Sattel Global Networks Inc.
                                 (the "Company")
                          DIRECTORS' CONSENT RESOLUTION
                          -----------------------------

The  following  actions  were  taken  by  the  written  consent  of the Board of
Directors  of Sattel Global Networks, Inc. ( the "Company") without a meeting as
of  October  23,  2000.

WHEREAS,  the existing Board of Directors hereby appoints Wayne K. Goettsche and
J  Edgar Benavente (subject to receiving the written Consent to Act as Director)
as  additional  directors  and  the  following individuals to represent the full
Board  of  Directors.

          George      Weischadle
          Stanley     Cohen
          Werner  F.  Grieder
          Wayne  K.   Goettsche
          J  Edgar    Benavente

WHEREAS,  the  existing  Board of Directors hereby appoints George Weischadle to
become  President, Stanley Cohen to become Vice President, Darrell Cho to become
Secretary  and  Werner  F  Grieder  to  become  Treasurer  of  the  Company.

NOW,  THEREFORE,  BE  IT RESOLVED that the following individuals be appointed to
serve  on  the  Board  of  Directors.

          Wayne  K.  Goettsche
          J  Edgar   Benavente

AND  BE  IT  FURTHER RESOLVED that the following individuals be accepted to fill
the  positions  as  officers  of  the  Company  until  the  next General Meeting

          President          George   Weischadle
          Vice  President    Stanley  Cohen
          Secretary          Darrel   Cho
          Treasurer          Werner  F.  Grieder

AND  BE  IT  FURTHER  RESOLVED that the Secretary of the Company be appointed in
connection  with  the  re-organization  of  Sattel  Global  Networks,  Inc. upon
instructions  of  the  Board  of  Directors.



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The undersigned, being the board pf Directors of Sattel Global Networks, Inc., a
Colorado  Corporation,  do hereby consent to and adopt the foregoing resolutions
and  waive  the  requirement  that  a  meeting  be  held  to effectuate the same



/s/______________________________
   Stanley  Cohen

/s/______________________________
   George  Weischadle

/s/______________________________
   Werner  F  Grieder