EXHIBIT 4.16
                                 PROMISSORY NOTE



$1,000.00                                                 Date:  August 22, 2002

For value received, the undersigned  Mariculture Systems, Inc. (the "Borrower"),
at Suite  102,  51 West  Dayton  Street,  P.O.  Box  1746,  Edmonds,  Washington
98020-1746,  promises  to  pay to the  order  of  Elaine  Louise  Meilahn,  (the
"Lender"), at 7219 196th Street SW, #C-3, Lynnwood,  Washington 98036-4402,  (or
at such other  place as the  Lender may  designate  in  writing)  the sum of One
Thousand dollars ($1,000.00) with interest  calculated  separately on the unpaid
principal  of the loan  beginning  from the  date of  inception,  at the rate of
10.00% per annum.

The  individual  loan(s)  and  date(s) of  inception  made to the  Borrower  are
itemized as follows: $1,000.00 on 08/22/02.

The unpaid principal and accrued interest shall be payable in full on any future
date on which the Lender demands repayment (the "Due Date").

All payments on this Note shall be applied first in payment of accrued  interest
and any remainder in payment of principal.

The Borrower  reserves the right to prepay this Note (in whole or in part) prior
to the Due Date with no prepayment penalty.

If any payment  obligation  under this Note is not paid when due,  the  Borrower
promises to pay all costs of  collection,  including  reasonable  attorney fees,
whether or not a lawsuit is commenced as part of the collection process.

If any  one or  more  of the  provisions  of  this  Note  are  determined  to be
unenforceable,  in whole or in part,  for any reason,  the remaining  provisions
shall remain fully operative.

All payments of  principal  and interest on this Note shall be paid in the legal
currency of the United  States.  The Borrower  waives  presentment  for payment,
protest, and notice of protest and nonpayment of this Note.

No renewal or extension of this Note, delay in enforcing any right of the Lender
under this Note, or assignment by Lender of this Note shall affect the liability
or the obligations of the Borrower. All rights of the Lender under this Note are
cumulative and may be exercised concurrently or consecutively at the Lender's
option.

This  Note  shall be  construed  in  accordance  with  the laws of the  State of
Washington.

Signed this 22nd day of August, 2002, at Edmond, WA 98020

Borrower:
Mariculture Systems, Inc.

         /s/ David E. Meilahn
By: ___________________________________________________
      President