EXHIBIT 10.3



                             STOCK OPTION AGREEMENT
                           (NONQUALIFIED STOCK OPTION)


OPTIONEE:               Isaac Yeffet

NUMBER OF SHARES:       1,000,000

OPTION EXERCISE PRICE:  $1.00 per Share

DATE OF GRANT:          July 1, 2002

EXERCISE TERM:          Six Years from the Date of Grant

VESTING  SCHEDULE:      The  option  will  vest as follows over the Exercise
                        Term:

                         Date  of  Grant               500,000  shares

                         Date  following  the  Measurement
                         Period  (as  defined  in  the
                         Consulting  Agreement  (as  defined
                         below))                       500,000  shares


     THIS OPTION AGREEMENT (the "AGREEMENT") is entered into effective as of the
12th  day of July, 2002 by and between HIENERGY TECHNOLOGIES, INC. (formerly SLW
Enterprises  Inc.) (the "Company"), a Washington corporation, and the individual
designated  above  (the  "Optionee").

                                    RECITALS
                                    --------

     WHEREAS,  a  consulting agreement (the "Consulting Agreement") was executed
between  Yeffet Security Consultant, Inc. ("Yeffet"), a corporation solely owned
by  the  Optionee, and HiEnergy Technologies, Inc., a Washington corporation, on
July  12,  2002;  and

     WHEREAS,  through  Yeffet  the  Optionee  has  agreed  to  perform valuable
services  for  the  Company;

Stock Option Agreement, Isaac Yeffet - Page 1
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NOW,  THEREFORE,  the  parties  agree  to  the  terms and conditions as follows:

1.     GRANT OF OPTION.

1.1     Option.  An option to purchase shares of the Company's Common Stock, par
        ------
     value  $0.0001  per share, (the "Shares") is hereby granted to the Optionee
(the  "Option").

1.2     Number  of  Shares.  The number of Shares that the Optionee can purchase
        ------------------
upon  exercise  of  the  Option  is  set  forth  above.

1.3     Option  Exercise Price.  The price the Optionee must pay to exercise the
        ----------------------
Option  (the  "Option  Exercise  Price")  is  set  forth  above.

1.4     Date  of Grant.  The date the Option is granted (the "Date of Grant") is
        --------------
set  forth  above.

1.5     Type  of  Option.  The  Option  is  intended  to be a Nonqualified Stock
        ----------------
Option.  It  is  not intended to qualify as an Incentive Stock Option within the
meaning  of  Section  422  of the Internal Revenue Code of 1986, as amended from
time  to  time,  or  any  successor  provision  thereto.

1.6     Condition.  The  Option  is  conditioned  on the Optionee's execution of
        ---------
this  Agreement.  If  this  Agreement is not executed by the Optionee, it may be
canceled  by  the  Board.

2.     DURATION.

     The  Option  shall  be exercisable to the extent and in the manner provided
herein  during  the  Exercise Term, which is set forth above; provided, however,
that  the Option may be earlier terminated as provided in Section 1.6 or Section
5  hereof  or  in  the  Consulting  Agreement.

3.     VESTING.

     The Option shall vest, and may be exercised, with respect to the Shares, on
or after the dates set forth above, subject to earlier termination of the Option
as  provided  in  Section  1.6  and Section 5 hereof.  The right to purchase the
Shares  as  they become vested shall be cumulative and shall continue during the
Exercise  Term  unless sooner terminated as provided herein or in the Consulting
Agreement.

4.     MANNER OF EXERCISE AND PAYMENT.

4.1     To  exercise  the  Option, the Optionee must deliver a completed copy of
the Option Exercise Form, attached hereto as Exhibit A, to the address indicated
on  such  Form or such other address designated by the Company from time to
time.  Contemporaneously  with  the  delivery  of  the Option Exercise Form, the

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Optionee  shall tender the Option Exercise Price to the Company, by cash, check,
wire  transfer or such other method of payment (e.g., delivery or attestation of
Shares  already  owned)  as may be acceptable to the Company.  The Option may be
exercised  in whole or in part with respect to the vested Shares.  Within thirty
(30)  days  of  delivery  of  the  Option Exercise Form and tender of the Option
Exercise  Price, the Company shall deliver certificates evidencing the Shares to
the  Optionee, duly endorsed for transfer to the Optionee, free and clear of all
liens,  security  interests,  pledges  or  other  claims  or  charges.

4.2     The  Optionee shall not be deemed to be the holder of, or to have any of
the  rights  of  a holder with respect to any Shares subject to the Option until
(i) the Option shall have been exercised pursuant to the terms of this Agreement
and  the Optionee shall have paid the full purchase price for the number of
Shares in respect of which the Option was exercised, (ii) the Company shall have
issued  and  delivered the Shares to the Optionee, and (iii) the Optionee's name
shall  have been entered as a stockholder of record on the books of the Company,
whereupon  the  Optionee  shall have full voting and other ownership rights with
respect  to  such  Shares.

