Energy Conversion Devices, Inc.                    1997 Letter to Stockholders

Commercializing technologies that enable the energy and information industries


Picture of an Ovonic Nickel Metal Hydride battery pack



Picture of a roll of thin-film amorphous photovoltaic panel



Picture of PD disk












INSIDE FRONT COVER: Reproduction of advertisement from the October and November
1997 issues of Scientific American

This is what happens


(Picture of Solectria  electric  vehicle  with  following  caption:  Ovonic NiMH
battery for electric  vehicles.  Available now. High energy for extended driving
range.)


          when a bunch of socially responsible dreamers


(Picture of house with solar shingles with following caption:  Photovoltaic roof
panels. Available now. Flexible,  thin-film solar cells for clean electric power
from rooftops.)


                    decide they really don't care


(Picture of optical disk cartridge with following  caption:  Rewritable  optical
memory  disks.  Available  now.  ECD's  phase-change  technology  has 650  Mbyte
removable capacity.
And soon, rewritable DVD.)


                             To be called dreamers.



            Pictures of car, house with solar shingle and optical disk cartridge

Ovonic battery-powered car.  Photovoltaic roof panels. Rewritable optical memory
disks.  Available now.


For more information on how Energy Conversion Devices, Inc. Is helping to change
the  way  the  world  stores  and  generates   energy  and   information,   call
1-248-280-1900.  Write us at Energy  Conversion  Devices,  Inc., 1675 West Maple
Road, Troy, Michigan 48084. Or visit our Web site: www.ovonic.com.

                             ECD's LOGO The world won't be the same with us.







Energy Conversion Devices, Inc.

Dear Stockholders,

Energy Conversion Devices, Inc. (ECD), originated and holds the basic dominating
patents for nickel metal-hydride batteries;  thin-film,  roll-to-roll photovol-
taic cells; and information  products based on electronic  switching and phase-
change  memory in amorphous and disordered  materials.  The message of the
advertisement  on the facing page is Ovonic  Products Are Available Now. ECD has
invented the  materials,  the products and the  production  processes  that make
these  technologies the leaders in energy and information fields using amorphous
and  disordered  materials.  Products  that  are  manufactured  by  ECD,  or  by
partnerships  and  joint  ventures,  or  by  licensees,  have  gained  worldwide
commercial acceptance and recognition. As part of our expanded marketing effort,
this  advertisement  ran in the October and November  1997 issues of  Scientific
American   on  four  half  pages  that   successively   highlighted   batteries,
photovoltaic panels,  optical memory disks and then all three products together.
A very  favorable  article  about  hybrid  electric  vehicles  on page 73 of the
October issue said that,  "One of the few real success  stories has been the use
of nickel metal-hydride  batteries,  produced by GM Ovonic and Energy Conversion
Devices in Troy,  Michigan  ..." This has been a year when ECD's  products  have
received  worldwide  acclaim at the same time that the  marketplace is searching
for affordable,  environmentally-friendly  ways to store and generate energy and
to rapidly and compactly store and retrieve data.

ECD has three core product areas:

        Energy Storage (nickel metal-hydride batteries)

        Energy Generation (flexible, thin-film photovoltaic products)

        Information and Data Storage (phase-change optical and
        electrical memories)

All of these  products  are based on the  company's  proprietary  amorphous  and
disordered  materials.  An important  complementary  business is our  Production
Technology and Machine Building  Division,  which designs and builds many of the
special machines used by ECD and its joint ventures and licensees to manufacture
the core products. Let's look at each of the core products in more detail.








Energy Storage


Picture of GM Ovonic nickel metal hydride battery pack



On November 12, 1997, the first electric vehicle (EV) powered by a production GM
Ovonic nickel  metal-hydride  (NiMH) battery pack was delivered by the Chevrolet
Division of General Motors to Southern California Edison. The following day, two
more  Chevrolet  S-10 EV pick-up  trucks with GM Ovonic NiMH battery  packs were
delivered to Detroit  Edison and Georgia Power. A total of 30 S-10 EVs and EV-1s
equipped with GM Ovonic NiMH  batteries were placed in service in late 1997, and
additional  vehicles  will become  available  in the first half of 1998.  During
1998, GM Ovonic L.L.C.,  our joint  manufacturing  venture with General  Motors,
will be  increasing  production  of NiMH  batteries  for both  electric cars and
trucks and preparing for hybrid electric vehicle (HEV) battery production.

