THIRD AMENDMENT TO LOAN AGREEMENT THIS THIRD AMENDMENT TO LOAN AGREEMENT (this Amendment ), dated as of

THIRD AMENDMENT TO LOAN AGREEMENT

THIS THIRD AMENDMENT TO LOAN AGREEMENT (this Amendment ), dated as of February 6, 2010, is

between ASTROTECH SPACE OPERATIONS, INC., a Delaware corporation ( Borrower ), and GREEN BANK,

N.A., a national banking association ( Lender ).

A. Borrower and Lender entered into that certain Loan Agreement dated as of February 6, 2008,

as amended by First Amendment to Loan Agreement dated as of February 6, 2009, and Second Amendment

to Loan Agreement dated as of February 14, 2009 (as amended, the Agreement ).

B. Pursuant to the Agreement, Astrotech Florida Holdings, Inc., a Florida corporation

( Astrotech Florida ), and Astrotech Corporation, a Washington corporation

( Astrotech Corporation , and together with Astrotech Florida, collectively,

Guarantors ), executed those certain Guaranty Agreements dated as of February 6, 2008, and

February 14, 2009, respectively (collectively, the Guaranty Agreements ) pursuant to which

Guarantors guaranteed to Lender the payment and performance of the Obligations (as defined in the

C. Borrower and Lender now desire to amend the Agreement as herein set forth.

NOW, THEREFORE, in consideration of the premises herein contained and other good and valuable

consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto

Section 1.1. Definitions. Capitalized terms used in this Amendment, to the extent not

otherwise defined herein, shall have the meanings given to such terms in the Agreement, as amended

Section 2.1. Amendment to Certain Definitions. (a) Effective as of the date hereof,

the definition of each of the following terms contained in Section 1.1 of the Agreement is amended

to read in its respective entirety as follows:

Borrowing Base means, at any particular time, an amount equal to the sum of

(a) eighty percent (80%) of Eligible Accounts-Non-Government and (b) the lesser of (i) sixty

percent (60%) of Eligible Accounts-Government, or (ii) $750,000.00.

Termination Date means 11:00 a.m., Houston, Texas time on February 6, 2011,

or such earlier date on which the Commitment terminates as provided in this Agreement.

(b) Effective as of the date hereof, the following definitions shall be added to Section 1.1

of the Agreement in proper alphabetical order:

Eligible Accounts-Non-Government means the aggregate of all accounts

receivable owned by Borrower that are acceptable to Lender in its sole discretion and

satisfy the following conditions: (c) are due and payable within thirty (30) days; (d) have

been outstanding less than ninety-one (91) days past the original date of invoice; (e) have

arisen in the ordinary course of business from services performed by Borrower to or for the

account debtor or the sale by Borrower of goods in which Borrower had sole ownership where

such goods have been shipped or delivered to the account debtor; (f) represent complete bona

fide transactions which require no further act under any circumstances on the part of

Borrower to make such accounts receivable payable by the account debtor; (g) the goods the

sale of which gave rise to such accounts receivable were shipped or delivered to the account

debtor on an absolute sale basis and not on consignment, a sale or return basis, a

guaranteed sale basis, a bill and hold basis, or on the basis of any similar understanding;

(h) are evidenced by an invoice; (i) do not constitute pre-billings or other unearned

income; (j) do not arise in connection with contracts which are bonded or insured; (k) the

goods the sale of which gave rise to such accounts receivable were not, at the time of sale

thereof, subject to any Lien, except the security interest in favor of Lender created by the

Loan Documents; (l) are not subject to any provisions prohibiting assignment or requiring

notice of or consent to such assignment; (m) are subject to a perfected, first priority

security interest in favor of Lender and are not subject to any other Lien; (n) are not

subject to setoff, counterclaim, defense, allowance, dispute or adjustment other than normal

discounts for prompt payment, and the goods of sale which gave

rise to such accounts receivable have not been returned, rejected, repossessed, lost or

damaged; (o) the account debtor is not insolvent or the subject of any bankruptcy or

insolvency proceeding and has not made an assignment for the benefit of creditors, suspended

normal business operations, dissolved, liquidated, terminated its existence, ceased to pay

its debts as they become due, or suffered a receiver or trustee to be appointed for any of

its assets or affairs; (p) are not evidenced by chattel paper or any instrument of any kind;

(q) are owed by a Person or Persons that are citizens of or organized under the laws of the

United States or any State and are not owed by any Person organized under the laws of a

jurisdiction located outside of the United States of America ( Foreign Persons ), provided,

that accounts receivable owed by Foreign Persons may constitute Eligible

Accounts-Non-Government if (i) payment of such accounts receivable is insured by a foreign

risk insurance policy acceptable to Lender and the proceeds of such policy have been

assigned to Lender by an instrument satisfactory to Lender, (ii) payment of such accounts

receivable is covered by a letter of credit in form and substance satisfactory to Lender,

issued by a financial institution satisfactory to Lender, and the proceeds of such letter of

credit have been assigned to Lender by an instrument satisfactory to Lender or (iii) Lender

specifically approves such accounts receivable as Eligible Accounts-Non-Government; (r) if

any accounts receivable are owed by the United States of America or any department, agency

or instrumentality thereof; (s) are not owed by an Affiliate of Borrower; and (t) do not

include any amount which constitutes retainage. No account receivable owed by an account

debtor to Borrower shall be included as an Eligible Account-Non-Government if more than

fifteen percent (15%) of the balances then outstanding on accounts receivable owed by such

account debtor and its Affiliates to Borrower have remained unpaid for more than ninety (90)

days from the dates of their original invoices. The amount of any Eligible

Accounts-Non-Government owed by an account debtor to Borrower shall be reduced by the amount

of all contra accounts and other obligations owed by Borrower to such account debtor. In

the event that at any time the accounts receivable from any account debtor and its

Affiliates to Borrower exceed fifty percent (50%) of the accounts receivable of Borrower,

the accounts receivable from such account debtor and its Affiliates shall not constitute

Eligible Accounts-Non-Government to the extent to which such accounts receivable exceed

fifty percent (50%) of the accounts receivable of Borrower.

Eligible Accounts-Government means the aggregate of all accounts

receivable owned by Borrower which (a) are owed by the United States of America or any

department, agency or instrumentality thereof, (b) are acceptable to Lender in its sole

discretion, (c) satisfy all of the conditions

contained in the definition of Eligible Accounts-Non-Government , except

subsection (r), and (d) the Federal Assignment of Claims Act has been complied with.

(c) Effective as of the date hereof, the definition of the term Eligible

Accounts shall be deleted from Section 1.1 of the Agreement.

Section 2.2. Amendment to Section 2.4. Effective as of the date hereof, Section 2.4

of the Agreement is amended to read in its entirety as follows:

Section 2.4. Interest. The unpaid principal amount of the Advances

shall bear interest prior to maturity at a varying rate per annum equal from day to day to

the lesser of (a) the Maximum Rate or (b) the greater of (i) the sum of the Prime

Rate-Note-A in effect from day to day plus three-fourths percent (0.75%), and (ii) five

percent (5.00%), and each change in the rate of interest charged on the Advances shall

become effective, without notice to Borrower, on the effective date of each change in the

Prime Rate-Note-A or the Maximum Rate, as the case may be; provided, however, if at any time

the rate of interest specified in clause (b) preceding shall exceed the Maximum Rate,

thereby causing the interest on the Advances to be limited to the Maximum Rate, then any

subsequent reduction in the Prime Rate-Note-A shall not reduce the rate of interest on the