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Contents

 Mr. Rivera's Demand Violates Minnesota Law & Denies SolarAttic Its Due Process Rights
 The Actual Minnesota Rule
 SolarAttic's Prospectus Page 64 last paragraph
 Did SolarAttic Comply With Rule 2875.3070?
 Mr. Rivera's Demand
 Summary


IMAGE imgs/Request01.gif

David M. Jennings
Commissioner of Commerce
Minnesota Department of Commerce
133 East 7th Street
Saint Paul, Minnesota 55101
April 7, 1999


Dear Mr. Jennings:


SolarAttic is in receipt of the Department's Stop Order dated March 10, 1999. Pursuant to Minn.
Stat. § 80A.24, SolarAttic hereby requests a formal Administrative Court Hearing before an
Administrative Law Judge. It is my understanding that, as CEO, I may represent SolarAttic.


SolarAttic, Inc. has found that the Securities Division has adopted a consistent policy of
routinely imposing "unpromulgated rules" upon small companies.
This policy has run
unchecked for many years violating the due process rights of small companies such as SolarAttic.
We note that the department is well aware of its need to comply with the Administrative Procedures
Act at Minn. Stat. § 14. Commerce Department filings in the State Register evidence this. We note
further that Minn. Stat. §14.03 contains no provision that would exclude the Securities Division from
its obligation to also comply with the Administrative Procedures Act (the "rules").


SolarAttic stipulates that it believes it was not treated any different than the Securities Division
would have treated any other small company. We believe the Securities Division violates the rights
of all small companies equally. We also note that our registration statement was approved by the
states of New Jersey, Connecticut, Rhode Island and Iowa for sales to ANY INVESTOR. In addition,
California approved our registration statement under its limited offering exemption.


To state SolarAttic's Offering was a threat to public investors is a poor argument. If it were, then
the above five states would have to be declared unsound in their securities administrative practices! I
prosecuted these registration statements for SolarAttic, Inc. I can tell you that every state did their
due diligence and that SolarAttic made many changes to accommodate the respective securities
examiners. We even went so far as modifying our Articles and By-Laws for the state of California.
Our offering was not a threat to public investors and we endeavored to make any reasonable change
that we could to accommodate state security examiners, including Minnesota's Mr. Robert Rivera.


Public Investors in five other states could invest in SolarAttic's Offering. Minnesota
investors couldn't! This should be a wake up call for the Commissioner of Commerce, the
State Legislature and certainly the Governor. The big question is why did this happen?


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