EXHIBIT 10.73

                            ASSET PURCHASE AGREEMENT

This Agreement is made and entered into on May 11, 2000, by and between


Spectra Precision AB, reg. no. 556239-9305,  a corporation  organized and
existing under the laws of Sweden (hereinafter referred to as the "Seller"),

                                       and

Trimble  Acquisition  Corp.,  a  corporation  organized  and  existing  under
the laws of  Delaware  (hereinafter  referred  to as the "Purchaser"), on the
other hand.


WHEREAS,   the Seller,  directly and through certain of its subsidiaries,
           is engaged in the  business  of  laser-based  and  sonic-based
           instrumentation   surveying   systems  for  the  construction,
           agricultural  and surveying  industries  in various  countries
           (which  activities,  as currently  conducted by the Seller and
           its   subsidiaries,   are  hereinafter   referred  to  as  the
           "Business"); and

WHEREAS,   the Seller wishes to sell to the Purchaser,  and the Purchaser
           wishes to purchase from the Seller,  the Business,  including,
           without  limitation,  all  right,  title and  interest  of the
           Seller in and to the property and assets of the Business,  and
           in  connection  therewith  the  Purchaser is willing to assume
           certain  liabilities of the Seller relating thereto,  all upon
           the terms and subject to the conditions set forth herein;

NOW,       THEREFORE,  in  consideration  of the  premises and the mutual
           agreements and covenants  hereinafter set forth, the Purchaser
           and the Seller hereby agree as follows:

1.       STOCK AND ASSET PURCHASE AGREEMENT

          Capitalized terms used herein and not otherwise defined shall have the
          meaning given to them in the Stock and Asset Purchase  Agreement
          dated May 11, 2000 between Spectra  Physics  Holdings USA, Inc.,
          Spectra  Precision AB and Spectra  Precision Europe Holdings BV,
          and Trimble  Acquisition  Corp.  (the "Stock and Asset  Purchase
          Agreement").  Subject to the terms and  conditions  contained in
          this Agreement and in the Stock and Asset Purchase Agreement (i)
          the Seller agrees to sell,  assign,  transfer and deliver to the
          Purchaser all of the


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          Seller's  right,  title and  interest in and to each of the SPAB
          Assets (as defined below), and Purchaser agrees to purchase such
          assets on the Closing Date and (ii)  Purchaser  agrees to assume
          the Assumed Liabilities (as defined below) on the Closing Date.

2.       ASSETS TO BE ACQUIRED

          At the Closing, the Seller hereby agrees to sell to the Purchaser, or
          to an  Affiliate  of  Purchaser  designated  by  Purchaser,  and  the
          Purchaser,  or such  Affiliate  designated by the  Purchaser,  hereby
          agrees to acquire  from the  Seller,  free and clear of  Encumbrances
          (other than (i) as  disclosed in Schedules  3.11,  3.12,  3.16(b) and
          3.19 of the Disclosure  Schedules and (ii)  Permitted  Encumbrances),
          the  following  assets and rights of the Seller used  exclusively  or
          primarily in the  Business  (hereinafter  jointly  referred to as the
          "SPAB Assets"):

           (a)      Fixed Assets

                    The  machinery,  vehicles and fixed assets of the Seller set
                    forth in Exhibit 2(a).

           (b)      Inventory etc.

                    All of the Seller's inventory,  work in progress, demo stock
                    and rental inventory set forth in Exhibit 2(b).

          (c)       Assets in Possession of Third Parties

                    All of the Seller's  tools and moduls that are in possession
                    of third  parties,  which tools and  moduls,  as well as the
                    third  parties in whose  possession  they are, are listed in
                    Exhibit 2(c).

           (d)      Contracts

                    All rights  and  benefits  of the Seller  under the sale and
                    purchase orders and the agreements set forth in Exhibit 2(d)
                    (hereinafter   jointly   referred   to   as   the   "Assumed
                    Contracts").

           (e)      Intellectual Property Rights

                     (i)    The Seller's entire right,  title and interest in
                            and to the patents and patent  applications  set
                            forth in Exhibit 2(e)(i) (the "Patents"),


                     (ii)   the Seller's entire right, title and interest in and
                            to the trademarks set forth in  Exhibit 2(e)(ii)
                            (the "Trademarks"),

                     (iii)  all  rights  and  obligations  of the  Seller
                            under the  license  agreements  attached  hereto  as
                            Exhibit  2(e)(iii),  (the "Licenses"); and

                     (iv)   all  rights  of  the  Seller  to  the  domain   name
                            www.spectraprecision.com,  and any other domain name
                            used in the  Business  and/or  owned by the  Seller,
                            other    than    those     containing    the    name
                            "spectraphysics."

                            (The Assets  referred  to in Article 2 (e)  (i)-(iv)
                            are jointly referred to as the "Intellectual
                            Property".)

