APPROVAL OF EXHIBITS AND ASSET REHABILITATION AGREEMENT Reference is hereby made to that Stock Purchase Agreement entered in to effective the 21st day of May, 1998 by and among tamiya Watanabe, Rabex USA Holdings, Inc., a Colorado corporation, Kaoru...

               APPROVAL OF EXHIBITS AND ASSET REHABILITATION AGREEMENT

     Reference is hereby made to that Stock Purchase Agreement entered in to
effective the 21st day of May, 1998 by and among tamiya Watanabe, Rabex USA
Holdings, Inc., a Colorado corporation, Xxxxx Xxxxx, Xxxxx Fujiwara, and
Xxxxxxxxx Takahashi (collectively, the "Seller Affiliates" and Satellite
Investment Group, LLC, a Colorado limited liability company ("Purchaser").

     The Seller Affiliates and the Purchaser, acting through their respective
attorneys, hereby approve the attached Secured Note, Pledge Agreement,
Unsecured Note, and agree that the same are to be incorporated into the Stock
Purchase Agreement pursuant to Section 5.3 thereof.

     The Seller Affiliates and the Purchaser, acting through their respective
attorneys, hereby approve the attached Asset Rehabilitation Agreement pursuant
to section 8.3 of the Stock Purchase Agreement.


                            ATTORNEYS FOR SELLER AFFILIATES:

                            Xxxxxxxxx, Friedberg, Wilson, & Xxxxxxxxx, P.C.

                               /s/ Xxxxx X. Xxxx
                            By:____________________________________
                               Xxxxx X. Xxxx, Treasurer


                            ATTORNEY FOR PURCHASER:

                            Xxxxxxx and Xxxxx, L.L.C.

                                /s/ Xxxxxxx X. Xxxxxxx
                            By:____________________________________
                               Xxxxxxx X. Xxxxxxx, Member