December 9, 1999

The thirteenth annual general meeting of Space Environment Corporation was held at the main office of Space Environment Corporation at 399 North Main, Suite 325, Logan, Utah, on December 9, 1999, the board of directors and shareholders having been informed by letter of the change of date.

Present: J.V. Eccles, R.W. Schunk, W.J. Raitt, J.J. Sojka.

The meeting was called to order by the president at 7:00 p.m.

Minutes of the Twelfth Annual General Meeting

R.W. Schunk moved to accept the minutes of the Twelfth Annual General Meeting. J.J. Sojka seconded the motion. The motion was passed unanimously.

President's Report, 1998-1999

See attached sheets

Additional comments

There was discussion on the continued tax dispute with the state of California. A summary of the discussion was submitted by J.J. Sojka and is attached.

J.V. Eccles moved that the president's report be accepted as presented. W.J. Raitt seconded the motion. The motion was passed unanimously.

Treasurer's Report

See attached sheets.

R.W. Schunk moved that the treasurer's report be accepted, W.J. Raitt seconded the motion. It was passed unanimously.

General Discussion

R.W. Schunk reported that there is the possibility a variant of IFM may be sold to Paul Strauss of Aerospace Corporation. As we have commercial options coming soon it will be necessary to produce new letterhead with "Sales Division" on the letterhead. This will clarify between commercial and government contract activity in future audits.

J. Sojka stated that Don Thompson has opportunity for consulting through SEC as a computer specialist. This activity is fundamentally different from his Utah State University research position.

Given the positive future projection of business in 2000 it was decided that Susan Sojka and J.V. Eccles should obtain bids from Lucent, ATT, and US West for a new telephone system to replace the aging system.

J.V. Eccles moved and R.W. Schunk seconded to adjourn the meeting at 8:50p.m.



J. Vincent Eccles, Secretary