INTELLECTUAL PROPERTY ASSIGNMENT

Exhibit 10.10

                        INTELLECTUAL PROPERTY ASSIGNMENT

      INTELLECTUAL PROPERTY ASSIGNMENT made as of the 29th day of December,
2005, by Star Number, Inc., a Delaware corporation with its principal place of
business at 10803 Parkridge Boulevard, Suite 100, Reston, Virginia 20191 (the
"Assignor"), to TelePlus Wireless, Corp., a Nevada corporation with its
principal place of business at 7575 TransCanada, Suite 305, St-Laurent, Quebec,
H4T 1V6 (the "Assignee").

                                 R E C I T A L S

      The Assignee and the Assignor are parties to an Asset Purchase Agreement
of even date herewith (the "Purchase Agreement"), pursuant to which the Assignor
has agreed to sell to the Assignee and the Assignee has agreed to buy from the
Assignor the Purchased Assets (as defined in the Purchase Agreement), including
without limitation the trademarks of the Assignor. Pursuant to the Purchase
Agreement, the Assignor has agreed to execute such instruments as the Assignee
may reasonably request in order more effectively to sell, convey, assign,
transfer, deliver, assure and confirm to the Assignee and its successors and
assigns, or to aid and assist in the collection of or reducing to possession by
the Assignee of, all of such Purchased Assets.