5.     TERMINATION.

5.1     Termination  Due  to  Death.  In  the event of the death of the Optionee
        ---------------------------
during  the Term of the Consulting Agreement, any vested options shall terminate
on  the  expiration  date  otherwise  provided  in  this Agreement.  Under these
circumstances,  the  Option  will  be  exercisable  at  any  time  prior to such
termination  by  the  Optionee's  estate,  or by such person or persons who have
acquired  the  right  to  exercise the Option by bequest or by inheritance or by
reason  of  the  death  of  the Optionee.  Any nonvested options shall terminate
immediately  upon  the  death  of  the  Optionee.

5.2     Termination Due to Disability.  If the Optionee's status as a Consultant
        -----------------------------
is  terminated  at  any time during the Term of the Consulting Agreement by
reason of a disability (within the meaning of Section 22(e)(3) of the Code), any
vested options shall terminate on the expiration date otherwise provided in this
Agreement.  Any  nonvested  options shall terminate immediately upon termination
of  the  Optionee's  status  as  a  Consultant.

5.3     Termination  of  Consulting  Agreement  for  Other  Reasons.  If  the
        -----------------------------------------------------------
Optionee's  status  as a Consultant is terminated at any time after the grant of
the  Option  for  any  reason  other  than  death  or disability, as provided in
Sections  5.1 and 5.2, then any vested options shall terminate on the expiration
date  otherwise  provided  in  this  Agreement.  Any  nonvested  options  shall
terminate  immediately  upon the effective date of termination of the Consulting
Agreement.


6.     TRANSFERABILITY.

     The  Optionee  may  transfer vested options in whole or in part, subject to
the consent of the Company, which shall not be unreasonably withheld, delayed or
conditioned;  provided,  however,  that  the Optionee shall, in the case of each

Stock Option Agreement, Isaac Yeffet - Page 3

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such  transfer,  provide  the  Company  with  an  opinion  of counsel reasonably
acceptable  to  the Company (both as to substance and the competence of counsel)
that  such  transfer  may  be  accomplished  in  accordance  with all applicable
securities  laws.  Any  transferee shall execute a writing in form and substance
satisfactory to the Company and its counsel agreeing to be bound by the terms of
this  Agreement.

7.     RESTRICTIONS  ON  THE  OPTIONS;  RESTRICTIONS  ON  THE  SHARES.

     The  Option,  whether  owned  by the Optionee or his transferee, may not be
exercised  at  any  time  unless, in the opinion of counsel for the Company, the
issuance  and  sale  of  the  Shares  issued  upon  such exercise is exempt from
registration  under  the  Securities  Act  of  1933,  as  amended,  or any other
applicable  federal  or  state securities law, rule or regulation, or the Shares
have been duly registered under such laws.  The Company shall not be required to
register  the  Shares  issuable  upon  the exercise of the Option under any such
laws.  Unless  the  Shares  have  been registered under all applicable laws, the
Optionee  (or  his  transferee, as the case may be) shall represent, warrant and
agree,  as  a condition to the exercise of the Option, that the Shares are being
purchased  for investment only and without a view to any sale or distribution of
such  Shares and that such Shares shall not be transferred or disposed of in any
manner without registration under such laws, unless it is the opinion of counsel
for  the  Company that such a disposition is exempt from such registration.  The
Optionee  (or  his  transferee,  as  the  case  may  be)  acknowledges  that  an
appropriate  legend,  in such form as the Company shall determine, giving notice
of  the  foregoing  restrictions  shall appear conspicuously on all certificates
evidencing  the Shares issued upon the exercise of the Option.  The Company may,
in  its  sole  discretion,  place  a  "Blue  Sky"  legend on the certificates in
accordance  with  U.S.  state  securities  laws  or  as  required  by applicable
securities  laws.


     The  Optionee (or his transferee, as the case may be) also acknowledges and
agrees that, in connection with any public offering of the Company's stock, upon
request  of  the  Company  or  the underwriters managing any underwritten public
offering of the Company's stock and making such request with the approval of the
Company's  Board  of Directors, not to sell, make any short sale of, loan, grant
any  option  for  the  purchase  of,  or  otherwise dispose of any of his Shares
without  the  prior  written consent of the Company or such underwriters, as the
case  may  be,  from  the effective date of such registration for so long as the
Company  or  the  underwriters  may  specify, but in any event not to exceed 180
days.

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8.     NO  RIGHT  TO  CONTINUED  STATUS  AS  CONSULTANT.

