    
      	 	
              /s/
                Michael L. Weiner   

            	 
	 	By:  Michael
              L. Weiner  	Title:	Manager  	 


    

     

    


    STATE
      OF
      NEW YORK

    COUNTY
      OF
      MONROE: ss.:

    


    On
      this
      2nd day of March, 2007, before me, the undersigned, personally appeared Michael
      L. Weiner, personally known to me or proved to me on the basis of satisfactory
      evidence to be the individual(s) whose name(s) is (are) subscribed to there
      foregoing instrument and acknowledged to me that he/she/they executed the same
      in his/her/their capacity(ies), and that by his/her/their signature(s) on the
      instrument, the individual(s), or the person upon behalf of which the
      individual(s) acted, executed the instrument. 

     

    
      	 	 	 
	 	  	/s/ Paul
              M.
              LeFrois, Jr.
	 	
              
Notary
              Public
	 	 
	 	 
	 	
              Paul
                M. LeFrois, Jr.

              Notary
                Public, State of New York

              Monroe
                County No. 01LE5019379

              Commission
                Expires 10/18/2009

            


    

    
      

      
        
           

        

        
          Page
            2 of 8

          
            

          

        

        
           

        

      

    

     

    Assignee
      - NaturalNano Research, Inc.:
      (required for foreign recordation)

    


    
      
        	 	
                /s/
                  C. A. Fleischer 

              	 
	 	By:  C.
                A. Fleischer 	Title:	President
                	 


      

    

     

    


    STATE
      OF
      NEW YORK

    COUNTY
      OF
      MONROE: ss.:

    


    On
      this
      2nd day of March, 2007, before me, the undersigned, personally appeared Cathy
      A.
      Fleischer, personally known to me or proved to me on the basis of satisfactory
      evidence to be the individual(s) whose name(s) is (are) subscribed to there
      foregoing instrument and acknowledged to me that he/she/they executed the same
      in his/her/their capacity(ies), and that by his/her/their signature(s) on the
      instrument, the individual(s), or the person upon behalf of which the
      individual(s) acted, executed the instrument. 

     

    
      	 	 	 
	 	 	/s/ Paul
              M.
              LeFrois, Jr.
	 	
              
Notary
              Public
	 	 
	 	 
	 	
              Paul
                M. LeFrois, Jr.

              Notary
                Public, State of New York

              Monroe
                County No. 01LE5019379

              Commission
                Expires 10/18/2009

            


    

    
      

      
        
           

        

        
          Page
            3 of 8

          
            

          

        

        
           

        

      

    

    


    Patent
      Assets Schedule

    


    


    
      	 	
              SERIAL
                NO.

            	
              FILING
                DATE

            	 	 
	 	 	 	 	 
	 	
              11/244,376

            	
              Oct.
                6, 2005

            	 	 
	 	 	 	 	 
	 	
              11/042,219

            	
              Jan.
                25, 2005

            	 	 
	 	 	 	 	 
	 	
              11/134,657

            	
              May
                20, 2005

            	 	 
	 	 	 	 	 
	 	
              11/183,417

            	
              July
                18, 2005

            	 	 
	 	 	 	 	 
	 	
              11/099,055

            	
              Feb.
                5, 2006

            	 	 
	 	 	 	 	 
	 	
              PCT/US2006/019682

            	
              May
                19, 2006

            	 	 
	 	 	 	 	 
	 	
              PCT/US2006/026936

            	
              May
                19, 2006

            	 	 
	 	 	 	 	 
	 	
              11/454,025

            	
              July
                6, 2006

            	 	 


    

    



    
      
         

      

      
        Page
          4 of 8

        
          

        

      

      
         

      

    


    PATENT
      ASSIGNMENT

    


    


    WHEREAS,
      Technology
      Innovations, LLC,
      of
      15 Schoen Place, Pittsford, NY 14534 (formerly 150 Lucius Gordon
      Drive, West Henrietta, NY 14586) (“Assignor”) owns certain rights, title and
      interest in, to and under the improvements and the applications of various
      issued patents and pending applications set forth in the attached Patent Assets
      Schedule (“Patents”), and

    


    WHEREAS,
      NaturalNano
      Research, Inc.,
      a
      Delaware Corporation, of 15 Schoen Place, Pittsford, NY 14534 (“Assignee”)
      is desirous of obtaining Assignor’s right, title and interest in, to and under
      the said improvements and the said applications as referred to in the attached
      Patent Assets Schedule (collectively the “Patents”);

    


    NOW
      THEREFORE,
      in
      consideration of the exchange of $10.00 and other good and valuable
      consideration, the receipt and sufficiency of which is hereby acknowledged,
      Assignor relinquishes and has sold, assigned, transferred and set over, free
      and
      clear of any and all liens, security interest, pledges or encumbrances of any
      kind, and by these presents does hereby sell, assign, transfer and set over,
      unto the Assignee, its successors, legal representatives and assigns, the entire
      right, title and interest in and to:

    


    a) the
      patents and the applications for said improvements as set forth in the Patents,
      and including all divisions, renewals and continuations thereof and all patents
      of the United States which may be granted thereon and all reissues and
      extensions thereof, and all applications for patents which may hereafter be
      filed for said improvements in any country or countries foreign to the United
      States, and all patents which may be granted for said improvements in any
      country or countries foreign to the United States and all extensions, renewals
      and reissues thereof;

    


    b) all
      of
      Assignor’s priority rights under the International Convention for the Protection
      of Industrial Property relating to the patents and the applications as set
      forth
      in the attached Patents;

    


    c) all
      income, royalties, damages or payments due or payable with respect thereto
      at
      any time; and

    


    d) the
      right
      to sue for damages, injunctive relief and any other remedies in respect of
      any
      past, present or future infringement thereof, or any of them, whenever or
      wherever occurring, and to collect the same for its own use and
      employment.

