GENERAL ASSIGNMENT AND BILL OF SALE


         FOR VALUABLE  CONSIDERATION,  and in  performance of that certain Asset
Purchase Agreement, dated as of February 29, 2000 (the "Purchase Agreement"), by
and between Alpha Ceramics, Inc. ("Buyer"),  and Aura Ceramics, Inc. ("Seller"),
Seller does hereby sell, transfer,  assign,  convey and deliver forever to Buyer
all of Seller's rights,  title and interest in and to the following  properties,
assets and rights of Seller:

     Any and all tangible and intangible assets and personal property of Seller,
other than the Retained Assets,  including,  without limitation,  the Equipment,
Intangible Property,  Trademarks and Patents,  Inventory,  Licenses and Permits,
Real Estate Leases and Subleases,  Contracts, Accounts Receivable,  Goodwill and
the name of the Business "Aura Ceramics,  Inc.", wherever the aforementioned may
be located.

         Seller  warrants,  represents and covenants that it is the lawful owner
of the properties, assets and rights transferred hereby and has the lawful right
to sell the same, free and clear of any claim,  lien or encumbrance  whatsoever,
and that Seller will forever warrant and defend title thereto against the claims
of any and all persons.

         Seller  further  agrees to  execute  and  deliver  any and all  further
assignments  and  instruments  reasonably  required  by the  Buyer  in  order to
effectively  assign  to and vest in Buyer  all of  Seller's  rights,  title  and
interests in and to the assets, property and rights sold hereunder.

         This  General  Assignment  and Bill of Sale shall bind the Seller,  its
successors  and  assigns,  and  shall  benefit  the  Buyer  and  its  respective
successors and assigns.

         Capitalized  terms not otherwise  defined herein shall have the meaning
ascribed to them in the Purchase Agreement.

         IN  WITNESS  WHEREOF,  Aura  Ceramics,  Inc.  has caused  this  General
Assignment and Bill of Sale to be executed as of the 3rd day of May, 2000.


                                                             AURA CERAMICS, INC.


                                                              By
                                                                  Its:


                                                              By
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