EXHIBIT 10.139


                                   ASSIGNMENT

        WHEREAS, I, Bogdan C. Maglich, a United States citizen, residing at 2785
Vista Umbrosa, Newport Beach, California 92660 (hereinafter "ASSIGNOR") have
invented certain new and useful improvements in a METHOD AND APPARATUS FOR
NEUTRON MICROSCOPY WITH STOICHIOMETRIC IMAGING for which I have filed United
States Patent Application No. 09/883,851 in the United States on June 18, 2001
(hereinafter "the Patent Application");

        WHEREAS, HiEnergy Technologies, Inc., a Delaware corporation having
offices at 1601 Alton Parkway, Unit B, Irvine, California 92606 (hereinafter
"ASSIGNEE") desires to purchase the entire right, title, and interest in and to
the inventions disclosed in the Patent Application;

        NOW, THEREFORE, in consideration of good and valuable consideration, the
receipt of which is hereby acknowledged, ASSIGNOR hereby further acknowledges
that it has sold, assigned, and transferred, and by these presents does hereby
sell, assign, and transfer, unto ASSIGNEE, its successors, legal
representatives, and assigns, the entire right, title, and interest throughout
the world in, to, and under the said improvements, and the said Patent
Application and all Patents that may be granted thereon, and all provisional
applications relating thereto, and all divisions, continuations, reissues,
reexaminations, renewals, and extensions thereof, and all rights of priority
under International Conventions and applications for Letters Patent that may
hereafter be filed for said improvements or for the said Patent Application in
any country or countries foreign to the United States; and ASSIGNOR hereby
authorizes and requests the Commissioner of Patents of the United States, and
any Official of any country foreign to the United States, whose duty it is to
issue patents on applications as aforesaid, to issue all Letters Patent for said
improvements and all Letters Patents resulting from the Patent Application to
ASSIGNEE, its successors, legal representatives, and assigns, in accordance with
the terms of this Agreement.

        ASSIGNOR does hereby sell, assign, transfer, and convey to ASSIGNEE, its
successors, legal representatives, and assigns all claims for damages and all
remedies arising out of any violation of the rights assigned hereby that may
have accrued prior to the date of assignment to ASSIGNEE, or may accrue
hereafter, including, but not limited to, the right to sue for, collect, and
retain damages for past infringements of the said issued Letters Patents;

        ASSIGNOR hereby covenants and agrees that it will communicate to
ASSIGNEE, its successors, legal representatives, and assigns any facts known to
ASSIGNOR respecting the Patent Application immediately upon becoming aware of
those facts, and that it will testify in any legal proceeding involving any of
the Patent Application, will sign all lawful papers, execute all divisional,
continuing, and reissue applications, make all rightful oaths, and will
generally do everything possible to aid ASSIGNEE, its successors, legal
representatives, and assigns to obtain and enforce the Patent Application in all
countries.


<PAGE>

        IN TESTIMONY WHEREOF, I hereunto set my hand and seal this 17th day of
November, 2003.

                                        By: /s/ Bogdan C. Maglich
                                        Name Printed:  Bogdan C. Maglich

STATE OF California
                        ss.
COUNTY OF Orange

        On Nov. 17, 2003, before me, Ienneke Suwito, personally appeared Bogdan
C. Maglich, personally known to me (or proved to me on the basis of satisfactory
evidence) to be the person whose name is subscribed to the within instrument,
and acknowledged to me that he executed the same in his authorized capacity, and
that by his signature on the instrument the person, or the entity upon behalf of
which the person acted, executed the instrument.

        WITNESS my hand and official seal.

[SEAL]
                        /s/ Ienneke Suwito
                        Notary Signature