The purpose of this paper is to estimate the attitude and the position of SPOT satellite which are needed in producing DEM(Digital Elevation Model) using SPOT satellite image pairs. DEM extraction is consists of three parts. First part is the modeling of satellite position and atitude, second part is the matching of two images to find corresponding point of them and third part is to calculate the elevation of each point by using the result of the first and second part. For modeling inaccessible area, extended modeling algorithm which removes the GCP(Ground Control Point) most errorneous from the GCPs extracted from map iteratively is proposed According to the experiments using a collinearity equation, the second order polynomials are shown to the optimal for .omega.(pitch), and Zs parameters while the first order ones for .kappa.(yaw) .PHI.(roll), Xs, and Ys parameters. The input images used in this paper are 6000*6000 level 1A panchromatic digital SPOT images of Chungchong-do, Korea. With 30 GCPs, experiments on SPOT images show that the planimetric and altimetric RMS errors are 7.11m and 7.10m, respectively, for test points.