ASSET PURCHASE AGREEMENT



     AGREEMENT dated as of January 31, 1997 between CUISINE DE FRANCE LIMITED, a
Delaware  corporation  ("Seller"),  and Sabatier USA, LLC, a Connecticut Limited
Liability Company ("Purchaser") and, as guarantors, ROBERT CANDLER and ROBERT P.
WOLFF.
                              W I T N E S S E T H:

     WHEREAS,  Purchaser  desires  to  acquire,  and  Seller  wishes to sell and
transfer to Purchaser,  certain of the assets and properties of Seller,  subject
to the  assumption by Purchaser of certain  liabilities,  all upon the terms and
conditions hereinafter set forth; and

     WHEREAS, Messrs. Candler and Wolff own Purchaser; and

     NOW,  THEREFORE,  in consideration of the premises and the mutual covenants
and agreements contained herein, the parties hereto agree as follows:


     SECTION 1. Assets to be Sold and Purchased.

     A.  Subject  to the  terms and  conditions  hereof  Seller  agrees to sell,
transfer,  convey, grant, assign and deliver to Purchaser,  and Purchaser agrees
to  purchase,  accept and  receive  from Seller all of the  following  assets of
Seller  (such  assets  being  sometimes  collectively  referred to herein as the
"Purchased Assets"):

     (a)Inventory.  All inventories of Seller, described on Schedule 1(a) hereto
(the "Purchased Inventory").

     (b) Contracts. All of Seller's rights in, to and under all of the contracts
and  agreements  of Seller  described  in Schedule  1(b) hereto (the  "Purchased
Contracts").

     (c)Rights to Tooling.  All of the Seller's rights,  if any, with respect to
tooling paid for or partially  paid for by Seller and held by suppliers,  as set
forth in Schedule 1(c) hereto (the "Tooling Rights").

     (d) Customer List and Marketing  Material.  All of Seller's  customer lists
and all printed marketing  material  pertaining to the sale of Cuisine de France
merchandise;  provided,  that any reference on such marketing  material to Swiss
Army Brands,  Swiss Army or The  Forschner  Group shall be deleted and Purchaser
agrees to effectuate such deletion.

     (e)Trade Show Booth.  CDFL's trade show booth. (The Purchased Inventory and
trade show  booth  shall be  sometimes  collectively  referred  to herein as the
"Physical Assets".)

     (f)Intellectual Property.

     All of Seller's  rights,  including  trademark  rights,  in and to the name
"Cuisine de France Limited."

     All of  Seller's  rights in and to that  certain  U.S.  letter  patent  no.
363.867 relating to knife sharpeners.

     B. Retained Assets.  Any assets of Seller not  specifically  sold by Seller
pursuant to Section  1(a) above shall be retained by Seller,  including  without
limitation,  any  accounts  receivable  arising  from  sales  made  prior to the
Closing.

     SECTION 2. Consideration for the Sale of the Purchased Assets.

     A. Purchase  Price.  Subject to the terms and conditions of this Agreement,
and in reliance upon the  representations  and warranties  contained herein, the
purchase  price (the  "Purchase  Price) for the sale,  assignment,  transfer and
delivery of the Purchased Assets by Seller shall be the following:


     (a)$20,000 to be paid at the closing of the sale of the assets set forth in
paragraphs  1(b),  1(c) and 1(d) to occur on  January  31,  1997  (the  "Initial
Closing");

     (b)  $15,000  for the  purchase of the trade show booth to be paid on March
31, 1997 (the "Booth Closing");

     (c)The  purchase  price for the CDFL  Inventory  (the  "Inventory  Purchase
Price")  shall be the  following  percentage  of the value of such  inventory as
indicated  on the  books of CDFL at  January  31,  1997  or,  in the case of the
"Celebration" knife sets, the following prices:

     CUTLERY                                          PERCENTAGE OF BOOK VALUE
     Commercial                                                90%
     Grand Chef                                                70%
     Grand Chef White                                         100%
     Super Sharp                                               50%
     Never Needs Sharpening                                    50%
     Au Carbone                                                90%
     Sabatier Traditional                                      50%
     Precision                                                 50%
     Shears                                                   100%
     Knife Sharpener                                           80%
     Blocks                                                    50%
     Miscellaneous/Aprons                                      70%
     2 piece Celebration set
       4,200 units                                           $12 each
     3 piece Celebration set
       1,000 units                                           $15 each

