How can shareholders communicate directly to LightPath's Board of Directors?

The Board does hereby resolve that any shareholder may communicate with the Board of Directors by contacting the Secretary of the Corporation and communicating, at a minimum, contact information for himself or herself. Any such shareholder may also communicate privately to the Board via the Secretary of the Corporation by U.S. mail directed to the Board of Directors (or a specific director), c/o the Secretary of the Corporation. The Secretary of the Corporation shall, without exception and without screening of any sort, promptly forward the communication and its content in its entirety to the Chairman of the Audit Committee of the Board. The Chairman of the Audit Committee shall, at his discretion and in full compliance with Governing Rules, determine how best to respond to the shareholder, if at all, and to bring the concern or question of the shareholder, if deemed necessary, to the attention of the full Board for further deliberation, consideration, and response.

The address for this procedure is:

Board of Directors
c/o Secretary
LightPath Technologies, Inc.
2603 Challenger Tech Court, Suite 100
Orlando, FL 32826

This resolution was adopted by the Board of Directors of LightPath Technologies, Inc., on May 3, 2004.