           (f)      The Spectra Precision and the Geotronics Name

                    The Spectra  Precision and the Geotronics  names,  including
                    all rights to use such names as trademarks, company names or
                    otherwise, provided, however, that the Seller shall have the
                    right to use the Spectra  Precision  name as a company  name
                    and the  Geotronics  name as a secondary name for as long as
                    the Purchaser allows.

           (g)      Employees

                    The Purchaser  shall,  in accordance  with Section 6b of the
                    Employment    Protection   Act   (Sw.   lagen   1982:80   om
                    anstallningsskydd),  take over all  rights  and  obligations
                    relating to the employment  arrangements of all employees of
                    the Business (the "Employees") on the Closing Date, provided
                    that such  employees  do not  refuse to be  employed  by the
                    Purchaser. Exhibit 2(g)(1) contains a list of all Employees,
                    including correct information about their salaries, pensions
                    and all other  employment  benefits.  The parties agree that
                    Gunnar Linde, Niclas Axelsson, Andreas Naeslund, and Kenneth
                    Nilsson  (jointly  referred to as the "Exempted  Employees")
                    are not  Employees  and  that  the  rights  and  obligations
                    relating  to  the  employment  agreements  of  the  Exempted
                    Employees,  consequently,  shall  not be  taken  over by the
                    Purchaser.

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                    All  costs  relating  to  Employees  who  have  not  refused
                    employment   with   the   Purchaser,    including,   without
                    limitation,  those costs  associated  with pension and other
                    employee welfare benefits, shall be assumed by the Purchaser
                    as from the Closing  Date.  The Seller shall  reimburse  the
                    Purchaser  with an  amount  corresponding  to the  aggregate
                    value  of  the  employment  benefits,   including,   without
                    limitation,  any and all earned pension benefits and holiday
                    pay relating to the  Employees,  attributable  to or accrued
                    prior to the Closing Date but not paid or  exercised,  which
                    the  employees  taken over by  Purchaser  are entitled to in
                    relation to the Purchaser.  The Seller agrees to transfer or
                    sell,  as the  case may be,  all  rights  it may  have  with
                    respect to non-disclosure agreements,  invention agreements,
                    non-compete  agreements and similar agreements in respect of
                    all Employees.

           (h)      Shares

                    All  participation,  interest,  shares, and other securities
                    convertible into,  exchangeable for and/or giving a right to
                    purchase shares, in

                   (i)      Spectra Precision Scandinavia AB, registered in
                            Sweden under number 556127-3680;

                   (ii)     Spectra Precision of Canada Ltd., registered in
                            Canada under number 1019 8605 7;

                   (iii)    Spectra Precision HGmbH, registered in Austria under
                            number FN 100 490f; and

                   (iv)     Spectra Precision SA, registered in France under
                            number RCS Evry B 78522 7422; together with

                   (v)      the Seller's four (4) shares,  and other  securities
                            convertible  into,  exchangeable  for and/or  giving
                            right  to   purchase   shares  in   terraSat   GmbH,
                            registered in Germany under number 97034.

                            (Such  companies  are  jointly  referred  to as  the
                            "Affiliated     Companies"    and    such    shares,
                            participation   and  other  securities  are  jointly
                            referred to as the "Shares")

           (i)      Know-how, Documentation, etc.

                    All know-how,  records and documents of the Seller needed to
                    conduct  or  relating  to the  Business,  including  without
                    limitation customer lists and sales records.

                    To the extent available,  the records and documents referred
                    to in the preceding  paragraph shall also be provided in the
                    form of electronic files.

           (j)      Regulatory Approvals

                    The regulatory approvals set forth in Exhibit 2(j).

           (k)      Receivables

                    All Receivables of the Business as of the Closing.

           (l)      Other Assets

                    The  transfer  shall also  include  all other  assets of the
                    Seller, including,  without limitation,  furniture, that are
                    used  exclusively  or primarily in the Business but have not
                    been specified herein or in the Exhibits hereto,  including,
                    without  limitation,  all goodwill primarily relating to and
                    any of the foregoing SPAB Assets,  the Assumed Contracts and
                    the Business,  as well as additional  assets which have been
                    supplied to the  Business  as of the date of this  agreement
                    until  the  Closing  Date or have  arisen as a result of the
                    ordinary course of the Business during the said period.

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3.        LIABILITIES TO BE ASSUMED

           At the Closing,  the  Purchaser  hereby  agrees to assume all accrued
           wages and benefits,  trade  payables,  all other  liabilities  of the
           Business, known or unknown,  contingent or otherwise,  including, but
           not limited to warranty claims, and all accrued pension  liabilities,
           and  all  obligations  of the  Seller  under  the  Assumed  Contracts
           (hereinafter  referred to as the  "Assumed  Liabilities");  provided,
           however,  that the Purchaser does not agree to assume any liabilities
           or  obligations  of the Seller as  specified  in Section 2(g) of this
           Agreement.

