MINUTES OF THE BOARD MEETING

OF

SPACE ENVIRONMENT CORPORATION

November 9, 2002

The board meeting of Space Environment Corporation was held in the Conference Room at the Space Environment Corporation Main Office at 221 N. Spring Creek Parkway, Suite A, Providence, Utah, on November 9, 2002.

Present: J. V. Eccles, R. W. Schunk, J. J. Sojka, V.B. Wickwar, W. J. Raitt.

Meeting was called to order at 9:37am by Chairman Raitt.

Election of Officers of the Company

J. J. Sojka nominated the following for the officers of the company:

R. W. Schunk President

V.B. Wickwar Vice-President

J. V. Eccles Company Secretary

J. J. Sojka Treasurer

R. W. Schunk seconded the nominations. The above were elected unanimously.

Chairman Raitt noted how well the company is being run. He acknowledged Space Environment Corporation's contract success and excellent management under R. W. Schunk's tenure as Company President and the dedicated support of his co-workers.

Election of Officers of the Board of Directors

R. W. Schunk nominated W. J. Raitt as Chairman of the Board and J. V. Eccles as Secretary to the Board. J. J. Sojka seconded the nominations. They were elected unanimously. The officers are as follows:

W. J. Raitt Chairman of the Board

J. V. Eccles Secretary to the Board

Additional Discussion

W. J. Raitt submitted a letter to inform the President of Space Environment Corporation that he, W. J. Raitt, has inherited M.B. Raitt's shares.

J. J. Sojka moved and J. V. Eccles seconded to adjourn the meeting at 9:50am.

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J. Vincent Eccles, Secretary