Seven individuals including myself went to cheney lake to observe the annual perseid meteor shower. members of the group included a degreed meteorologist (myself) and an astronomy/physics senior in college. shortly after getting settled in, we observed a very bright object in the northeastern sky that would fade and brighten. at its brightest, it was about as bright as venus. all present observed it, were excited to see it and confused as to what it could be. the astronomy/physics major viewed it through his astronomical binoculars. as we watched, it sank slowly toward the horizon and moved slightly to the right in the sky. we saw many polar orbiter satellites as well as a couple of iridium flares throughout the 3 hours we were there, but this was markedly different. it almost appeared as an iridium satellite tumbling out of control, but the direction and speed of travel were wrong for such a thing. after about 10 minutes of observation, it faded below an observable level. what we witnessed could not be easily explained by anything we know about satellites or even space junk.