Ovonic NiMH  batteries  have moved from concept to  commercial  production  in a
relatively short time:

Ovonic Battery Company Inc., a subsidiary of ECD, was founded in 1982 to develop
and commercialize patented and proprietary NiMH rechargeable battery technology.

Beginning in the late 1980s, the first Ovonic NiMH batteries were commercialized
under  license from Ovonic  Battery to all  significant  manufacturers  of small
batteries  and  introduced  into  the   marketplace  for  portable   electronics
applications.

In 1993,  Ovonic  Battery  delivered  its  first EV  battery  packs for test and
evaluation by vehicle manufacturers.

In 1994,  General Motors  Corporation  and Ovonic Battery formed a manufacturing
joint venture, GM Ovonic, to commercialize NiMH batteries for EVs.

In 1996, GM Ovonic began production of its first generation of NiMH EV batteries
using initial manufacturing equipment and began developing high-volume processes
for battery production.

In 1997,  Ovonic  Battery  developed a "Family of  Batteries"  to power the full
range of EVs and HEVs.

In 1997, the first NiMH  production  batteries are in daily customer use and are
becoming the battery of choice in the EV industry.

In 1998,  GM Ovonic will be  increasing  production  of NiMH  batteries for both
electric cars and trucks.






Most of our  stockholders are aware of the numerous range records that have been
set by  Ovonic  battery-powered  EVs and the many EV races  our  batteries  have
helped to win. Some of the results  appear on our website at  http://ovonic.com.
On October 23, 1997, a Solectria Sunrise mid-size  four-passenger  prototype EV,
powered by Ovonic  NiMH  batteries,  traveled  from Boston to New York City (216
miles) on a single charge at normal highway speeds using about 85 percent of the
available energy. The event was covered by Boston and New York-area radio and TV
stations  and The New  York  Times.  After a few  hours  of  re-charging  in the
evening,  the Solectria  Sunrise was driven back to Boston the following day. To
illustrate  how  efficient  electric  vehicles  are,  the Sunrise  battery  pack
contained  slightly  less  heat  energy  (equivalent  BTU)  than one  gallon  of
gasoline.

The New York Academy of Sciences  coordinated the event,  which was sponsored by
the Metropolitan Section of the Society of Automotive Engineers and the Spectrum
magazine of the Institute of Electrical  and Electronic  Engineers.  Its purpose
was to demonstrate that efficient EVs with advanced battery  systems-exemplified
by the Ovonic  NiMH  batteries-  can make EVs a  practical  choice for many U.S.
motorists.

With the low operating costs, smooth,  fast, and quiet driving  characteristics,
and long,  trouble-free  life of  today's  EVs,  many  drivers  find that  these
vehicles will meet their driving requirements with ample energy reserve.



Caption: 1998 Solectria Sunrise sedan with aerodynamic composite-fiber body
powered by 30 kWh Ovonic NiMH batteries





Picture of Solectria Sunrise



Photo courtesy Solectria Corporation/Photo by Sam Ogden






More than a year ago, it became apparent that automotive manufacturers were also
looking at another type of energy-efficient vehicle-the hybrid EV (HEV). The HEV
uses a  small-displacement  internal  combustion  engine in  conjunction  with a
battery-powered  electric  drive.  The  series  HEV uses its  engine  to drive a
generator to charge the  batteries,  which are  connected  to an electric  drive
motor.  The parallel HEV uses both its engine and an electric motor to drive the
vehicle.  In both parallel and series HEVs, fuel economy is improved and exhaust
emissions  are reduced in comparison  with  similar-size  conventional  internal
combustion engine vehicles. However, only the all-electric vehicle is classified
as a ZEV, or zero-emission vehicle, by the U.S. Environmental Protection Agency.

At ECD and Ovonic Battery,  we began our own  development  program to be certain
that we could meet battery  requirements  of the  manufacturers  of both EVs and
HEVs. The result is our family of Ovonic  batteries that exhibit a wide range of
power and energy characteristics suitable for any type of EV or HEV. While ECD's
investment in developing  this range of batteries has been  significant,  it was
necessary  to be  able  to  successfully  demonstrate  the  capabilities  of the
batteries.  One outgrowth of our program is a multi-year,  double-digit  million
dollar  program  with  General  Motors to turn the  battery  family into a fully
commercial product line.

