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                  HIENERGY TECHNOLOGIES RESTRUCTURES MANAGEMENT

IRVINE,  California,  February 20, 2006 - HiEnergy  Technologies,  Inc.  (OTCBB:
HIET),  the  homeland  security  industry  leader  in  neutron-based  diagnostic
technology,  announced today that it has  restructured  its management team in a
bid to enhance  its  operations,  improve  cost  efficiencies  and  advance  its
transition from a research and development company to a commercial manufacturing
and sales organization.

As part of the  restructuring,  HiEnergy's Board suspended Dr. Bogdan C. Maglich
from his  duties as  Chairman  and from his  other  executive  capacities  until
further  notice  or such  time the  Board  decides  on a  'course  of  action it
considers  appropriate  in the  interests  of the  company'.  Dr.  Maglich  will
continue to serve as a Director on the Board.

HiEnergy's  Board also  appointed  William A. Nitze as its Interim  Chairman and
Peter J. Le Beau as its Vice  Chairman.  Both Mr.  Nitze  and Mr.  Le Beau  have
served as Directors of HiEnergy  since  August  2004.  The  positions of Interim
Chairman and Vice Chairman are considered  non-executive positions and Mr. Nitze
and Mr. Le Beau shall not receive  any  additional  compensation  for serving in
these roles.

HiEnergy's Board also announced the election of Roger W.A. Spillmann to serve as
HiEnergy's new Chief Executive Officer and the appointments of Mr. Spillmann and
Col. William J. Lacey, Jr. as Directors to fill open seats on the Board.

"These  actions,  which have been taken by the Board with the  interests  of the
shareholders  in mind, are deemed  necessary to transform the company so that it
may  better  govern  the  greater  complexities  and  issues  that come with the
transition to a commercial  manufacturing and sales  organization," said Interim
Chairman  William  Nitze.  "As it enters this new stage,  it is  essential  that
HiEnergy  be poised to  aggressively  develop new  markets  and  channels  while
addressing  cost  reduction  issues,  and  better  leverage  each team  member's
strengths to support its growth.  Our new CEO will oversee the reorganization of
the company's operations with the confidence of the Board."



Roger  Spillmann  joined  HiEnergy  Technologies  in 2004 as Vice  President and
Corporate   Secretary  to  help  administer   corporate   governance,   contract
management, regulatory compliance, and shareholder relations. In September 2005,
he was appointed Senior Vice President and expanded his role to include business
development and capital strategy.  He was recently elected by the Board to serve
as President and Chief Operating Officer.

Colonel William J. Lacey, Jr., U.S. Army (ret.), has thirty years of progressive
and  diversified  responsibility  in  Department  of Defense  (DoD)  management,
including  senior  executive  level  DoD and  congressional  relations,  program
management,   test   design  and   analysis,   and   program   development   and
administration.  Fifteen of those  years,  included  direct  involvement  in the
research  and  development,  test  and  evaluation  of  major  weapons  systems,
including the successful M1 Tank program. Col. Lacey also served as the Military
Assistant  for Major  Weapons  Systems  to the  Director,  Operational  Test and
Evaluation,  working  closely  within the Office of the Secretary of Defense and
congressional  staff to win support in Congress for weapons programs.  Mr. Lacey
also served as the U.S.  Army's  coordinator of all Operational  Testing,  Force
Development Testing and Joint Testing which involved developing, programming and
defending the Army's entire  operational  testing  budget and managed the Army's
Development and Acquisition of Threat Simulators (ADATS) Program.  Col. Lacey is
also a highly successful business development executive with broad experience in
government  and  commercial  sector  programs  as well as new,  high  technology
product market development and marketing.

Col.  Lacey also has a  distinguished  service to his country,  having served in
combat as a Special Forces Officer.  Col. Lacey was the manager of operations of
a 17,000 man unit,  the 3rd  Infantry  Division  in Germany  during the  Vietnam
conflict  and he was awarded two Silver  Stars for valor,  four Bronze Stars for
valor and service and two Purple  Hearts for wounds  sustained  while in combat.
Col. Lacey was also awarded the Legion of Merit.

