RESOLUTION IN LIEU OF STOCKHOLDERS MEETING



     THE UNDERSIGNED, being the sole Stockholder of ISES CORPORATION, an Iowa

Corporation,  in  lieu  of  a Stockholders meeting,  hereby  consent  to  the

following resolutions:



          RESOLVED,  that  the Corporation enter into an  Agreement  and
     Plan  of Merger with White Rock Enterprises, Inc. (A copy of  which
     is  attached)  with White Rock Enterprises, Inc. remaining  as  the
     surviving corporation, and be it

          FURTHER  RESOLVED,  that the Corporation officers  are  hereby
     authorized to execute any and all documents necessary to accomplish
     the merger.


DATED: February 10, 2000

                                   /s/ Rick Grewell
                                   _________________________________
                                   RICK GREWELL

                                   /s/ Palma Grewell
                                   _________________________________
                                   PALMA GREWELL