UNIFORM APPLICATION TO REGISTER SECURITIES

FORM U-1

Application to the Department of Commerce, Securities Division of the State of Minnesota pursuant
to the Minnesota Securities Statutes Chapter 80A, as amended, Section 80A.10. Applicant applies
specifically to register its Regulation A Offering as defined by the Securities Act of 1933 at Federal
Statutes §230.251-264 and adopted herein using the standard narrative disclosure format.

1.

Name and address of Issuer and principal office in this state:

SolarAttic, Inc., 15548 95th Circle NE, Elk River, MN 55330 / Principal office located at:
16820 Highway 10, Suite 130, Elk River, MN 55330.

2.

Name, address and telephone number of correspondent to whom notices and
communications regarding this application may be sent:

Edward G. Palmer, President
SolarAttic, Inc.
15548 95th Circle NE, Elk River, MN 55330
(612) 441-3440
(612) 441-7174(Fax)
ceo@solarattic.com(Email)

3.

Name and address of applicant:

SolarAttic, Inc., 15548 95th Circle NE, Elk River, MN 55330

4.

Registration or acceptance for filing is sought for the following described securities in the
amounts indicated:

Total Offering

Offering in this State

IMAGE MNformU101.gif

Description
of Securities

Common
Stock

Offering
Price

$5.00
Share

No. Shares
Min-Max

30,000 Min
960,000 Max

$ Amount
Min-Max

$150,000 Min
$4,800,000 Max

No. Shares
Min-Max

30,000 Min
960,000 Max

$Amount
Min-Max

$150,000 Min
$4,800,000 Max

Indicate the maximum commission to be charged: Up to 10% commissions may be paid.

5.

Amount of filing and examination fees, which are enclosed: $300.00

Calculated as follows: $100.00 plus $1.00 per thousand; $300.00 Maximum.

6.

A Registration ("Offering") Statement was filed with the SEC and will become effective on
August 18, 1999.

7.

(a) List the states in which it is proposed to offer the securities for sale to the public.

Minnesota

New York

(b) List the states, if any, in which the securities are eligible for sale to the public. None

(c) List the states, if any, which have refused, by order or otherwise, to authorize sale of
the securities to the public, or have revoked or suspended the right to sell the securities, or
in which an application has been withdrawn.None

Form U-1

Page 2 of 3

8.

Submitted herewith as part of this application are the following documents:

(a) One copy of the Registration Statement and two copies of Prospectus.

(b) Issuer's charter or articles of incorporation as amended to date.

(c) Issuer's by-laws as amended to date.

(d) Signed copy of opinion of counsel.

(g) One copy of all advertising matter to be used in connection with the offering.

(h) Others. See “INDEX TO EXHIBITS” on page 101 for a list of all exhibits enclosed.

9.

The applicant hereby applies for registration or acceptance for filing of the above describe
securities under the law cited above and in consideration thereof agrees so long as the
registration remains in effect that it will:

(a) Advise the above named state authority of any change prior to registration in this state in
any of the information contained herein or in any of the documents submitted with or as a
part of this application.

(b) File with the above named state authority within two business days after filing with the
Securities and Exchange Commission (i) any amendments other than delaying amendments
to the federal registration statement, designating the changed, revised or added material or
information by underlining the same; and (ii) the final prospectus, or any further
amendments or supplements thereto.

(c) Notify the above named state authority within two business days (i) upon the receipt of
any stop order, denial, order to show cause, suspension or revocation order, injunction or
restraining order, or similar order entered or issued by any state or other regulatory
authority or by any court, concerning the securities covered by this application or other
securities of the issuer currently being offered to the public; and (ii) upon the receipt of any
notice of effectiveness of said registration by the Securities and Exchange Commission.

(d) Execute an escrow of proceeds until the Minimum Offering amount has been reached.
At that time, notify the Commissioner and supply whatever supporting documentation is
deemed necessary for the release of escrowed proceeds. Issuer will enforce the provisions
and terms of the Escrow as defined under Minnesota Rule 2875.9945. All escrowed funds
will remain in Escrow until their release is authorized by the Minnesota Commissioner of
Commerce.

(e) Notify the above named state authority at least two business days prior to the
effectiveness of said registration with the Securities and Exchange Commission of (i) any
request by the issuer or applicant to any other state or regulatory authority for permission to
withdraw any application to register the securities described herein; and (ii) a list of all
states in which applications have been filed where the issuer or applicant has received
notice from the state authority that the application does not comply with state requirements
and cannot or does not intend to comply with such requirements.

Form U-1

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(f) Furnished promptly all such additional information and documents in respect to the
issuer or the securities covered by this application as may be requested by the above named
state authority prior to registration or acceptance for filing.

Date: July 28, 1999

SolarAttic, Inc.

By:_______________________________
Edward G. Palmer, President

STATE OF MINNESOTA

)
)ss.
)

County of SHERBURNE

The undersigned, Edward G. Palmer, being first sworn, deposes and says:

That he has executed the foregoing application for and on behalf of the applicant named therein;
that he is the President and CEO of such applicant and is fully authorized to execute and file such
application; that he is familiar with such application; and that to the best of his knowledge,
information and belief the statements made in such application are true and the documents
submitted therewith are true copies of the originals thereof.

By:_______________________________
Edward G. Palmer, President

Subscribed and sworn to before me this __________ day of July 1999.

NOTARY PUBLIC
County of Sherburne
State of Minnesota
My commission expires:_____________

_______________________________
Notary Signature

Seal