"The acquisition of SIL should provide additional strategic capabilities to SpaceDev," said Jim Benson, SpaceDev Chairman and CEO. "It brings us another step closer to one of our long-term goals, which is to become a worldwide, integrated provider of affordable, reliable space access from mission inception through completion."

SIL, with 40 employees, is a space engineering company that specializes in the design and manufacture of satellite subsystems and small satellites, which generally have payloads of 50 to 300 kilograms. These satellites are often used for communications purposes, such as those in the constellations on Motorola's Iridium project.

According to unaudited company records for the year ended December 31, 1997, SIL recorded sales of approximately 1.35 million U.K. pounds. Based on current exchange rates, this would be approximately $2.2 million.

"SIL has great growth potential in the rapidly burgeoning small satellite arena." Benson added. "Furthermore, with completion of this acquisition, SpaceDev capabilities will include space engineering services, spacecraft systems and sub systems, and with our space missions division, the potential for flying profitable space missions of all types."

SIL will become a wholly owned subsidiary of SpaceDev. Specific terms of the deal were not disclosed pending completion of the acquisition.

SIL (www.sil.com) was formed in 1996 through the management buy out of the former Satellites International Limited.

"Our engineers evaluated the scope and quality of SIL products and were quite pleased. We are especially interested in SIL's deep space X-band transceiver capabilities, one of many SIL subsystems applicable to our Near Earth Asteroid Prospector (NEAP), many government missions and other possible SpaceDev deep space missions.

"SpaceDev now has the ability to design missions, small satellites and spacecraft, to build and test satellites and spacecraft, to perform launch vehicle integration and to build and operate ground control stations. The only missing piece is our own launch vehicle capability," said Benson.

SpaceDev, the world's first commercial space exploration company, intends to launch the first private spacecraft to assess and to land on another planetary body. SpaceDev is selling rides for scientific instruments to governments and companies to transport their instruments and experiments through deep space to a near earth asteroid. SpaceDev intends to sell the scientific data acquired by its instruments as commercial products. Colorado-based SpaceDev has offices in San Diego, CA and Washington, D.C.

Except for historical financial information contained herein, the matters set forth in this release are forward-looking statements that are dependent on certain risks and uncertainties including but not limited to such factors as market demand, pricing, and changes in worldwide economic conditions.