Ovonic  Battery also  recently was awarded a  multi-year,  double-digit  million
dollar  cost-shared  contract to support  development of the next  generation of
high energy  density NiMH batteries  using  low-cost,  magnesium-based  hydrogen
storage materials.  The contract was awarded by the U.S.  Department of Commerce
under its Advanced Technology Program.

Family of Ovonic NiMH Batteries
Top view of battery modules

Side view of battery modules

Caption: Advanced energy storage solutions for electric and hybrid vehicles



                                                  Ovonic NiMH Battery Performance Characteristics


                                      GMO1      GMO2      GMO3**      HEV60      HEV20**

                                                                  
Capacity (Ah)                         90        100         100        60           20
Specific Energy (Wh/kg)               75         80          95        70           65
Energy Density (Wh/L)                170        200         230       170          160
Specific Power (W/kg)*               225        300         350       630          650
Power Density (W/L)                  600        750         850     1,700        1,600

* 50 percent DOD
**Preliminary numbers for design under development



Several potential  customers are interested in Ovonic NiMH HEV batteries because
of their  ability  to accept a charge at very high rates and their  unique  high
energy density that maximizes  driving  range.  This is an especially  important
characteristic for HEVs because






they need to capture  as much of the energy  generated  during  deceleration  as
possible.  The more  closely  matched the charge  (deceleration)  and  discharge
(acceleration)  rates of the  battery,  the better  balanced  the vehicle  drive
system will be. Compared to other types of batteries,  including those with high
power  capability,  the Ovonic  NiMH HEV  battery  excels.  In  addition  to the
recently  introduced Toyota HEV, General Motors has announced plans to introduce
HEVs soon.







Chart comparing the module voltage vs. Current (amps) of Ovonic NiMH HEV module
to a high-power lead-acid battery module

The chart above compares the voltage-current  characteristics of the Ovonic NiMH
HEV module to a high-power  lead-acid  battery  module during an aggressive  HEV
driving  cycle.  In contrast to the lead-acid  battery,  the slope of the Ovonic
NiMH data is constant and shows much lower resistance on charge. The Ovonic NiMH
battery effectively has the same resistance on both charge and discharge,  which
means that it has greater acceptance for regenerative energy during deceleration
or braking.

Another  important  characteristic  of Ovonic NiMH batteries is their ability to
perform  over a wide range of  operating  temperatures,  which  permits  thermal
management to be achieved by simple  air-cooling  methods.  The plot below shows
the temperature  dependence of battery  performance  taken as the dynamic stress
test (DST)  capacity  under  simulated  driving  conditions.  Note that the wide
operating range extends to very low  temperatures  where other batteries  suffer
substantial losses in capacity.


Plot showing Ovonic NiMH EV Battery dynamic stress test capacity


Picture of scooter powered by Ovonic NiMH batteries


As we  mentioned  in  last  year's  report,  there  is an  emerging  demand  for
electric-powered  scooters  and  electric  power-assisted  bicycles.  In  Japan,
Southeast Asia and Europe,  several manufacturers are conducting fleet tests and
beginning to offer products for sale. In Japan, our partner Sanoh Industrial Co.
Ltd.  (Sanoh) is making scooter and bicycle NiMH batteries that are being tested
by leading Japanese manufacturers. In Europe, we have prepared and delivered the
first  fleet  of  electric-powered  scooters  for  evaluation  to  Piaggio.  The
formation of Sanoh Ovonic Power Systems Corporation in the United States, with a
manufacturing  facility in Europe, will provide a base for battery production to
supply  European  scooter  manufacturers.  It appears that the electric  scooter
market  will  grow  quickly  due to the  vehicle's  operating  performance,  low
maintenance  requirements  and  extremely  low  operating  cost.  Since the vast
majority of scooters sold today are powered by two-cycle  gasoline engines,  the
elimination of their exhaust emissions will significantly improve air quality.