     Nothing  in this Agreement shall be interpreted or construed to confer upon
the  Optionee  any  right  with  respect  to continuance as a Consultant for the
Company  or  any Parent or Subsidiary, nor shall this Agreement interfere in any
way  with  the  right  of the Company or a Parent or Subsidiary to terminate the
Optionee's  status  as  a  Consultant  at  any  time.

9.     ADJUSTMENTS  UPON  CERTAIN  EVENTS.

9.1.     Adjustments  Upon  Changes  in Capitalization.  Subject to any required
         ---------------------------------------------
action  by  the  shareholders  of  the  Company,  the  event  of  a  change  in
capitalization,  such  as a stock split or other subdivision or consolidation of
Shares  or  the  payment of any stock dividend consisting of Shares or any other
increase  or  decrease  in  the  number  of  Shares  effected without receipt of
consideration  by  the  Company,  the  Company  shall  make  appropriate  and
proportionate  adjustments  to  the  number  and  class of Shares subject to the
Option  and  the  purchase  price  for such Shares or other stock or securities;
provided, however, that conversion of the Option will not be deemed to have been
"effected  without  receipt of consideration".  Any adjustments as a result
of  a  change  in  the  Company's  capitalization  will  be made by the Board of
Directors, whose determination in that respect is final, binding and conclusive.
Except  as  otherwise  expressly  provided in this Section 9.1, any issue by the
Company  of  shares of stock of any class, or securities convertible into shares
of  stock  of  any  class, shall not affect the number of Shares or the exercise
price  of  the  Shares  subject  to the Option, and no adjustments in the Option
shall  be  made by reason thereof.  The grant of this Option does not in any way
affect the right or power of the Company to make adjustments, reclassifications,
reorganizations  or  changes  of  its  capital  or  business  structure.

9.2.     Liquidation  or  Dissolution.  In  the  event  of  a  liquidation  or
         ----------------------------
dissolution, any unexercised options will terminate. The Board of Directors may,
in  its  discretion,  provide  that the Optionee (or his transferee, as the
case  may be) will have the right to exercise the Optionee's Option as to all of
the  optioned stock prior to the consummation of the liquidation or dissolution.

9.3.     Change  of  Control,  Merger, Sale of Assets, Etc.  In the event of the
         -------------------------------------------------
sale  or other transfer of the outstanding shares of stock of the Company in one
transaction or a series of related transactions or a merger or reorganization of
the Company with or into any other corporation, where immediately following
the  transaction, those persons who were shareholders of the Company immediately
before  the  transaction  control  less  than  50%  of  the  voting power of the
surviving  organization  (a  "change  of  control  event")  or in the event of a
proposed  sale  of substantially all of the assets of the Company (collectively,
"sale  transaction"),  the Option shall be assumed or replaced with a substitute
equivalent  option.

Stock Option Agreement, Isaac Yeffet - Page 5

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10.     WITHHOLDINGS  OF  TAXES.

     The Company shall have the right to deduct from any distribution of cash to
the  Optionee  (or  his  transferee,  as the case may be) an amount equal to the
federal,  state  and  local income taxes and other amounts as may be required by
law  to  be  withheld (the "Withholdings Taxes") with respect to the Option.  If
the  Optionee  (or  his  transferee,  as the case may be) is entitled to receive
Shares upon exercise of the Option, the Optionee (or his transferee, as the case
may  be)  shall pay the Withholdings Taxes (if any) to the Company in cash prior
to  the issuance of such Shares.  In satisfaction of the Withholdings Taxes, the
Optionee  (or  his  transferee,  as the case may be) may make a written election
(the "Tax Election"), which may be accepted or rejected in the discretion of the
Company,  to  have  withheld a portion of the Shares issuable to him or her upon
exercise  of  the  Option,  having  an  aggregate Fair Market Value equal to the
Withholdings  Taxes,  provided that, if the Optionee may be subject to liability
under  Section  16(b)  of  the  Exchange  Act, the election must comply with the
requirements  applicable  to  Share  transactions  by  such  Optionees.

11.     MODIFICATION  OF  AGREEMENT.

     This  Agreement  may be modified, amended, suspended or terminated, and any
terms  or conditions may be waived, only by a written instrument executed by the
parties  hereto.

12.     SEVERABILITY.

     Should  any  provision  of  this  Agreement be held by a court of competent
jurisdiction  to  be  unenforceable  or  invalid  for  any reason, the remaining
provisions  of  this  Agreement shall not be affected by such holdings and shall
continue  in  full  force  in  accordance  with  their  terms.

13.     GOVERNING  LAW.

     The  validity,  interpretation,  construction  and  performance  of  this
Agreement  shall  be  governed  by  the  laws of the State of California without
giving  effect  to  the  conflicts  of  laws  principles  thereof.