     PACKAGING
     Commercial                                                90%
     Grand Chef                                                70%
     Super Sharp/NNS                                           50%
     Shears                                                   100%
     Miscellaneous Sleeves                                     50%
     Block Boxes                                               50%

     B. Payment of Purchase  Price.  $20,000 of the Purchase Price shall be paid
at the Initial  Closing by certified or bank check or by wire transfer.  $15,000
shall  be paid at the  Booth  Closing  by  certified  or bank  check  or by wire
transfer.  The  Inventory  Purchase  Price  shall  be paid by  check  or by wire
transfer as Purchaser  purchases the CDFL  Inventory  through  October 31, 1997;
provided that at least  one-half of the Inventory  Purchase  Price shall paid by
June 30, 1997 and all of the Inventory  Purchase  Price shall be paid by October
31, 1997. It is anticipated that Purchaser shall purchase the following  percent
of the Inventory in the following months:

                February                  15%
                March                     10%
                April                      5%
                May                        5%
                June                      15%
                July                      15%
                August                    15%
                September                 10%
                October                   10%

     C.  Allocation of Purchase  Price.  The Purchase Price described in Section
2(a) above will be allocated as set forth in Schedule 2(c) hereto. Purchaser and
Seller  represent,  warrant,  and covenant that such  allocation  was determined
through  arm's  length  negotiations  and that each will adopt and  utilize  the
amounts  allocated to each asset or class of assets  described in such  schedule
for purposes of all federal, state and other Tax returns filed by it and that it
will not voluntarily take any position  inconsistent  therewith upon examination
of any such tax  return,  in any claim,  in any  litigation  or  otherwise  with
respect to such Tax  returns.  Each  party  agrees to  prepare  and timely  file
Internal  Revenue  Service  Form  8594  (Asset  Acquisition  Statement)  and  to
cooperate with the other party in the  preparation of such form. As used in this
Agreement,  the term "Tax" or "Taxes" means any federal,  state, local,  foreign
and other income, gross receipt profits,  franchise,  license,  transfer, sales,
use, payroll, withholding,  employment,  occupation,  property, social security,
intangible,  excise or other taxes, fees, duties,  assessments,  withholdings or
governmental charges of any nature (including  interest,  penalties or additions
to such taxes or charges).

     SECTION 3. Liabilities.

     A.  Liabilities  Assumed by Purchaser.  Subject to the terms and conditions
herein set  forth,  at the  Closing,  Purchaser  shall  assume and agree to pay,
perform or otherwise  discharge the  liabilities  and  obligations of Seller (i)
incurred on and after the  Closing  Date as a result of events  occurring  on or
after the Closing Date under the  Purchased  Contracts and agrees to be bound by
the obligations of Seller  thereunder;  and (ii) the liabilities of Seller under
any product  warranties  relating to products sold by Seller  regardless of when
sold.

     B. Indemnification.  (a)Seller hereby agrees to indemnify and hold harmless
Purchaser and its officers, directors and employees and its and their successors
and  assigns  from and  against any and all  liabilities,  obligations,  losses,
damages,  amounts paid in settlement,  diminutions in value, penalties,  claims,
actions,  suits, costs,  expenses and disbursements,  including reasonable legal
fees and  expenses of  whatsoever  kind and nature  imposed on,  incurred by, or
asserted  against  any of them in any way  relating  to,  or  arising  out of or
resulting  from (A) the conduct of Seller's  business or the  ownership,  use or
operation  by Seller of the  Purchased  Assets at any time prior to the  Closing
Date,  except with respect to liabilities and obligations  expressly  assumed by
Purchaser  under this  Agreement;  (B) any  representation  or warranty  made by
Seller  in  this  Agreement  or in any  other  certificate,  document  or  other
instrument  delivered  hereunder or in connection herewith which is incorrect or
misleading;  or (C) any  failure  on the part of  Seller  to carry out and fully
perform any covenants or any agreements or other obligations contained herein.

