Contract

by Air Industries Group
January 26th, 2001



                                                                    EXHIBIT 10.2


                              TRADEMARK ASSIGNMENT

         This Trademark Assignment (hereinafter referred to as "Assignment") is
effective as of the 12th day of January, 2001, by and between Heritage Consumer
Products, LLC., a Delaware limited liability company (hereinafter referred to as
"Assignor") having its principal place of business at Brookfield Commons, 246
Federal Road, Suite CL-14, Brookfield, Connecticut 06804, and Health & Nutrition
Systems International, Inc. (hereinafter referred to as "Assignee") having its
principal place of business at 3750 Investment Lane, Suite 5, West Palm Beach,
Florida 33404.

         WHEREAS, Fleet National Bank, as Agent (the "Agent") transferred
certain of the assets of the Assignor in which the Agent claimed a security
interest to Assignee;

         WHEREAS, Assignor has adopted, used, is using, and is the owner of the
trademarks reflected on the trademark registrations and Application for
Trademark Registration listed in Schedule A, attached hereto and incorporated
herein by this reference, and all other rights appurtenant thereto, including,
but not limited to, all common law rights, trade name rights, causes of action,
and the right to recover for past infringement (hereinafter collectively
referred to as ("Trademarks");

         WHEREAS, Assignee is desirous of acquiring all rights, title, and
interest in and to the Trademarks;

         WHEREAS, in connection with the sale by the Agent to the Assignee,
Assignor is willing to execute this Trademark Assignment confirming the
assignment to Assignee all rights, title, and interest in and to the Trademarks;

         NOW, THEREFORE, for good and adequate consideration, the receipt and
sufficiency of which is hereby acknowledged, Assignor hereby assigns and sells
to Assignee all rights, title and interest as Assignor may possess in and to the
Trademarks as set forth in Schedule A and goodwill of the business associated
therewith.

                                         HERITAGE CONSUMER PRODUCTS, LLC
                                         a Delaware limited liability company

                                         Executed as of this 12th
day of January, 2001.

                                         By:    /s/ Ronald N. Kittner
                                                --------------------------------
                                         Name:  Ronald N. Kittner
                                                --------------------------------
                                         Title: President
                                                --------------------------------









                                   SCHEDULE A
Word Mark: ACUTRIM LATE DAY Goods and Services: IC 005, US 018, G&S: APPETITE SUPPRESSANT. FIRST USE: 19860424. FIRST USE IN COMMERCE: 19860424 Mark Drawing Code: (1) TYPED DRAWING Serial Number: 73601100 Filing Date: May 27, 1986 Published for Opposition: September 30, 1986 Registration Number: 1421697 Registration Date: December 23, 1986 Owner (REGISTRANT) CIBA-GEIGY CORPORATION CORPORATION NEW YORK 444 SAW MILL RIVER ROAD ARDSLEY NEW YORK 10502 Assignment Recorded: ASSIGNMENT RECORDED Attorney of Record: JOANN VILLAMIZAR Prior Registrations 1266820 Type of Mark: TRADEMARK Register: PRINCIPAL Affidavit Text: SECT 15. SECT 8 (6-YR) Live/Dead Indicator: LIVE ----------------------------- Word Mark: ACUTRIM COMPLETE Goods and Services: IC 005, US 006 018 044 046 051 052. G&S: Pharmaceutical products, specifically appetite suppressants Mark Drawing Code: (1) TYPED DRAWING Serial Number: 75525378 Filing Date: July 24, 1998 Filed ITU:: FILED AS ITU Published for Opposition: October 10, 2000 Owner (APPLICANT) Heritage Consumer Products, LLC LIMITED LIABILITY COMPANY DELAWARE Breakfield Commons 246 Federal Road, Suite CL-41 Brookfield CONNECTICUT 06804 Attorney of Record: GARY I. YINGLING Disclaimer: NO CLAIM IS MADE TO THE EXCLUSIVE RIGHT TO USE "COMPLETE" APART FROM THE MARK AS SHOWN Type of Mark: TRADEMARK Register: PRINCIPAL Live/Dead Indicator: LIVE -----------------------------
A-1
Word Mark: ACUTRIM Goods and Services: IC 005, US 018, G & S: Appetite Suppressant. FIRST USE: 19821008. FIRST USE IN COMMERCE: 19821008 Mark Drawing Code: (1) TYPED DRAWING Serial Number: 73400290 Filing Date: October 18, 1982 Published for Opposition: November 22, 1983 Registration Number: 1266820 Registration Date: February 14, 1984 Owner (REGISTRANT) Ciba-Geigy Corporation d.b.a. Ciba Consumer Pharmaceuticals CORPORATION NEW YORK 444 Saw Mill River Road Ardsley NEW YORK 10502 Assignment Recorded: ASSIGNMENT RECORDED Type of Mark: TRADEMARK Register: PRINCIPAL Affidavit Text: SECT 15. SECT 8 (6-YR) Live/Dead Indicator: LIVE
A-2