Picture of Piaggio  scooters with Ovonic NiMH  batteries  ready for  evaluation.
Standing,  from left to right,  are Art Holland,  Subhash Dhar,  Robert Stempel,
Iris Ovshinsky,  Stan Ovshinsky,  Phil Gow, Tony Osgood and Josh Payne. [ECD and
Ovonic Battery personnel.]

This past year, GM Ovonic  production NiMH EV batteries were manufactured at its
Troy,  Michigan,  plant.  Although  limited  in  physical  size,  this  facility
permitted  us  to  install  the  first  production  manufacturing  and  assembly
equipment  for  tryout,  debugging  and  quality  validation.  As we  prepare to
increase  production,  GM Ovonic  operations will move to a much larger facility
that will permit the installation of additional production equipment. Currently,
GM Ovonic is in the process of  finalizing  agreements  for  various  industrial
incentives and training grants available from state and local governments.

The move to larger facilities will not only permit us to increase production but
also will make the Troy facility  available for its original  intended  purpose,
which  is  production   process   development   and   validation  of  cost-  and
weight-saving  advanced  designs  that will help us meet  very  aggressive  cost
targets.  We expect Ovonic NiMH batteries to be equivalent in cost (battery pack
plus  electricity  to  recharge)  to the  life-cycle  fuel cost for an  internal
combustion engine powered vehicle,  while maintaining and improving all of their
superior performance characteristics.

Attention has been focused on climate  change and global warming during the past
year, culminating in the worldwide conference in Kyoto, Japan, in December. As a
result,  greater effort is being made to reduce  greenhouse  gases.  The primary
greenhouse gas is carbon dioxide,  which is formed when fossil fuels such as oil
and  coal are  burned.  While  today's  motor  vehicles  have  very low  exhaust
emissions,  increases in both the number of vehicles worldwide and the number of
miles driven will require  automakers to reduce  emissions  further or eliminate
them altogether to reduce greenhouse gases. Hence the heightened interest in EVs
and HEVs.

While  automakers  have been testing a variety of concepts to reduce  emissions,
some EVs and HEVs  have been  introduced  for sale to the  public,  and this has
initiated a competitive race.  Cleaner,  more efficient  vehicles are attracting
increasing public interest,  and all of the automakers want to be seen as having
environmentally-friendly  offerings  in their  product  lines.  All of these new
vehicles use some form of electric drive and batteries for energy  storage.  The
Ovonic  family  of NiMH  batteries  is  permitting  us to meet a wide  range  of
specifications  submitted  by a number of  automakers,  and we believe  that our
product line will lead to an increased  volume of business in the months  ahead.
At the recent  EVS-14  International  Electric  Vehicle  Symposium  in  Orlando,
Florida,  virtually all of the world's automakers were using Ovonic NiMH battery
technology to power their vehicles.

There are many other uses for nickel metal-hydride batteries, ranging from small
cells that replace nickel cadmium batteries in cell phones,  notebook  computers
and other electronic  devices,  to larger batteries for electric lawn mowers and
other lawn and garden applications; superior starting batteries for conventional
automobiles;  and stand-by  power for utilities,  home use and emergency  power.
Ovonic Battery manufactures  batteries for selected customers and electrodes for
sale to its  licensees.  The Ovonic NiMH  battery  technology  continues to gain
commercial acceptance worldwide.







News Bulletin


Picture of General Motors corporate exhibit of advanced technology  featuring GM
Ovonic nickel metal hydride  batteries at the 1998 North American  International
Auto Show in Detroit, Michigan



DETROIT,  January 4,  1998-Ovonic  NiMH  batteries  were featured in the General
Motors corporate exhibit of advanced technology vehicles (pictured above) at the
North American International Auto Show in Detroit,  Michigan,  January 1998. All
advanced EV, HEV and fuel cell vehicles were shown with GM Ovonic  battery packs
installed.  The display highlighted the Ovonic family of batteries featuring the
current  production  EV battery and next  generation  EV  batteries  with higher
energy and power at lower cost.  Two types of HEV batteries  also were displayed
as part of the  "Family of  Batteries"  to  illustrate  the  versatility  of the
engineered Ovonic NiMH battery.

General Motors currently is offering the GM Ovonic NiMH battery in the Chevrolet
S-10  electric  pick-up  truck  available  in all 48 states  (see  photo on back
cover).  GM announced  that its electric car,  EV-1,  will be available  with GM
Ovonic NiMH  batteries  to provide  more than two times the current EV-1 driving
range on a single charge.

