CONTACT:  Lynn O'Mara
                      Irvine Sensors Corporation
                      714-444-8718
                      lomara@irvine-sensors.com

COSTA MESA, CALIFORNIA - March 8, 2001 - Irvine Sensors Corporation (NASDAQ: IRSN, Boston Stock Exchange: ISC), today announced that its stockholders had approved all of management's proposals and recommended slate of directors at the Company's Annual Meeting held in Costa Mesa, California. Elected to the seven-member board were Dr, Mel R. Brashears, Chairman and CEO of iNetWorks Corporation, an Irvine Sensors subsidiary, Marc Dumont, an international financial advisor, Maurice C. (Michael) Inman, Jr., Principal of Inman & Associates, a law firm, Thomas M. Kelly, a digital imaging consultant and former General Manager for all of Kodak's Digital Capture Products, Robert G. Richards, Irvine Sensors' CEO and former President of Aerojet Electronic Systems Division, Wolfgang Seidel, Principal of Seidel and Partner, a management consulting firm, and Vincent F. Sollitto, Jr., President and CEO of Photon Dynamics, Inc. a manufacturer of electronic capital equipment. In an organizational meeting following the Annual Meeting, the new Board elected Dr. Brashears, as Chairman. Prior to his affiliation with Irvine Sensors and iNetWorks, Dr. Brashears had been a Lockheed Martin Sector President & Chief Operating Officer who was also the executive in charge of several commercial "spin-outs."
In addition to the election of a new Board, stockholders also approved an amendment to the Company's Certificate of Incorporation to increase the authorized number of shares of the Company's common stock, approved adoption of the Company's 2001 Stock Option Plan and ratified the continuing appointment of Grant Thornton LLP as the Company's independent accountants.

Irvine Sensors Corporation, headquartered in Costa Mesa, California, is primarily engaged in the development of high density electronics, MicroElectroMechanical sensors (MEMS) and readout circuits, miniature cameras, electro-optical and optical switches, image processing devices and software, electronic image stabilization, wireless infrared communications products, and low-power analog and mixed-signal integrated circuits for diverse systems applications. It primarily seeks to commercialize its technologies through independently financed and managed subsidiaries.

Except for historical information contained herein, the matters set forth in this news release are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements are dependent on risks and uncertainties including such factors, among others, as the ability of the Company to control and further reduce its operating expense, the technological risk in new products and the impact of competition. The Company undertakes no obligation to publicly release the results of any revision to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. Further information on the Company's status and the matters discussed herein are contained in publicly-filed disclosures available through the SEC's EDGAR data base (www.sec.gov) or the Company's Shareholder Relations.