4.        VALUE ADDED TAX AND OTHER TAXES

           The parties are of the opinion that the sale and purchase of the SPAB
           Assets  is  exempt  from any  value  added  tax (Sw.  mervardesskatt)
           ("VAT"), but to the extent any VAT or other tax is payable due to the
           sale and purchase of any of the Assets,  the Purchaser and the Seller
           shall each pay one half of such VAT or other tax.  The parties  shall
           co-operate  in taking all  reasonable  measures with a view to ensure
           that the sale and purchase of the SPAB Assets is exempt from VAT.

5.        CERTAIN COVENANTS

          (a)       The Assumed Contracts

               (i)  The  Purchaser  and the  Seller  shall  use  reasonable
                    efforts  to,  as  soon  as  possible,  obtain  any  consents
                    required for the assignment of the Assumed  Contracts to the
                    Purchaser pursuant to this Agreement.

               (ii) If the  counterparty  to any Assumed  Contract does not
                    give its consent to the  assignment  of any of the  Seller's
                    rights and obligations under such Assumed Contract, then the
                    Seller shall remain a party to such  Assumed  Contract,  but
                    all  rights  and  benefits  thereunder  shall  belong to the
                    Purchaser,  and the  Purchaser  shall perform and fulfil all
                    the  Seller's  obligations  thereunder.  Provided  that  the
                    Purchaser  performs  and fulfils all such  obligations,  the
                    Seller undertakes to transfer all payments, remuneration and
                    other  benefits  obtained by the Seller  under such  Assumed
                    Contracts to the Purchaser.

        (b)       Customer Claims

                    The  Purchaser  shall be  responsible  for and  rectify  all
                    claims from customers which relate to product complaints due
                    to services rendered or products delivered by the Seller.

        (c)       Manufacturers' Warranties

                    To the extent  permissible,  the Seller  will  assign to the
                    Purchaser all manufacturers'  warranties with respect to the
                    SPAB Assets.  The Seller will assist and co-operate with the
                    Purchaser in the enforcement of any such warranties, and, if
                    necessary,  will  authorize  the  filing  of  suits  against
                    persons  granting such  warranties  with respect to the SPAB
                    Assets to enforce such  warranties  in the Seller's name for
                    the use and benefit of the Purchaser.

        (d)        The Spectra Precision and Geotronics Names

                    The Seller undertakes to, upon the request of the Purchaser,
                    change its company  name so as to exclude the name  "Spectra
                    Precision" and  deregister the secondary name  "Geotronics."
                    Further,  the Seller  undertakes to, at the same time, grant
                    all consents and take all other  actions  necessary to allow
                    the Purchaser,  or an Affiliate designated by Purchaser,  to
                    register with the Swedish Patent and Registration  Office or
                    similar  authority  the  name  "Spectra  Precision  AB" as a
                    company name and the name "Geotronics" as a secondary name.

        (e)  Certain Transfers

                    The Seller  and the  Purchaser  undertake  to use their best
                    efforts,  prior  to the  Closing  Date,  to agree on how the
                    transfer  of (i) the  branch  offices in Dubai and Maila and
                    (ii) the shares in Tianjin  Geotronics  Instrument  Co. Ltd.
                    Shall be effectuated.

6.        MISCELLANEOUS

        (a)        Condition

                    The  consummation  of  the  transactions  pursuant  to  this
                    Agreement is subject to the satisfaction on the Closing Date
                    of the  Conditions  to Closing set forth in Article  VIII of
                    the Stock and Asset Purchase Agreement.

        (b)        Termination

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                    Should the Stock and Asset Purchase Agreement  terminate for
                    whatever   reason,   this  Agreement   shall   automatically
                    terminate.

        (c)      Assignment

                    This  Agreement  may not be assigned by  operation of law or
                    otherwise  without the express written consent of the Seller
                    and the Purchaser  (which consent may be granted or withheld
                    in the sole  discretion  of the  Seller  or the  Purchaser);
                    provided,  however,  that  the  Purchaser  may  assign  this
                    Agreement and its rights hereunder,  in whole or in part, to
                    one  or  more  other  buyers  that  is an  Affiliate  of the
                    Purchaser.

        (d)        Entire Agreement

                    This  Agreement and the Stock and Asset  Purchase  Agreement
                    embody the entire  agreement and  understanding  between the
                    parties  with  respect  to the  subject  matter  hereof  and
                    supersedes all prior agreements and understandings.

        (e)        Applicable Law

                    This  Agreement  shall in all  respects  be  governed by and
                    construed in  accordance  with Swedish law as such law shall
                    from time to time be in force.

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This  Agreement  may be executed in two (2) or more copies,  of which each party
has taken a copy.

Stockholm, Sweden, May ____, 2000


SPECTRA PRECISION AB                                 TRIMBLE ACQUISITION CORP.



by:/s/ Anders Rhodin                                 by: /s/ Steven W. Berglund
  ---------------------                                  ----------------------
       Anders Rhodin                                        Steven W. Berglund
title: President                                     title: President and CEO

by:/s/ Erik Asplund
   -------------------
       Erik Asplund
title: Board Member


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