PATENT ASSIGNMENT
                               -----------------



        THIS PATENT ASSIGNMENT is made and executed as of April 23, 2003.

                               W I T N E S S E T H

     WHEREAS, Gary Eichsteadt, located at 5710 CoCo Palm Drive, Tamarac, Florida
33319 (the "Assignor"),  owns all right, title and interest in and to inventions
covered  by U.S.  Patent  No.  6,060,979  issued  on May 9,  2000 for  "Call box
apparatus" (the "Patent") free and clear of all liens and encumbrances, and

     WHEREAS, CNE Group, Inc., a Delaware corporation,  located at 200 West 57th
Street,  Suite 1103, New York, New York 10019 (the  "Assignee"),  is desirous of
acquiring all of Assignor's right, title and interest in and to the Patent;

     NOW,  THEREFORE,  TO  ALL  WHOM  IT  MAY  CONCERN,  BE IT  KNOWN  that  for
consideration  consisting  of an aggregate  of  $2,000,000  represented  by four
subordinated  notes each with a  principal  amount of  $500,000  and  bearing an
interest  rate of 8% per annum  and a term of five  years  and six  months,  the
receipt  and  adequacy  of which is hereby  acknowledged,  the  Assignor  hereby
assigns to the  Assignee,  his entire  right,  title and  interest in and to the
Patent  and the  proprietary  rights  embodied  therein,  and all  reissues  and
extensions thereof free and clear of all liens and encumbrances,  the same to be
held and enjoyed by the Assignee for its own use and enjoyment,  and for the use
and  enjoyment of its  successors,  assigns or other legal  representatives,  as
fully and  entirely as the same would have been held and enjoyed by the Assignor
if this  assignment  had not been made;  together with the right to sue for, and
collect the same for its own use and  behalf,  and for the use and behalf of its
successors,  assigns or other legal  representatives  all claims  arising out of
past,  present or future  infringements of the Patent;  and all applications for
industrial property protection,  including, without limitation, all applications
for Patent,  utility models, and designs which may heretofore have been filed or
may hereafter be filed for the  inventions  covered by the Patent in any country
or countries foreign to the United States,  together with the right to file such
applications  and the right to claim for the same the  priority  rights  derived
from said United States patent  applications under the Patent Laws of the United
States, the International  Convention for the Protection of Industrial Property,
or any international  agreement or the domestic laws of the country in which any
such  application is filed,  as may be  applicable;  and all forms of industrial
property protection,  including, without limitation,  Patent, utility models and
designs which may  heretofore  have been granted or may hereafter be granted for
said invention in any country or countries  foreign to the United States and all
extensions, renewals and reissues thereof.

     The Assignor represents and warrants to and for the benefit of the Assignee
that (i) the  Assignor  is the sole and  exclusive  owner of the Patent free and
clear of all liens and encumbrances;  (ii) Assignor has not previously assigned,
pledged,  encumbered or transferred the Patent, or granted any person or party a
license to use the Patent;  (iii) the Patent is valid and  subsisting;  and (iv)
the  Assignor  is not  aware of any  person or party  infringing  upon or making
unauthorized use of the Patent.






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     The Assignor hereby  authorizes and requests the  Commissioner of Patent of
the United States,  and any official of any country or countries  foreign to the
United  States,  whose duty it is to issue patents or other evidence or forms of
industrial property  protection on applications as aforesaid,  to issue the same
to  the  Assignee,  its  successors,  assigns  and  legal  representatives,   in
accordance with the terms of this instrument.

     The Assignor  hereby  covenants  and agrees to cooperate  with  Assignee to
enable  Assignee  to enjoy to the  fullest  extent  the rights  granted  hereby,
including,  without limitation,  the execution and delivery of papers, taking of
oaths and  performance  of acts which may be necessary,  desirable or convenient
for securing and maintaining Patent and for vesting title thereto in Assignee.

     The recitals above are hereby incorporated herein.

     IN WITNESS WHEREOF, the Assignor has executed this Patent Assignment on the
date first written above.
                                             /s/ Gary Eichsteadt
                                             -------------------
                                             By: Gary Eichsteadt


STATE OF FLORIDA      )
                      ) SS
COUNTY OF ___________ )


     On this  ______  day of  _________________,  ______,  before me  personally
appeared Gary Eichsteadt,  to me known to be the person described herein and who
executed the foregoing instrument, and acknowledged that he executed the same as
his free act and deed.

     In Testimony  Whereof,  I have hereunto set my hand and affixed my official
seal the day and year first above written.

                                             -------------------
                                             NOTARY PUBLIC


My Commission Expires:

---------------------
[SEAL]



NEW / NEW
JEFIN   194668


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