     (b) Purchaser  hereby agrees to indemnify and hold harmless  Seller and its
officers,  directors and employees and its and their successors and assigns from
and against any and all liabilities,  obligations, losses, damages, amounts paid
in settlement,  diminutions in value, penalties,  claims, actions, suits, costs,
expenses and  disbursements,  including  reasonable legal fees and expenses,  of
whatsoever kind and nature,  imposed on, incurred by or asserted  against any of
them in any way relating to, arising out of or resulting from (A) the conduct of
Purchaser's business or the ownership,  use or operation of the Purchased Assets
at any time from and after the Closing Date, and the liabilities and obligations
which have been  expressly  assumed by  Purchaser  hereunder  from and after the
Closing  Date;  (B) any  representation  or warranty  made by  Purchaser in this
Agreement or in any other  certificate,  document or other instrument  delivered
hereunder or in connection herewith which is incorrect or misleading; or (C) any
failure  on the  part of the  Purchaser  to  carry  out and  fully  perform  any
covenants or any agreements or other obligations contained herein.

     All items  covered by  subsections  (i) and (ii) of this  Section  3(b) are
referred to herein as "Indemnified Claims".

     (c)An  indemnified  party hereunder shall promptly notify the  indemnifying
party in writing of the assertion of any claim asserted  against the indemnified
party which might give rise to an  Indemnified  Claim  against the  indemnifying
party stating the nature and basis of such claim and the amount thereof.  Except
as set forth  herein,  the  indemnified  party  shall not pay or provide for the
payment or  settlement  or discharge of any such claim,  for a period of fifteen
days after the date such written notice was given to the indemnifying party, but
thereafter  may do so together  with all costs and  expenses  incident  thereto,
unless within such fifteen-day period the indemnifying party shall have provided
the  indemnified  party  with  notice  that the  indemnifying  party  reasonably
disputes such claim.

     (d) In the event that any action,  suit or proceeding is brought against an
indemnified party with respect to which an indemnifying party may have liability
under the indemnity  agreement  contained in this Section 3(b), the action, suit
or proceeding  shall be defended  (including  all  proceedings  on appeal or for
review,  which counsel for defendant shall deem appropriate) by the indemnifying
party by counsel of its choice. The indemnified party shall have the right to be
represented by an advisory counsel and accountants,  at its own expense, and the
indemnified  party  shall  be  kept  fully  informed  of  such  action,  suit or
proceeding  at all stages  thereof  whether or not the  indemnified  party is so
represented.  The  indemnifying  party shall make  available to the  indemnified
party,  its attorneys and accountants all books and records of the  indemnifying
party relating to such proceedings or litigation and the parties hereto agree to
render to each  other such  assistance  as they may  reasonably  require of each
other in order to ensure  the proper and  adequate  defense of any such  action,
suit or proceeding.

     (e)An  indemnifying party shall not make any settlement of any claims which
might give rise to an Indemnified Claim under the indemnity  agreement contained
in this  Section  3(b)  without the written  consent of the  indemnified  party,
provided that such consent shall not be unreasonably withheld.

     (f)The rights of  indemnification  contained in this Section 3 shall not be
deemed to be the exclusive remedy of the parties hereto and such rights shall be
in addition to any other  rights or remedies  which any party hereto may have at
law or equity with  respect to a default or breach by any other party under this
Agreement.


     SECTION 4. Closings.

     A.  (a)The  Initial  Closing  will take place at 10:00 A.M.  (local  time),
January  31,  1997,  at the  offices of Seller,  One  Research  Drive,  Shelton,
Connecticut.

     (b) The Booth Closing will take place at 10:00 a.m.(local time),  March 31,
1997, at the offices of Seller, One Research Drive, Shelton, Connecticut.

     B. At each of the Initial  Closing and Booth Closing,  Seller shall deliver
to  Purchaser  a  bill  of  sale,  endorsements,   assignments  and  such  other
instruments  of  transfer  and  conveyance  as  shall  be  effective  to vest in
Purchaser (A) good and marketable title to the assets to be sold to Purchaser at
such closing as provided herein and (B) all of Seller's rights in and under each
contract and agreement to be assigned to Purchaser as provided herein.

     C. At each of the Initial Closing and Booth Closing, Purchaser shall:

     (a)  cause the cash  consideration  to be paid to  Seller  as  provided  in
Section 2 of this Agreement; and

     (b) with respect to the Initial Closing, execute and deliver to Seller such
instruments  of  assumption  or novation as shall be effective to transfer  from
Seller at and as of the Closing Date those  liabilities  and  obligations  to be
assumed by Purchaser hereunder.


