ASSIGNMENT OF RECEIVABLE



                FOR VALUE RECEIVED, the undersigned hereby conveys, 
        
        transfers and assigns to ______________________ all right, title 
        
        and interest in all moneys due or that may become due from 
        
        ____________________________ upon the annexed statement of 
        
        account.

                The undersigned warrants (1) that no payment on the 
        
        annexed account has been made to the undersigned, by 
        
        ________________________; (2) that the amount set forth in the 
        
        annexed account is due and owing from ________________; and (3) 
        
        that ___________________ is not entitled to claim an offset, 
        
        defense or counterclaim and that no valid deduction may be made 
        
        by __________________ other than that which is set out in the 
        
        annexed account, if any.

                Signed under seal this _____ day of __________,
        19__.



            ___________________________     _________________________
            Witness



                                                        Form 209

      

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