Several  other  leading  automakers  also  featured  vehicles  using Ovonic NiMH
technology at this auto show.







Energy Generation

Photovoltaics  (PV)-the direct conversion of sunlight into electricity-holds the
key to solving the world's energy problems. Energy from the sun is nondepletable
and  nonpolluting.  Since the 1970s,  ECD,  through its Solar  Energy  Division,
developed  the  materials  and  technology  essential  to allow a shift to solar
energy, making PV viable for large-scale terrestrial applications.

In 1990, ECD and Canon,  Inc., formed their joint venture,  United Solar Systems
Corp. (United Solar). With the worldwide acceptance of United Solar products, we
are expanding to meet growing market demand.

United Solar's  Triple  Junction  technology  provides  unprecedented  levels of
efficiency  for amorphous  silicon  alloy solar cells and modules.  United Solar
combines this advanced  technology  with a proprietary  roll-to-roll  production
process  pioneered  by ECD in which solar cells are  deposited  onto a half-mile
long  roll of thin  stainless  steel.  The  manufacturing  plant  has an  annual
capacity of five  megawatts  and produces a variety of  lightweight,  rugged and
flexible  products.  One of its unique products is a solar electric laminate for
building-integrated photovoltaics.




The United Solar Triple Junction cell uses a stack of three thin-film  sub-cells
that separately convert the red, green and blue portions of the solar spectrum.



The solar cell,  made of a  multi-layer  stack of amorphous  silicon alloy films
less than a micrometer  thick,  is deposited on a  5-mil-thick  stainless  steel
substrate and  encapsulated in Tefzel(R)  elastomer and other  weather-resistant
polymers.  The  resulting  solar  electric  laminate  is bonded to  conventional
roofing panels or fabricated into roofing shingles.



Picture of Uni-Solar (TM) structural standing seam panels

Picture of Uni-Solar roofing shingles


These  products  permit  the roof of a  building  to  provide  more than  simple
protection  from the weather.  The roof now becomes a source of electric  power.
Uni-SolarTM  PV shingles are unique and have been  honored with the  prestigious
Popular Science Grand Award for "Best of What's New" (Environmental  Technology)
and Discover  magazine's  "Technological  Innovation  Award" for best innovation
(Environment).  Commenting  on  the  award,  U.S.  Department  of  Energy  (DOE)
Secretary Fedrico Pena said, "There is a tremendous international competition in
the  development  of  roof-integrated  solar  panels,  and  DOE is  proud  to be
associated  with this  cutting-edge  technology to maintain the U.S. lead in the
world."






Uni-Solar  building-integrated  architectural  metal  PV  panels  are  reliable,
attractive,  and  cost-effective  design  options for creating  sustainable  and
energy  self-sufficient  buildings.  Aesthetically-pleasing  solar architectural
roofing panels are  integrated  into the roof  following the  specifications  of
conventional architectural standing seam panels.


Picture of the  Engineering Lab on the campus of the University of California at
Irvine showing six kW of peak power being provided by United Solar's  structural
standing seam roofing  panels to the Lab.  Excess power is fed back to the local
electric  grid.  The system was installed by Solar  Utility  Inc.,  Culver City,
California, under contract to Southern California Edison.




Uni-Solar  roofing  products are the key  components  of a total solar  electric
system.  The system  integrates the solar electric roofing panel or shingle with
the necessary  combiner  boxes,  inverter,  and wiring to convert  sunlight into
electric  energy and  distribute it directly to a building.  The solar  electric
roofing  products are  configured in series or parallel on the roof deck to form
an array, which is used in combination with conventional roofing products.

This past year, an important step toward greater commercial use of solar roofing
materials was taken. On June 26, 1997, President Clinton said during his remarks
before the Special United Nations Session on the Environment,  "Now we will work
with  businesses and  communities to use the sun's energy to reduce our reliance
on fossil fuels by installing  solar panels on one million more roofs around our
nation by 2010." Secretary Pena  specifically  mentioned the Uni-Solar  shingles
while  announcing  the "Million  Roof  Program." To meet the growing  demand for
roof-integrated  PV,  United  Solar  has  been  taking  steps  to  increase  the
availability of these roofing products and finding  innovative ways to encourage
their use.

