JOINT MARKETING AGREEMENT

                                 EXHIBIT 10.147

                            JOINT MARKETING AGREEMENT

      This Agreement, made and entered into as of this 15th day of January,
2006, by and between Laseroptronix AB, a foreign corporation ("Laseroptronix"),
whose principal address is Enhagsslingan 23, 187 34 Taby, Sweden; and HiEnergy
Technologies, Inc., a Delaware corporation ("HiEnergy"), whose principal address
is 1601B Alton Parkway, Irvine, California 92606.

      WHEREAS, Laseroptronix designs, manufactures and markets the products
listed in Exhibit A, and related software, documentation, and key services;

      WHEREAS, HiEnergy has developed, manufactures and markets the products
listed in Exhibit A, and related software, documentation and key services; and

      WHEREAS, Laseroptronix and HiEnergy desire to jointly market a proposed
product offering consisting of a combination of Laseroptronix and HiEnergy
products for sales to prospective customers in the United States and in Sweden
and have decided that it is in their mutual and respective best interests to
enter into a program intended to promote sales under this Agreement.

      NOW THEREFORE, in consideration of the mutual covenants contained herein
Laseroptronix and HiEnergy enter into this Agreement in order to provide for the
initial phase of joint marketing activities for the proposed joint product
offering.

1. Definitions. As used herein, the following words or phrases have the
following meanings:

1.1 "Laseroptronix Products" shall mean those specified in Exhibit A and related
software, documentation, and key services.

1.2 "Laseroptronix Property" means any and all Intellectual Property owned by
Laseroptronix as of the Effective Date or developed thereafter solely by or on
behalf of Laseroptronix, and expressly excludes any HiEnergy Property.

1.3 "Effective Date" means January 14, 2006.

1.4 "Hereof," "herein, and "hereunder" when used in this Agreement shall refer
to the Agreement as a whole, unless the context otherwise requires.

1.5 "HiEnergy Products" shall mean those specified in Exhibit A and related
software, documentation, and key services;

1.6 "HiEnergy Property" means any and all Intellectual Property owned by
HiEnergy as of the Effective Date or developed thereafter solely by or on behalf
of HiEnergy, and expressly excludes any Laseroptronix Property.


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1.7 "Intellectual Property" means any and all inventions, improvements,
enhancements, methods, designs, know-how, trade secrets, software, hardware,
circuits, products, documentation, mask works, layouts, ornamental designs,
trademarks, service marks, trade dress, company names, brand names, logos, and
fictitious names, together with any and all worldwide vested and/or inchoate
rights in and to any or all of the foregoing under any issued, pending and/or
later filed applications for patent or copyright registration, trademark and/or
service mark registration, utility models and/or any other form of protection of
various forms of intellectual and/or industrial property recognized anywhere in
the world including any and all rights of domestic and/or foreign priority, the
right to sue and recover damages for infringements including, without
limitation, any past infringements.

1.8 "Product" or "Products" shall mean any combination of the Laseroptronix and
HiEnergy Products, developed in accordance with this Agreement.

1.9 "Project" means a mutual effort by the parties to promote, sell, deliver,
and support a combination of the Laseroptronix Product and the HiEnergy Product,
and/or improvement to any Product and/or components thereof, whether hardware,
software, electronic, mechanical or otherwise.

1.10 "Proprietary Information" means proprietary rights in, and to, all computer
programs, source code, algorithms, software routines, microcode and other
similar data pertaining to Laseroptronix Products, the HiEnergy Products, or the
Product, as the case may be.

1.11 "Specifications" means the criteria for and description of the Product set
forth on Exhibit A hereto.

1.12 "Term" means the period from the Effective Date through the Termination
Date.

1.13 "Termination Date" means any date upon which this Agreement shall terminate
in accordance with the terms hereof, or one (1) year from the Effective Date,
whichever is earlier.