     SECTION 5. Royalty Payments.

     A. Purchaser shall pay to Seller an amount equal to 1.5% of any and all net
sales ("Sales  Royalty") up to net sales of  $3,500,000  per annum for all sales
from February 1, 1999 through  January 31, 2003 and an amount equal to 1% of any
and all net sales up to net sales of  $3,500,000  from  February 1, 2003 through
January 31, 2004. For purposes of calculating the Sales Royalty, net sales shall
mean the invoiced amount of all products  bearing the names Cuisine de France or
Sabatier sold by Purchaser or its  affiliates  less only returns and  allowances
evidenced by credit  memoranda.  In determining  net sales, no deduction made be
made for early payment discounts,  bad debts,  advertising allowances or special
promotions of any kind or for costs incurred in manufacture,  sale,  advertising
or  promotion.  A sale  shall be deemed  made when the  products  are  invoiced,
shipped or paid for whichever is first to occur.

     B. The Sales Royalty hereunder shall be due and paid  semi-annually  within
sixty days after the last day of July and January and shall be  accompanied by a
statement  certified  by a duly  authorized  officer of  Purchaser  as accurate,
indicating,  by month,  the number and  invoice  price of all  products  shipped
during the  period and a  computation  of the  amount of Sales  Royalty  payable
hereunder.

     C. Purchaser  shall keep,  maintain,  and preserve in Purchaser's  place of
business  until at least  January 31, 2006,  complete  and  accurate  records of
accounts   including   without   limitation  all  invoices,   foreign   exchange
information,  correspondence, banking and financial and other records pertaining
to the various  items  required to be shown on the  reports to be  submitted  by
Purchaser.  Seller, or its representatives,  shall have the right to examine and
make  extracts from all such records,  including  all invoices  during  business
hours.  Purchaser agrees not to cause or permit any interference  with Seller or
its nominees in the performance of their duties of inspection and/or audit.

     If any audit shows that the amount of royalties paid by Purchaser to Seller
during the time  period  covered by the audit is less than the actual  royalties
that should have been paid by  Purchaser  by more than ten percent  (10%) of the
amount  actually paid to Seller then the cost of such audit shall be paid for by
Purchaser.

     The exercise by Seller in whole or in part, or at any time or times, of the
right to inspect or audit  records and  accounts  or of any other  right  herein
granted,  or the acceptance by Seller of any report or the receipt or deposit by
Seller of any payment  from  Purchaser  shall be without  prejudice to any other
rights  or  remedies  of  Seller  and  shall  not stop or  prevent  Seller  from
thereafter disputing the accuracy of any such report or payment.


     SECTION 6. Representations, Warranties and Agreements of Seller.

     Seller hereby represents, warrants and agrees with Purchaser as follows:

     A. Corporate Existence. Seller is a corporation duly incorporated,  validly
existing and in good standing under the laws of the state of Delaware, with full
corporate power and authority to carry on its business as presently conducted by
it.

     B. Authority.  Seller has full power and authority to execute,  deliver and
perform this  Agreement,  and this  Agreement  has been duly  authorized  by all
necessary  and proper  corporate  action of Seller and is the valid and  legally
binding obligation of Seller in accordance with its terms.

     C. Consents. Neither the execution and delivery of this Agreement by Seller
nor the  consummation of the  transactions  contemplated  hereby will violate or
conflict with, result in the breach of, accelerate the performance  required by,
or constitute a default under,  any provision of any order of any court or other
agency of government, the articles of incorporation or by-laws of Seller, or any
indenture, mortgage, agreement or other instrument to which Seller is a party or
by which it or any of its  properties is bound or affected or will result in the
creation of any lien,  charge or encumbrance on any of the Purchased  Assets. No
governmental authorization, approval, order or consent is required in connection
with the execution, delivery and performance of this Agreement by Seller.

     D. Title. Seller has good and marketable title to the Physical Assets, free
and clear of all  mortgages,  liens,  pledges,  charges,  claims,  restrictions,
defects  of  title  or  other  encumbrances  or  rights  of  others  of any kind
whatsoever.

     SECTION 7. Limitation.

