STOCK POWER



         FOR   VALUABLE   CONSIDERATION,   the   receipt   of  which  is  hereby
acknowledged, __________ hereby assigns, transfers and conveys to __________ all
of its right, title and interest in and to __________ shares of __________ Stock
of MICROFIELD  GROUP,  INC., an Oregon  corporation,  represented by Certificate
No(s).  __________,  and hereby irrevocably  appoints  _________________________
attorney-in-fact  to transfer the stock on the books of MICROFIELD  GROUP,  INC.
with full power of substitution in the premises.

         DATED: __________

                                   _________________________________


                                   By:___________________________________









































PDX/112816/141153/DLH/1423622.1