Arizona Aircraft Spares, Inc. is Restructuring and Repositioning the Company for the Benefit of Shareholders.

TUCSON, Ariz. -- Arizona Aircraft Spares, Inc. ("AZAA" or the "Company") (OTCBB:AZAA) (the "Company") today announced that it has taken steps to ensure that AZAA's current shareholders will have an opportunity to maintain and increase their value through a completed Asset Purchase with 1CellNet, L.L.C. AZAA will change its name to Cell Wireless Corporation.

AZAA's Board of Directors in a joint communication stated, "Our quarterly results reflect an inherent problem in AZAA's ability to produce quarterly performance numbers that are a true representation of the company's manufacturing capabilities, our dynamic markets and our future profitability."

The Board of Directors further explained that AZAA's current total dependence on military contracts has severely hampered AZAA's ability to produce and report acceptable numbers due to the length of time in bidding and being awarded contracts, producing first articles (prototype construction), receiving government approval, then manufacturing the parts and finally collecting accounts receivables. This lengthy process has put an enormous amount of pressure on AZAA's capital resources, cash flow and production schedules.

Therefore, AZAA has taken aggressive steps to complete an acquisition of certain assets of 1CellNet, L.L.C. whose assets are greater than $5 million with more than $1.9 million in accounts receivable reflecting a 400% increase in Arizona's actual gross revenues over the last nine months and will replace the need to report AZAA's quarterly losses.

Management is planning a dividend spin-out of Arizona Aircraft Spares, Inc. in the near future. This spin out will produce a new name and trading symbol for Arizona Aircraft Spares, Inc. The new company will focus on diversifying revenues equally between government and commercial aerospace contracts. The future spin out of Arizona Aircraft Spares, Inc. will also enable the company to restructure its management and product line which will provide a more balanced blend of revenues.

During the period that the spin out is being effectuated, the company's management will be recruiting a new blend of management in order to foster growth both in government and commercial aerospace contracts. The new management team and Arizona Aircraft Spares, Inc.'s focus on diversified markets is expected to enable the new Arizona Aircraft Spares public company to avoid future reporting cycle problems. Management expects that the current AZAA shareholders will receive pro rata 40% of the newly spun out company.

AZAA has taken under consideration a decision to call for the physical exchange of AZAA's shares for the new share certificates of Cell Wireless Corporation. The share exchange consideration was taken under advisement and is to ensure the correct distribution of 40% of the shares pro rata to the current shareholders of record for the spun off public company.

AZAA will be filing its 8-K on Tuesday, November 16, 2004 and further announcements regarding the structure of the total transaction will be forthcoming.

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.