DOE is coordinating a federal  inter-agency working group to develop incentives-
such as low interest rates,  long-term loans and special  mortgage  programs for
new  construction-that  take  into  account  the full  value  of  solar  roofing
materials for both protection and as a source of power.  President  Clinton also
announced  that  the  federal   government   will  use  solar  roofing  at  many
government-owned facilities.








Today, in off-grid  locations,  electric power generated by Uni-Solar  panels is
very  cost-competitive  with power from conventional sources such as stand-alone
motor- generators. And, of course, solar-electric power is pollution-free.

United Solar is selling a complete line of products worldwide.  The Uni-Kit TM
is a solar  lighting  system that is targeted at supplying  power to two billion
people in the world who do not have access to  electricity.  The  Uni-Kit  Solar
Lighting  System  pictured  below converts  sunlight to electricity  and charges
batteries  during the daytime for lighting use at night.  This versatile  system
also can power a 12-volt  radio or  television.  Because it is  lightweight  and
durable-there  are no glass or crystalline  components to break or shatter-it is
receiving enthusiastic acceptance throughout the world.


Picture of United Solar's Uni-Kit(R)


As the market for solar  products  continues to increase,  United Solar plans to
expand  production  from its current five megawatt annual  capacity,  which will
permit us to achieve  lower  production  costs.  Our goal is to bring PV roofing
system costs down to a level that is competitive  with electric power  generated
by burning coal, gas or oil.

There are huge  market  opportunities  to be  addressed  in the  generation  and
distribution of electricity.  This is one of the world's largest businesses with
annual revenues  estimated at more than $800 billion,  roughly twice the size of
the worldwide automotive industry.  Moreover,  energy forecasters are predicting
enormous  growth during the next few decades,  with revenues in the trillions of
dollars.

The recent United Nations  Convention on Climate Change in Kyoto was attended by
representatives  from more  than 150  nations.  The  gathering  underscored  the
importance of and opportunities for our technologies. President Clinton has said
that  "Global  climate  change  is  the  premier  environmental   challenge  and
opportunity of the 21st  Century..."  Technologies  that are available  today to
meet the global  climate change  challenge can provide  economic  growth,  jobs,
export  opportunities and profits while at the same time reducing our dependence
on oil and other fossil fuels.  Because our PV and battery technologies can play
a key role in the climate  change  challenge,  we were invited to participate in
both the White House  Conference on Climate  Change and the convention in Kyoto.
We believe that the interest in our products and technologies, together with new
programs under development to encourage  deployment of  environmentally-friendly
products worldwide, will have a favorable impact on our business.

United  Solar's  thin-film  amorphous  silicon  alloy  solar  panels also are of
interest  to the  telecommunications  industry  for  terrestrial  use  to  power
repeater  stations  and  for use in  space.  While  satellites  have  long  used
crystalline  silicon or gallium  arsenide solar cells to generate  power,  these
cells are expensive, fragile and significantly heavier than our thin-film cells.
NASA has  confirmed  high total area  efficiency  of 12 percent for United Solar
cells under the AM-0 solar  illumination  present in space. This achievement has
generated  interest  in using  United  Solar  cells in a number  of  space-based
applications  that many  telecommunication  companies  believe  are  crucial  to
satisfy the demand for more communication bandwidth. This demand is being driven
by growth in the number






of telephones,  the need for faster Internet  access,  and growth in interactive
television, videophones/videotext and other forms of electronic commerce.

With an increasing  awareness of the need for low-cost PV to generate  power for
space-based applications, United Solar is evaluating its technology and products
for use in satellites.  United Solar has demonstrated the radiation hardness and
superior  high-temperature  properties  of its cells which enable them to retain
much more power  than  conventional  crystalline  cells  under  high-temperature
conditions.

United Solar products use a high-efficiency thin film on substrates of very thin
stainless steel or lightweight  polymers to achieve specific power density of 50
to 100 times that which can be obtained  with  conventional  technologies.  Mass
production  of United  Solar  products  will result in  economies  of scale that
reduce product cost to a fraction of the cost of products based on  conventional
technology.  We have been  approached by several space  companies that recognize
the need for  low-cost PV for use in a  constellation  of  satellites  and other
space  platforms  that will be launched  during the next five years.  We believe
that amorphous silicon alloy and related  materials are the enabling  technology
for these applications, and United Solar is the leader in this field.



