Addendum to Prospectus dated August 16, 1999

Page 1 of 2 - Rev 1

SolarAttic, Inc.

Addendum to SolarAttic's Prospectus

SolarAttic, Inc. has revalued its Offering and lowered its Share price from $5.00 to $1.00 per share. The Minimum
and Maximum Offering dollar amounts have not changed. The minimum investment dollar amount of $500 has not
changed. The minimum Escrow of $150,000 has not changed nor has the Company's Use of Proceeds. The changes
incorporated herein reflect additional stock issued to public investors and the resulting increased public ownership.
Bold typeface reflects the updated valuation data.

On Front Cover:

150,000 To 4,800,000 Shares

SolarAttic, Inc. (the “Company” or “SolarAttic”) hereby offers up to 4,800,000 shares of the Company’s
Common Stock (the “Shares”) at an offering price of $1.00 per Share (the “Offering”). The minimum
subscription is 500 shares and the maximum subscription is the shares remaining to be sold at any given time.
Prior to this offering, there has been no public market for the Company's Common Stock. The Offering will begin
on the date of this Prospectus (the “Prospectus”) and continue for up to twelve months or until the Company has
sold all the Shares offered hereby, whichever is less, or such earlier date as the Company may close or terminate the
Offering. There is a Minimum Offering of 150,000 Shares. All proceeds will be escrowed until the Minimum
Offering is reached.

Price to Public
$1.00

Sales Commissions (1)
$.10

Proceeds to Company (2)
$.90

Per Share

At the bottom of the cover page, change the area code from 612 to 763.

On Back Cover:150,000 To 4,800,000 Sharesand change the area code to 763.

On Page 3, paragraph 5, line 3 now reads 150,000 shares.Change the area codes in the last paragraph to 763.

On Page 4, last paragraph, change the area codes to 763.

On Page 5, the Offering Summary data is: Common Stock 150,000 To 4,800,000; Offering Price $1.00per
share; Outstanding After Minimum 10,135,947shares (b); Outstanding After Maximum 14,785,947shares (c).

On Page 5, under Use of Proceeds, line 12 now reads 150,000shares.

On Page 7, under Minimum Offering Amount, line 1 now reads 150,000shares.

On Page 7, under Dilution, line 2 now reads $1.00per share and line 4 now reads62.7%.

On Page 11, under Control by Existing Shareholder, line 2 now reads 27.7%.

On Page 12, paragraph 1 now reads:

The Company is offering to sell 150,000 to 4,800,000 newly issued Shares at a price of $1.00 per share.
There is a required minimum number of 150,000 Shares to be sold pursuant to the Offering. The Offering will
begin on the date of this Prospectus and continue for up to twelve months or until all of the Shares offered are sold,
whichever is less, or such earlier date as the Company may close or terminate the Offering. The minimum
investment for the Offering is 500 shares($500). The maximum investment is the remaining available shares to
be sold at any given time.

On Page 12, paragraph 2, line 3 now reads 150,000shares.

Addendum to Prospectus dated August 16, 1999

Page 2 of 2 - Rev 1

On Page 12, paragraph 3, line 11 now reads500shares.

On Page 13, table headings now read 4,800,000 (100%), 2,400,000 (50%), 1,200,000 (25%) and
150,000 (3%)reflecting the total shares sold in each column heading.

On Page 14, the capitalization table header information is now:

Actual

As Adjusted for Shares Sold
4,800,0002,400,0001,200,000 150,000
Shares Shares Shares Shares

Common Stock, no par value;
100,000,000 shares authorized;
Shares issued and outstanding:

9,985,947

14,785,947

12,385,947

11,185,947

10,135,947

June 30, 1999

On Page 14, the Post-Offering Value information is now:

The above table does not reflect shares of Common Stock, which are subject to the exercise of options or the
Company’s incentive stock option plan. If all Shares are sold and all existing options are exercised—there would be
15,285,947shares outstanding. At $1.00per share, this would be a market value of $15.3Million. The
exercise value of all options outstanding is $260,000. When added to the $4,118,469 stockholders' equity resulting
from all Shares sold the total stockholders' equity would be $4,378,469. At an estimated market value of $15.3
Million, the Company's market value would be $15.3÷ $4.38 or 3.5times the Company's actual net equity.

On Page 15, paragraph 2, line 1 reads4,800,000 shares and line 2 reads $1.00per share.

On Page 15, dilution table, line 1, Offering Price now reads $1.00and on line 7, percent dilution per share now
reads 62.7%. The Investor % Ownership paragraph that follows reads:

The above table does not reflect shares of Common Stock, which are subject to the exercise of options or the
Company’s incentive stock option plan. If all Shares are sold and all existing options are exercised—there would be
15,285,947shares outstanding. Investors in the Offering would own 4,800,000 shares ÷ 15,285,947 shares
then outstanding or 31.4%of the Company.

On Page 56, under Facilities ADD the following new paragraph to update this information:

On April 10, 2000, the City of Elk River extended SolarAttic's lease on a month-to-month basis for up to one year
under similar terms providing further that a 90 day notice will be provided SolarAttic in case the space is no longer
available. SolarAttic now expects to remain within its current space until sometime between the fourth quarter of
2000 and the first quarter of 2001.

On Page 61, paragraph 1 line 2 now reads 14,785,947after Offering.

On Page 61, the After Offering percentages now read from top down 27.7%, 6.8%, 1.0%, 2.8%, 0.5%, 0%,
0%, 4.3% and 7.4% respectively.

On Page 61, last paragraph (4), line 3 reads 15,285,947shares and line 4 reads 7.4%.

On Page X-1, paragraph 2, line 3 now reads 500shares.

On Page X-1, paragraph 3, line 4 now reads one-dollar ($1.00)per share.

On Page X-1, paragraph 11 identified as (3), line 1 now reads 150,000shares. Area code in last paragraph to 763.

On Page X-2, shares purchased line now reads 500share minimum.