CLOSING DOCUMENT

                                                                  EXHIBIT 2.3

                               CLOSING DOCUMENT


 Pursuant to that certain Agreement and Plan of Merger dated October 22, 2004
 (the "Merger Agreement"), by and among Integrated Performance Systems, Inc.
 ("IPS"), and Best Circuit Boards, Inc. ("BCB") d/b/a Lone Star Circuits
 (collectively referred to as the "Parties"), and as modified pursuant to an
 Addendum executed on an even date herewith, the Parties have come on this
 the 24th day of November, 2004, and have agreed to the closing of the
 transaction.

 In accordance with the terms of the Agreement and Plan of Merger, the
 following agreements and documentation were completed at closing:

      (1)  Issuance of 193,829 shares of Series F Preferred stock of IPS
      (the exact number of shares to be determined in accordance with the
      completion of the Capital Raise as described in the Merger Agreement)
      to the majority shareholder of BCB;

      (2)  Execution of three promissory notes as follows:  (a) A
      $3,000,000.00 note payable to majority shareholder of BCB and
      convertible into the stock of IPS; (b)  A $1,000,000.00 note payable to
      the majority shareholder of BCB and convertible into the stock of IPS;
      and (c) A $200,000.00 note payable to the majority shareholder of BCB
      as satisfaction of advances made from such majority shareholder to IPS
      leading to the close of this transaction;

      (3)  Transfer of certain consideration into escrow pending resolution
      of specified liabilities;

      (4)  All merger documents, including schedules and exhibits, were
      approved;

      (5)  Articles of Merger were prepared for filing with the Texas
      Secretary of State's office;

 All such documents referenced above, including all schedules and exhibits,
 all notes evidencing merger consideration, etc., are hereby incorporated by
 reference as if fully set out herein.

 SIGNED this the 24th day of November, 2004.


 /s/ D. Xxxxxx Xxxxx                     /s/  Xxxx Xxxxxx
 ------------------------------------    -----------------------------------
 Integrated Performance Systems, Inc.    Best Circuit Boards, Inc.
 By:  D. Xxxxxx Xxxxx                    By:  Xxxx Xxxxxx
 Its: President/Chairman                 Its: President/Chairman