     No  representations  or  warranties  whatsoever,  other  than  the  express
representations  and  warranties  set forth in this Section 6 is made by Seller,
and  except  to the  extent  of  the  foregoing,  SELLER  HEREBY  DISCLAIMS  ANY
REPRESENTATIONS OR WARRANTIES,  EXPRESSED OR IMPLIED, AS TO THE PURCHASED ASSETS
AND   SPECIFICALLY   DISCLAIMS   (A)  ANY   REPRESENTATIONS   OR   WARRANTY   OF
MERCHANTABILITY,  USAGE  OR  FITNESS  FOR  ANY  PARTICULAR  PURPOSE  AND (B) ANY
REPRESENTATION OR WARRANTY WITH RESPECT TO THE TRADEMARKS  CUISINE DE FRANCE AND
SABATIER.

     SECTION 8. Representations and Warranties of Purchaser.

     Purchaser hereby represents and warrants to Seller as follows:

     A. Existence. Purchaser is a limited liability company duly formed, validly
existing and in good standing under the laws of the State of  Connecticut,  with
full power to carry out its business as presently being conducted by it.

     B.  Authority.  Purchaser has full power and authority to execute,  deliver
and perform this  Agreement,  and this Agreement has been duly authorized by all
necessary and proper  action of Purchaser  and is the valid and legally  binding
obligation of Purchaser in accordance with its terms.

     C.  Consents.  Neither the  execution  and  delivery of this  Agreement  by
Purchaser nor the  consummation  of the  transactions  contemplated  hereby will
violate or conflict with,  result in the breach of,  accelerate the  performance
required by, or  constitute a default  under,  any provision of any order of any
court or other agency of government,  the operating  agreement of Purchaser,  or
any indenture,  mortgage,  agreement or other instrument to which Purchaser is a
party  or by  which  it or  any of its  properties  is  bound  or  affected.  No
governmental authorization, approval, order or consent is required in connection
with the execution, delivery and performance of this Agreement by Purchaser.


     SECTION 9. Sales Taxes.

     Purchaser  agrees to pay and be liable for all sales, use or other transfer
taxes, if any, payable in connection with the sales,  transfer and deliveries to
be made pursuant to this Agreement. At the Closing, Purchaser shall pay all such
taxes due or to become due or provide  Seller with  assurances  satisfactory  to
Seller  that the same has been  provided  for and agrees to  indemnify  and hold
harmless  Seller  against and in respect of any and all claims,  liabilities  or
expenses  which may be incurred as a result of the  nonpayment of any such sales
or use taxes.

     SECTION 10. Guarantee.

     Messrs.   Candler  and  Wolff  hereby   unconditionally,   absolutely   and
irrevocably  guarantee to Seller all of the obligations of Purchaser  hereunder.
This is a joint and several  guarantee and shall remain in full force and effect
and be binding upon Messrs.  Candler and Wolff;  provided,  however, that except
with respect to the obligation of Seller to pay royalties  pursuant to Section 5
hereof and to purchase the Purchased  Inventory  hereunder,  which the guarantee
shall  continue in full force and effect with respect to, this  guarantee  shall
not apply to liabilities incurred and arising subsequent to three years from the
Initial Closing.

     SECTION 11. Name Change.

     Promptly  following  the Closing  Seller  shall file with the  Secretary of
State of Delaware a Certificate  of Amendment to  Certificate  of  Incorporation
changing its name from Cuisine de France Limited.

     SECTION 12. No Broker.

     Each of Buyer and Seller  represent  and warrant to the other that no agent
or broker or other persons acting  pursuant to authority given by either of them
is entitled to any commission or finder's fee in connection with the transaction
contemplated by this Agreement.


     SECTION 13. Costs Incident to Agreement.

     Each of the parties  hereto will pay all the costs  incurred by it incident
to the preparation,  execution and delivery of this Agreement or the performance
of its  obligations  hereunder,  including,  without  limitation,  the  fees and
disbursements of its counsel, accountants and consultants.

     SECTION 14. Retention of Celebration Series Knives.

     Seller  may  continue  to market  and sell its  present  inventory  and any
present  inventory not sold hereunder of "Celebration  Series"  knives,  and any
inventory not sold to Purchasers for any reason,  under the trademarks presently
being utilized in connection with such products.

     SECTION 15. Accounts Receivable.