    


    Assignor
      represents and warrants to Assignee that Assignor has full power and authority,
      and that no consents of any other parties are necessary, to enter into this
      Assignment, and to the best of Assignor’s knowledge, upon consummation of this
      Assignment, Assignee shall have good and marketable title to the Patents, free
      and clear of any and all liens, mortgages, encumbrances, pledges, security
      interests, licenses, or charges of any nature whatsoever. Assignee owns the
      entire right, title and interest in, to and under the Patents for the sole
      use
      and employment of Assignee, its successor, assigns or other legal
      representatives.


    
      
         

      

      
        Page
          5 of 8

        
          

        

      

      
         

      

    

    


    Assignor
      authorizes and requests the Director of the U.S. Patent and Trademark Office
      to
      record this assignment and to reflect Assignee as owner of the Patents,
      including any divisionals, reissues, reexaminations or extensions thereof or
      continuations that have been or may be filed, and to issue any and all letters
      of patent of the United States thereon to Assignee.

    


    Assignor
      further agrees to cooperate with Assignee and to execute and deliver to Assignee
      all papers, instruments, and assignments, as may be necessary to vest such
      right, title and interest in and to the Patents to Assignee.

    


    This
      Assignment shall be governed by and construed and interpreted in accordance
      with
      the substantive laws of the State of New York, without giving effect to any
      conflicts of law rule or principle that might require application of the laws
      of
      another jurisdiction.

    


    IN
      TESTIMONY WHEREOF,
      I
      hereunto set my hand and seal this 05 day of March, 2007.

    


    Assignor
      - Technology Innovations, LLC:

    


    
      


      
        
          	 	
                  /s/
                    S G MacDonald  

                	 
	 	By:  S
                  G MacDonald  	Title:	VP
                  - R&D     	 


        

      

    

     

    


    STATE
      OF
      NEW YORK

    COUNTY
      OF
      MONROE: ss.:

    


    On
      this
      05th
      day of
      March, 2007, before me, the undersigned, personally appeared Stuart MacDonald,
      personally known to me or proved to me on the basis of satisfactory evidence
      to
      be the individual(s) whose name(s) is (are) subscribed to there foregoing
      instrument and acknowledged to me that he/she/they executed the same in
      his/her/their capacity(ies), and that by his/her/their signature(s) on the
      instrument, the individual(s), or the person upon behalf of which the
      individual(s) acted, executed the instrument. 

    
       

      
        	 	 	 
	 	 	/s/ Paul
                M.
                LeFrois, Jr.
	 	
                
Notary
                Public
	 	 
	 	 
	 	
                Paul
                  M. LeFrois, Jr.

                Notary
                  Public, State of New York

                Monroe
                  County No. 01LE5019379

                Commission
                  Expires 10/18/2009

              


      

      

      

    

    
      
         

      

      
        Page
          6 of 8

        
          

        

      

      
         

      

    


    


    Assignee
      - NaturalNano Research, Inc.:
      (required for foreign recordation)

    


    
      


      
        
          	 	
                  /s/
                    C. A. Fleischer 

                	 
	 	By:  C.
                  A. Fleischer 	Title:	President
                  	 


        

      

    

    


    


    STATE
      OF
      NEW YORK

    COUNTY
      OF
      MONROE: ss.:

    


    On
      this
      05th
      day of
      March, 2007, before me, the undersigned, personally appeared Cathy Fleischer,
      personally known to me or proved to me on the basis of satisfactory evidence
      to
      be the individual(s) whose name(s) is (are) subscribed to there foregoing
      instrument and acknowledged to me that he/she/they executed the same in
      his/her/their capacity(ies), and that by his/her/their signature(s) on the
      instrument, the individual(s), or the person upon behalf of which the
      individual(s) acted, executed the instrument. 

    


    
      
         

        
          	 	 	 
	 	 	/s/ Paul
                  M.
                  LeFrois, Jr.
	 	
                  
Notary
                  Public
	 	 
	 	 
	 	
                  Paul
                    M. LeFrois, Jr.

                  Notary
                    Public, State of New York

                  Monroe
                    County No. 01LE5019379

                  Commission
                    Expires 10/18/2009

                


        

        

          
            
               

            

            
              Page
                7 of 8

              
                

              

            

            
               

            

          

        

      

    

    


    Patent
      Assets Schedule

    


    


    
      	 	
              SERIAL
                NO.

            	
              FILING
                DATE

            	 	 
	 	 	 	 	 
	 	
              11/481,025

            	
              July
                6, 2006

            	 	 


    

    



    
      
         

      

      
        Page
          8 of 8