ASSIGNMENT OF INVENTION AND PATENT RIGHTS


Inventor:       Michael G. Harmon and Stephen L. Mills
Serial No.
Filing Date:    February 16, 2001

     For  valuable   consideration  received  or  to  be  received,  and  hereby
acknowledged,  Michael G.  Harmon  REDACTED,  and  Stephen L.  Mills,  REDACTED,
(hereinafter referred to as "Inventors"),  hereby sell, assign and transfer unto
Advanced  Optics   Electronics,   Inc.,  of  8301  Washington   N.E.,  Suite  4,
Albuquerque,  New Mexico 87113, its successors and assigns (hereinafter referred
to as "Assignee"),  the entire interest for the United States of America and all
foreign  countries,  including  all rights of priority  under the  international
conventions and treaties,  in and to a certain invention or improvement known as
LED Configuration for Large-Scale Display, and described in an application filed
in the United  States  Patent and  Trademark  Office on February  16,  2001,  as
Attorney  Docket No.  30737-2-CIP,  and given  U.S.  Patent  Application  Serial
No.______________,  which  claims  priority of U.S.  patent  application  serial
number  09/587,376,  filed June 1, 2000, and in all Letters Patent of the United
States  and  all  foreign  countries  which  may or  shall  be  granted  on said
invention, or any parts thereof, or on said application,  or on any provisional,
utility, divisional, continuing, continuation-in-part, reissue, reexamination or
other  applications  based in  whole or in part  thereon.  And  Inventors  agree
hereafter to execute all applications,  amended  specifications,  deeds or other
instruments,  and  to do  all  acts  necessary  or  proper  in  Assignee's  sole
discretion  to secure to  Assignee  the grant of  Letters  Patent in the  United
States  and/or  in  other  countries  as  Assignee  may  determine  in its  sole
discretion,  with specifications and claims in such form as shall be approved by
Assignee's counsel,  and to vest and confirm in Assignee the legal and equitable
title and full use and benefit of all such patents.

     Inventors  hereby  authorize  and request the  attorneys  of record in said
application  to insert in this  Assignment  the filing date and serial number of
said application when officially known.

     Inventors  further  agree with  Assignee  that this  Assignment  covers all
processes,  specifications,  procedures,  techniques  and  other  knowledge  and
information  now or  hereafter  known to  Inventors  which are not in the public
domain and which relate to the  above-mentioned  invention or  improvement,  its
manufacture,  uses or  embodiments,  or other matters (the "Related  Know-How").
Inventors  agree to disclose or provide  all Related  Know-How to Assignee  when
discovered or upon request.


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<PAGE>

     Inventors  further  covenant  that  Assignee  will,  upon its  request,  be
provided  promptly  with all  pertinent  facts and  documents  relating  to said
application,  said  invention and said Letters  Patent and legal  equivalents in
foreign  countries as may be known and  accessible to Inventors and will testify
as to the  same in any  interference  or  litigation  related  thereto  and will
promptly execute and deliver to Assignee or its legal representative any and all
papers, instruments or affidavits required to apply for, obtain, maintain, issue
and enforce said  application,  said  invention and said Letters Patent and said
equivalents  thereof in any foreign  country which may be necessary or desirable
to carry out the purposes thereof.

     Inventors'  rights in the  above-mentioned  invention  or  improvement  and
Related Know-How and any patent  application(s)  and Letters Patent thereon have
not been previously assigned,  mortgaged or otherwise encumbered,  and Inventors
have full  right,  power and  authority  to assign all such  rights to  Assignee
hereunder.

     As used herein,  the terms  "Inventors"  and "Assignee"  shall include such
parties and their  heirs,  administrators,  estates,  successors  and assigns of
every kind.

     Inventors  hereby  authorize  and request the Director of the United States
Patent and Trademark Office, and all foreign countries' equivalent officials, to
issue  such  Letters  Patent  as  shall  be  granted  on  said   application  or
applications based thereon to Assignee.

     DATED this 15th day of December, 2000.

                                                        /s/ MICHAEL G. HARMON
                                                        ------------------------
                                                        Michael G. Harmon

STATE OF NEW MEXICO      )
                         )  ss.
COUNTY OF BERNALILLO     )

     This instrument was acknowledged before me this 15th day of December, 2000,
by Michael G. Harmon.

                                             /s/ ADELE L. WILLIAMS
                                             -------------------------
                                             Notary Public
My commission expires:
      4-7-03
----------------------

        SEAL                                           [SEAL]


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<PAGE>

                                                        /s/ STEPHEN L. MILLS
                                                        ------------------------
                                                        Stephen L. Mills

STATE OF NEW MEXICO      )
                         )  ss.
COUNTY OF BERNALILLO     )

     This instrument was acknowledged before me this 15th day of December, 2000,
by Stephen L. Mills.

                                             /s/ ADELE L. WILLIAMS
                                             -------------------------
                                             Notary Public
My commission expires:
      4-7-03
----------------------

        SEAL                                           [SEAL]


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