     Seller  hereby agrees that in the event it shall  receive,  for any reason,
payment with respect to goods sold by Buyer it shall promptly remit to Buyer, in
the form received by it, any such payment or proceeds.  Buyer agrees that in the
event it shall  receive,  for any reason,  payment with respect to goods sold by
Seller it shall promptly  remit to Seller,  in the form received by it, any such
payment or proceeds.

     SECTION 16. Miscellaneous.


     A.  Assignment.  This Agreement may not be assigned by either party without
the prior written  consent of the other party.  This  Agreement  will be binding
upon, and inure to the benefit of, the parties  hereto and their  successors and
permitted assigns.

     B.  Notices.  Any notices or other  communications  required  or  permitted
hereunder  must be in  writing  and will be deemed  sufficiently  given  only if
delivered in person or sent by  certified or  registered  mail,  return  receipt
requested,  postage prepaid to the parties at the respective addressed set forth
below:

                                    (a)If to Purchaser to:

                                              Sabatier USA, LLC
                                              3368 Fairfield Avenue
                                              Bridgeport, Connecticut  06605


                                              With a copy to:

                                              Kenneth R. Wolff, Esq.
                                              3 Manhattanville Road
                                              Purchase, New York  10577


                                    (b)       If to Seller:

                                              Cuisine de France Limited
                                              c/o Swiss Army Brands, Inc.
                                              One Research Drive
                                              Shelton Connecticut  06484


                                    (c) If to Robert Candler:

                                              118 Dickinson Drive
                                              Shelton, Connecticut  06484


                                    (d)       If to Robert P. Wolff:

                                              344 Main Street
                                              Mt. Kisko, New York  10546

     Any Party by written  notice to the other may  change the  address to which
notices shall be directed.

     C. Entire Agreement. This Agreement constitutes the entire understanding of
the parties  relating to the subject  matter hereof and supersedes all prior and
contemporaneous agreements and understandings, whether oral or written, relating
to the subject  matter hereof.  The terms of this  Agreement  cannot be changed,
released or discharged orally.

     D. Waiver.  Any term or condition  of this  Agreement  may be waived at any
time by the party  entitled  to the  benefit  thereof  by a  written  instrument
executed by a duly authorized  officer of such party. No delay or failure on the
part of any party in exercising any rights  hereunder,  and no partial or single
exercise thereof, will constitute a waiver of such rights or of any other rights
hereunder.

     E. Third Party  Rights.  Nothing in this  Agreement  will be  construed  as
giving any person,  firm,  corporation  or other entity,  other than the parties
hereto,  their successors and permitted assigns any right, remedy or claim under
or in respect of this Agreement or any provision hereof.

     F.  Governing  Law. This  Agreement  will be construed and  interpreted  in
accordance  with the laws of the State of  Connecticut  applicable  to contracts
made and to be performed entirely within such state.

     G.  Counterparts.   This  Agreement  may  be  executed  in  any  number  of
counterparts,  each of which so executed will be deemed to be an original;  such
counterparts will together constitute but one agreement.

     H. Headings. The section and other headings contained in this Agreement are
for  reference  purposes  only and shall not  affect in any way the  meaning  or
interpretation of this Agreement.


     IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as
of the date first above written.
                                                  CUISINE DE FRANCE LIMITED




                                                  By /s/ Robert Topazio

                                                  SABATIER USA, INC.



                                                  By /s/ Robert Candler



                                                 /s/ Robert Candler
                                                  Robert Candler, as guarantor

                                                 /s/ Robert P. Wolff
                                                  Robert P. Wolff, as guarantor




                                                   Schedule 1(a)



                                                     Inventory



                                                   Schedule 1(b)



                                                     Contracts


     1. License  Agreement dated January 1, 1993 between Coutel Inov and Cuisine
de France Limited.

     2. License  Agreement dated July 1, 1993 between Coutel Inov and Cuisine de
France Limited.

     3. Agreement and  Assignment  dated March 7, 1994 between Marc Harrison and
Cuisine de France Limited.



                                  Schedule 1(c)


                                 Tooling Rights


                 [describe rights to tooling to be transferred]

                                  Schedule 2(c)


                          Allocation of Purchase Price




                  Trade Show Booth         $ 15,000

                  Goodwill                 $ 20,000

                  Inventory              Remainder of
                                         Purchase Price
<PAGE>