Arizona Aircraft Spares, Inc. Signs Binding Letter of Intent.

TUCSON, Ariz. -- Arizona Aircraft Spares, Inc. ("AZAA" or the "Company") (OTCBB:AZAA) (the "Company") today announced that it has signed a Binding Letter of Intent to acquire certain assets and liabilities of 1CellNet, LLC through a Purchase Agreement.

1CellNet is a privately-held company with corporate offices in Australia. The Purchase Agreement will significantly enhance the balance sheet of AZAA.

1CellNet was established to provide new, innovative products and discount wireless cellular phone services throughout the world. The products and services of 1CellNet provided the platform that has made it one of the fastest growing telecommunication multi-level marketing companies in the world.

Vito Peppitoni, President and CEO of AZAA, stated, "I believe the purchase of 1CellNet assets and book of business will immediately benefit AZAA's overall operations and will accelerate our company's five-year sales projections (previously established at $50 million in the fifth year) in less than half the time. Combining our joint markets, telecommunications and military business should significantly increase AZAA's total five year forecasts."

Mr. John Bohringer, 1CellNet's spokesperson stated "Consummation of this transaction is expected to result in a restructuring of revenue producing assets into AZAA which is a company that can capitalize on the U.S. markets. With the opportunities expected from this reorganization, AZAA should expect to be able to increase upon 1CellNet's revenues projections estimated to exceed $70 million in fiscal year 2005 and future income growth projections of $338 million US with over $118 million US in pre-tax profits by year 2009 combined with the decrease in liabilities. AZAA through this acquisition will have the infrastructure to increase 1CellNet's multi-level marketing sales force from the current 120,000 sales affiliates to over 300,000 in fiscal year 2005. Future plans for AZAA will include closing on a number of targeted acquisitions throughout the year."

Upon execution of the Purchase Agreement the company will change its name to Cell Wireless Corporation and Mr. John Bohringer has been selected to become the Chief Executive Officer and President of Cell Wireless Corporation.

Mr. John Bohringer further stated, "We expect that AZAA's past experience in US government contracting will enable us to begin bidding on telecommunication contracts with the defense department, Homeland Security and many of the U.S.'s largest military prime contractors."

AZAA is a leading military spare parts manufacturer. AZAA focuses on manufacturing state of the art military aircraft parts and ground support systems for the United States Government, specifically the Air Force, Army and Navy, as well as large US prime contractors such as Boeing (NYSE:BA) and Northrop Grumman (NYSW:NOC). For more information, please visit AZAA's Web site at www.arizonaaircraftspares.com.

Safe Harbor Statement

Note: Certain statements in this news release may contain "forward-looking" information within the meaning of Rule 175 under the Securities Act of 1933 and Rule 3b-6 under the Securities Act of 1934 and are subject to the safe harbor created by those rules. All statements, other than statements of fact, included in this release may include forward-looking statements that involve risks and uncertainties. There can be no assurance that such statements will be accurate and actual results and future events could differ materially from those anticipated in such statements. AZAA undertakes no obligation to update forward-looking statements to reflect subsequently occurring events or circumstances or to reflect unanticipated events or developments.