ASSET PURCHASE AGREEMENT

by and among

LOCKWOOD SIGN GROUP, INC.

and

LOCKWOOD IDENTITY, INC. and
LOCKROWE, L.L.C.

April 11, 2002

LIST OF SCHEDULES

Schedule 1.1(a)            Tradenames, Trademarks, etc.

Schedule 1.1(c)            Domain Names

Schedule 1.1(e)            Equipment

Schedule 1.1(i)             Deposits and Prepaid Advertising

Schedule 1.1(j)             Accounts Receivable

Schedule 1.1(l)             Legal Description of the Charlotte Property

Schedule 2.1                Interim Balance Sheet

Schedule 3.1(a)            Leases and Other Contracts

Schedule 3.1(b)            Outstanding Accounts Payable

Schedule 3.1(c)            Sales Orders for Finished Goods

Schedule 8.1                States in which Seller is Qualified

Schedule 8.3                Conflicts of Interest

Schedule 8.4                Good and Marketable Title of Seller

Schedule 8.5                Pending Litigation, Arbitration and Administrative or Regulatory 
                                    Proceedings of Seller

Schedule 8.6                Adverse Changes

Schedule 8.7                Contracts and Commitments

Schedule 8.8                Agreements Related to Intellectual Property, Trademarks, etc

Schedule 8.9                Financial Statements - Exceptions to GAAP

Schedule 8.10              Tax Matters of Seller and Parent

Schedule 8.12              Employee Taxes, etc.

Schedule 8.13              Insurance of Seller      

Schedule 8.15              No Violation of Seller

Schedule 8.16              List of Hazardous Substances, Hazardous Materials and Hazardous
                                    Wastes of Seller

Schedule 8.17              Loss Sustained by Seller

Schedule 8.26              Employee Benefits and ERISA

Schedule 8.28              Customer Deposits

Schedule 12.7(a) Existing Non-Competition Agreements

Schedule 12.7(b)Continuing Employees

ASSET PURCHASE AGREEMENT

                        This ASSET PURCHASE AGREEMENT (hereinafter sometimes referred to as "this Agreement") made this 11^th day of April 2002, by and among Lockwood Sign Group, Inc., a Florida corporation ("Seller"), Lockwood Identity, Inc., a Virginia corporation, and Lockrowe, L.L.C., a Virginia limited liability company (hereinafter referred to together as "Buyer");

W I T N E S S E T H:

                        WHEREAS, Seller wishes to transfer substantially all of its assets and all of the business presently conducted by it (all such business is hereinafter sometimes referred to as the "Acquired Business"), to Buyer in exchange for cash and the assumption by Buyer of certain specified liabilities of Seller as herein provided;

                        WHEREAS, Buyer wishes to acquire such assets and business of Seller all as hereinafter more fully set forth;

                        WHEREAS, SouthTrust Bank, an Alabama banking corporation, holds a valid, perfected security interest in all of the Purchased Assets and has consented to the sale of the Purchased Assets pursuant to this Agreement; and

                        WHEREAS, Display Technologies, Inc. a Nevada corporation ("Parent") owns all of the outstanding capital stock of Seller.

                        NOW, THEREFORE, in consideration of the premises and of the mutual covenants and agreements hereinafter set forth, the parties hereto mutually covenant and agree as follows:

ARTICLE 1 
ASSETS TO BE PURCHASED

                        Section 1.1.            Description of Purchased Assets.  On the terms and subject to the conditions herein expressed, Seller agrees to sell, convey, transfer, assign, set over and deliver to Buyer on the Closing Date, effective as of the Effective Time (as said terms are defined in Section 4.2 hereof) all of the assets, whether tangible or intangible, utilized by or in connection with, or produced by, the Acquired Business and owned by Seller including but not limited to the following specified assets, regardless of where such assets are located:

                        (a)                the exclusive ownership of and right to use all tradenames, trademarks, service marks, trade dress, copyrights and applications therefore used in connection with the

1

Acquired Business or otherwise owned or controlled by Seller, including, without limitation, those described in Schedule 1.1(a) hereto, along with the goodwill of the business associated with each of the foregoing;

                        (b)               all inventions, patents, patent rights, applications for patents, production rights, manufacturing rights, reproduction rights, similar rights, trade secrets, know-how, processes, formulae, licenses and designs;

                        (c)                all right, title and interest in the marks and domain names set forth on Schedule 1.1(c) hereto, as well as all right, title and interest, including copyright rights, in the Work or any portion thereof (as hereinafter defined), including the rights to use and/or sell for profit, distribute to third parties, display, perform, digitally transmit, create derivative works from, disassemble, reverse engineer, otherwise claim any ownership rights in or rightful title to the "look and feel" of the Work.  For purposes of this Agreement, "Work" is defined as all documents, images, things, work product and works of authorship (all of which may be either electronic or hard copy) that are created by or for Seller, or in which Seller owns a transferable interest, including, without limitation, all website pages and in any software programs, scripts, graphics, animations, controls, user interfaces, database schemes or other tangible or intangible "products" or "information" developed by either Seller or any agent, employee or independent contractor of Seller for purposes related to or used in connection with the Acquired Business ;

                        (d)               all current inventories of raw materials, supplies, purchased parts to be incorporated in finished products, work-in-process and finished products (the "Inventory");

                        (e)                all tooling, molds, machinery, vehicles, tangible personal property,  equipment and computer hardware, including, without limitation, those described in Schedule 1.1(e)hereto (the "Equipment");

                        (f)                 all books and records of Seller, including, without limitation, all purchasing accounting, sales, export, import, manufacturing, marketing, shipping, agent and distributor records, all marketing studies, customer lists, customer files, art work, supplier files, sales agent and manufacturers' representatives files, credit files, credit data, appraisals, valuations, and consulting studies and all other records and reports relating to the assets purchased and the liabilities assumed by Buyer, all printed and other advertising, sales and promotional materials, and catalogues and supplies, all general ledgers, books of accounts, financial statements and banking records, and all computer programs, computer software, computer manuals, flowcharts, printouts, data files, program documentation and all other related materials of Seller and all copies of each thereof in whatever form each of the foregoing may exist, including computer files and related documentation; provided that Seller may retain a copy of all tax returns and tax records;

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