SpaceDev announced today it signed a

letter of intent to acquire 100% of Space Innovations Limited (SIL) of

Newbury, England. SIL is a space engineering company specializing in

low-cost, high-quality products for space flight.

"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.

SpaceDev Corp