14.     SUCCESSORS  IN  INTEREST.

     This  Agreement  shall  be  binding  upon, and inure to the benefit of, the
Company  and  its successors and assigns, and upon any person acquiring, whether
by  merger,  consolidation,  reorganization,  purchase  of  stock  or assets, or
otherwise,  all or substantially all of the Company's assets and business.  This
Agreement  shall  inure  to the benefit of the Optionee's transferees, heirs and
legal representatives.  All obligations imposed upon the Optionee and all rights
granted  to  the  Company  under  this  Agreement  shall  be  final, binding and
conclusive upon the Optionee's transferees, heirs, executors, administrators and
successors.

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15.     RESOLUTION  OF  DISPUTES.

     Any dispute or disagreement which may arise under, or as a result of, or in
any  way  relate  to,  the  interpretation,  construction or application of this
Agreement  shall  be  determined  by  the  Board  of  Directors  of the Company;
provided,  however,  that  any  component  of  such a determination based on the
interpretation,  construction or application of the Consulting Agreement must be
established  as  provided  by  the Consulting Agreement.  Any determination made
hereunder shall be final, binding and conclusive on the Optionee and the Company
for  all  purposes.

     IN  WITNESS  WHEREOF, the parties have executed this Agreement effective as
of  the  date  first  above  written.


HIENERGY TECHNOLOGIES, INC.


By:   /s/ Barry Alter
      _________________

Name:     Barry Alter
      _________________

Title: CEO and President
      ________________


     By  signing  below,  Optionee  hereby accepts the Option subject to all its
terms  and  provisions.


OPTIONEE


Signature:  /s/ Isaac Yeffet
            ________________

Print Name:  Isaac Yeffet
            ________________




                               [EXHIBIT  FOLLOWS]

Stock Option Agreement, Isaac Yeffet - Page 7


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                                    EXHIBIT A

                              OPTION EXERCISE FORM
                              --------------------

To:  HiEnergy Technologies, Inc.

(1)     The  undersigned  hereby  elects to purchase the number of shares of the
common  stock  of  HiEnergy  Technologies, Inc. (the "Company") set forth below,
pursuant  to  the  terms of the Stock Option Agreement dated __________________,
2002, tendering simultaneous full payment of the Total Option Exercise Price for
such  shares.



Number of Shares:                          ________________ Shares

Option Exercise Price Per Share:           x  $____________ per Share

Total Option Exercise Price:               =   $____________


(2)     In exercising this Option, the undersigned hereby confirms and
acknowledges that:

          a)  the  shares  of  Common Stock to be issued upon exercise are being
     acquired solely for the account of the undersigned and not as a nominee for
     any  other  party;  and

          b)  the  shares  of  Common  Stock  to be issued upon exercise are not
     acquired  with  a  view  toward  distribution;  and

          c) the undersigned is an "accredited investor" as that term is defined
     in  Rule  501 of Regulation D under the Securities Act of 1933, as amended,
     and  as  provided  in  the  Subscription  Agreement;  and

          d)  the  undersigned  will not offer, sell or otherwise dispose of any
     such  shares  of Common Stock except pursuant to an effective registration,
     or  an  exemption  therefrom, under the Securities Act of 1933, as amended,
     together  with  a  similar  exemption  under  the  securities  laws  of all
     applicable  jurisdictions;  and

          e)  the  undersigned  otherwise  reaffirms  all  representations,
     warranties,  and  indemnifications  contained in the Stock Option Agreement
     and  Subscription Agreement, including, but not limited to, those contained
     in  Section  7  of  the  Stock  Option  Agreement;  and


Option Exercise Form - Page 1
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          f)  the  undersigned has reviewed all of Company's public filings with
     the  Securities  and  Exchange  Commission;  and

          g) the undersigned consents to delay the exercise of the Option until,
     in the Company's judgment, the Company has disclosed any additional matters
     that need to be disclosed to the undersigned, beyond those contained in the
     public  filings  with  the  Securities  and  Exchange  Commission.

(3)     Subject  to  Section  (2),  please  issue  a certificate or certificates
representing  said  shares  of  Common  Stock  in the name of the undersigned as
instructed.

(4)     Please  issue  a  new Option for the unexercised portion of the attached
Option  in  the  name  of  the  undersigned.



This _____ day of __________________, _____:


______________________________________
Signature


______________________________________
Print Name of Signatory


______________________________________
Name of Entity (if applicable)


Send  or  deliver  this  Form  with  an  original  signature  to:

HiEnergy Technologies, Inc.
Attn:  President
10 Mauchly Drive
Irvine, CA  92618
USA

Option Exercise Form - Page 2

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