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Proxy–Wireless Facilities, Inc.

Wireless Facilities, Inc. is an independent provider of outsourced services for the wireless communications industry. The company plans, designs and deploys, and manages wireless telecommunications networks. This work involves radio frequency engineering, site development, project management and the installation of radio equipment. The company also has expanded its services to include network management, which involves day-to-day optimization and maintenance of wireless networks.

Value

Total number of shares outstanding as of June 9, 2000 41,000,000

Price of each share of common stock as of June 9, 2000 $50.38

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Aggregate market value as of June 9, 2000 $20,828,000,000

Performance Record

For year ended Dec. 31, 1999

1999 1998 1997

Revenues $92,689 $51,909 $22,658

Net income (loss) $9,606 $4,685 $6,769

Net income (loss) per share $0.33 $0.17 $0.24

Total assets $134,992 $60,252 $11,054

Directors

Massih Tayebi, Ph.D. co-founded Wireless Facilities, Inc. in 1994 and has served as chairman, chief executive officer and a director of the company since its inception.

Masood K. Tayebi, Ph.D. co-founded Wireless Facilities, Inc. in 1994 and has served as president, chief operating officer and a director of the company since its inception. From 1993 to 1994, he was senior manager of engineering and the head of the Technology and Special Projects Department for LCC/TSI, a provider of network design services and products.

Scott Anderson has served as a director of the company since February 1997. Since 1997, Anderson has been a principal of Cedar Grove Partners, LLC, an investment and advisory partnership.

Bandel Carano has served as a director of the company since August 1998. Since 1987, he has been a general partner of Oak Investment Partners, Inc., a venture capital firm.

Scot Jarvis has served as a director of the company since February 1997. Jarvis co-founded Cedar Grove Partners, LLC, an investment and consulting/advisory partnership, in 1997, and has served as a general partner since its founding.

Executive Compensation

Officers Cash Compensation

Massih Tayebi, CEO $219,397

Masood Tayebi, president $220,410

Thomas Munro, CFO $132,516

Scott Fox, president, network management and operations $141,346

Michael Brink, senior vice president, project management $137,756

Charles Sackley, senior vice president, sales and business development $118,498

Other Information

Headquarters: 9805 Scranton Road, San Diego, CA 92121; (858) 824-2929; fax (858) 824-2928

Auditors: KBMG, LLP, San Diego.

Information was compiled from its annual and proxy reports.

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