2. Scope of Agreement

2.1 Laseroptronix shall:

      2.1.1 Provide exclusive license for resale of Laseroptronix Product in the
            United States to HiEnergy under mutually acceptable terms;
      2.1.2 Give reasonable cooperation to the Project and HiEnergy in terms of
            advertising, media and press relations, trade expositions and shows,
            and dealer and distributor support;
      2.1.3 Make management, marketing and technical personnel available to
            assist the Project and HiEnergy to resolve issues and achieve joint
            and respective sales goals;
      2.1.4 Provide training, technical data and product documentation to the
            Project and HiEnergy, where training, technical data and product
            documentation is reasonably required to achieve joint and respective
            sales goals, but such provision shall be under mutually acceptable
            terms;
      2.1.5 Make available after-sale support to the Project and HiEnergy
            including maintenance, software support and spare parts, technical
            data and product documentation, under mutually acceptable terms; and


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      2.1.6 Perform design enhancements, modifications, or improvements of
            Laseroptronix Product when required by the Project in the joint
            determination of the parties, under mutually acceptable terms.

2.2 HiEnergy shall:

      2.2.1 Provide exclusive license for resale of HiEnergy Product in Sweden
            to Laseroptronix under mutually acceptable terms;
      2.2.2 Give reasonable cooperation to the Project and Laseroptronix in
            terms of advertising, media and press relations, trade expositions
            and shows, and dealer and distributor support;
      2.2.3 Make management, marketing and technical personnel available to
            assist the Project and Laseroptronix to resolve issues and achieve
            joint and respective sales goals;
      2.2.4 Provide training, technical data and product documentation to the
            Project and Laseroptronix, where training, technical data and
            product documentation is reasonably required to achieve joint and
            respective sales goals, but such provision shall be under mutually
            acceptable terms;
      2.2.5 Make available after-sale support to the Project and Laseroptronix
            including maintenance, software support and spare parts, technical
            data and product documentation, under mutually acceptable terms;

      2.2.6 Perform design enhancements, modifications, or improvements of
            HiEnergy Product when required by the Project in the joint
            determination of the parties, under mutually acceptable terms.

3. Pricing and Terms of Sales. The parties agree to negotiate in good faith and
to reach agreement on the following matters within 15 days after the Effective
Date: the initial List Prices for the Product, the discounts that will be
available to the various sales channels, the other terms and conditions of the
sales of the Product to third parties, and the terms, conditions and pricing
under which Laseroptronix will act as reseller of the HiEnergy Product and
HiEnergy will act as a reseller of the Laseroptronix. HiEnergy and Laseroptronix
agree to cooperate in the future to establish different List Prices and
discounts as needed to address cost changes or market conditions.

4 Restrictions on Product Use, Trademarks, Trade Names and Publicity. All use by
a party of the other's product is restricted as follows:

4.1 Either party is strictly prohibited from reverse engineering, reverse
compilation, or reverse assembly of the other's product;

4.2 Either party is strictly prohibited from making a copy or copies of the
other's product;

4.3 Either party is strictly prohibited from sublicensing or otherwise
transferring the other's product;

4.4. Either party shall not use the trademarks or trade names of the other; and

4.5 Either party shall not publicize this Agreement without the consent of the
other party.


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5 Compliance With Laws and Business Practices.

5.1 It is expressly understood and agreed that this Agreement, and any exports,
sales, transfers, or any other disposition of Laseroptronix Products or HiEnergy
Products, to the extent incorporated in the Product, are subject to the laws and
regulations of Sweden and the United States, respectively. Specifically,
contracts and orders placed for the Product may require advance Government
Export approval or licensing, and, therefore all such contracts and orders are
subject to the receipt of any necessary approvals and licenses. The parties
hereto agree to solicit orders from each, and the manufacturer agrees to process
and ship orders, in accordance with all applicable laws and regulations. During
the term of this Agreement, and thereafter, any Products purchased by or
provided by the parties to the other hereunder, including any technical data or
documentation pertaining thereto, shall not be sold, leased, released, assigned,
transferred, conveyed or in any manner disposed of, either directly or
indirectly, in any manner that violates applicable laws.

5.2 Laseroptronix and HiEnergy agree to comply in all respects with the U.S.
Foreign Corrupt Practices Act of 1977 (FCPA), as amended, which provides
generally that: under no circumstances will foreign officials, representatives,
political parties or holders of public offices be offered, promised or paid any
money, remuneration, things of value, or provided any other benefit, direct or
indirect, in connection with obtaining or maintaining contracts or orders
hereunder. When representatives or other individuals or organizations associated
with the parties are required to perform any obligations related to or in
connection