Following  the  changes  and  additions  to the  Board  of  Directors,  HiEnergy
currently  has  seven  members  of the  Board of  Directors,  who  are:  Harb S.
Al-Zuhair,  David R. Baker,  Peter J. Le Beau,  William J. Lacey, Jr., Bogdan C.
Maglich,  William A. Nitze and Roger W.A. Spillmann. One of the vacancies filled
was in  replacement of Mr. Ivan Obolensky who resigned as a director on February
9, 2006.

ABOUT HIENERGY TECHNOLOGIES, INC. (www.hienergyinc.com)

HiEnergy Technologies, Inc. is the creator of the world's first "stoichiometric"
diagnostic  devices that can effectively  decipher  chemical formulas of unknown
substances  through metal or other barriers,  almost instantly and without human
intervention.   HiEnergy's  products  incorporate  a  proprietary  interrogation
process which activates a selected target with neutrons  causing the contents to
emit back gamma rays that  contain  unique  signatures  from which the  chemical
formulas are derived.  HiEnergy  believes its Atometry(TM)  technology  compares
with  other  detection   technologies  like  color  photography   compares  with
black-and-white photography.  HiEnergy's first commercial Atometer(TM) detector,
the  SIEGMA(TM)  3E3,  is unique in that it can  detect and  confirm  whether an
object or container  carries a select group of dangerous or illicit  substances,
such as explosives,  biological  agents, or illicit drugs, with a probability of
detection  equal to  approximately  97.75%,  and  "false  negative"  and  "false
positive" rates of nearly 2.25%.



HiEnergy   is   focused  on  the   commercialization   of  the   world's   first
"stoichiometric"  explosive diagnostic devices, including the CarBomb Finder(TM)
3C4, a vehicle-borne  system, for the detection and identification of car bombs,
and the SIEGMA(TM) 3E3, a portable  suitcase-borne  system for the detection and
identification of home-made bombs, also known as Improvised Explosive Devices or
IEDs. The Company is marketing its devices to governmental  and private entities
and is  negotiating  licenses  for  distribution  of its  devices  with  various
industry  partners.  The Company  also  continues  to focus on the  research and
development of additional  applications  of its  technologies  and their further
exploitation,  both  internally  and through  collaboration  with third parties.
HiEnergy is currently developing prototypes in programs with the U.S. Department
of Defense and the Department of Homeland Security for other related uses of its
core  technology.  Recently,  it entered into a funded  cooperative  development
agreement with the U.S.  Transportation Security Administration (TSA) to produce
a proof of concept which incorporates the Company's  SuperSenzor(TM)  technology
into a baggage screening system. The Company's "stoichiometric" technologies, or
Atometry(TM),  have been  incorporated  into additional  prototype  applications
which,  if the  Company is able to raise the funds  necessary  to  commercialize
them,  will be the next products it attempts to launch:  an in-ground  explosive
screening system,  the CarBomb  Finder(TM) 3C5, the STARRAY(TM),  an all-terrain
robot-borne IED detector; an anti-tank landmine detector; an unexploded ordnance
detector,  which  is  also  useful  to  detect  IEDs;  and  a  device  called  a
"Refractorymeter,"  which can detect  fissures or erosions in the ceramic lining
of oil cracking tanks.

FORWARD-LOOKING STATEMENTS

Any statements made in this press release which are not historical facts contain
certain  forward-looking  statements;  as such term is  defined  in the  Private
Litigation Reform Act of 1995, concerning potential  developments  affecting the
business,  prospects,  financial  condition  and other aspects of the Company to
which this release pertains.  The actual results of the specific items described
in this release, and the Company's operations  generally,  may differ materially
from  what  is  projected  in such  forward-looking  statements.  Although  such
statements  are based upon the best judgments of management of the company as of
the date of this release,  significant deviations in magnitude, timing and other
factors may result from  business  risks and  uncertainties  including,  without
limitation,  the  company's  dependence  on third  parties,  general  market and
economic  conditions,  technical  factors,  the availability of outside capital,
receipt of revenues and other  factors,  many of which are beyond the control of
the Company.