Information Technology

There is international recognition of Stan Ovshinsky and ECD's role in inventing
and developing phase-change optical memory technology.

Energy Conversion Devices, Inc.                              December 1997
From the desk of
Robert C. Stempel

To:  ECD Stockholders

Subject:  Recognition of Phase-Change Technology

Last year (1996), the Japan Phase-Change Optical Recording  Association held its
annual  symposium  with the  theme,  "Phase-Change  from S.R.  Ovshinsky  to the
Present." This year (1997) at the Ninth Annual Symposium,  Stan was the featured
speaker and updated the group on the  development  of  phase-change  technology.
Forty-six  companies,  all involved in some facet of phase-change  technology or
production of devices based on the technology,  honored Stan as the inventor and
developer of  phase-change  technology.  As the  manufacturers  prepare to enter
large-scale  DVD  production  in  1998,  they  felt  that  it was  important  to
acknowledge the man who made it all possible.

Matsushita Electric Industrial Co. Ltd., our lead licensee in phase-change tech-
nology, planned and organized several recognition events for both Stan and Iris.
From a beginning where few companies were interested in phase-change, Japan and
the world now acknowledge that phase-change is the winning technology. This is
indeed an important recognition as the use of this new data recording technology
grows and erasable DVD is introduced.

R.C. Stempel
Chairman






During this past year, it became apparent that ECD's high-capacity  phase-change
optical  memory  technology  will be the  technology  of choice  for  rewritable
digital  versatile disks (DVD). ECD originated  phase-change  optical memory and
has licensed this technology to leading electronic and computer  companies.  DVD
disks can store seven times more data than comparable CD-ROMs, and they have the
potential  to  broaden  the market  for  optical  memory  disks,  especially  if
manufacturing  throughput  can  be  increased  while  simultaneously  decreasing
manufacturing  costs.  While DVD media are projected by industry  forecasters to
grow in the  near-term to a $2 billion  industry for  consumer  electronics  and
computer storage, this technology also can extend its impact to the photographic
industry  and the  medical-records  industry  for  storage  of X-rays  and other
medical information.



                                  OPTICAL MEMORY DISK TECHNOLOGIES

                                                                           
Disk Type          Storage Type          Read Compatibility            Capacity        Technology

CD                  Read-only                                           650MB
                    (audio)                                             (74 min.)
CD-ROM              Read-only           CD, Photo CD, CD-R, CD-         650MB
                                        RW (after 1997)
DVD-ROM             Read-only           CD, CD-ROM, DVD, Photo          4.7GB
                                        CD, CD-R, PD, CD-RW,
                                        DVD-RAM
DVD                 Read-only                                           4.7GB (2
                    (video)                                             hrs.)
Photo CD            Write-once          (no separate drive)             650MB
                    (images)                                            (100
                                                                        images)
CD-R                Write-once          CD, CD-ROM, Photo CD            650MB
PD                  Phase-change        CD, CD-ROM, Photo CD,           650MB         ECD
                    Rewritable          CD-R
CR-RW               Phase-change        CD, CD-ROM, CD-R,               650MB         ECD
                    Rewritable          Photo CD
DVD-RAM             Phase-change        CD, CD-ROM, DVD, Photo          2.7GB         ECD
                    Rewritable          CD, CD-R, PD, CD-RW,
                                        DVD-ROM
DVD-RW              Phase-change        CD, CD-ROM, DVD, Photo          3.0GB         ECD
                    Rewritable          CD, CD-R, PD, CD-RW,
                                        DVD-ROM










ECD recently was awarded a two-year,  multi-million  dollar  contract to support
development of a new, low-cost  manufacturing system for DVD. The new disks will
be fully  compatible  with  current  DVD  standards,  and the  objective  of the
development  program is to increase  manufacturing  throughput and significantly
reduce  costs.  Low-cost  DVD-ROM  disks are  expected to enable the  economical
distribution  of multimedia  publications.  The contract was awarded by the U.S.
Commerce  Department  through the  Advanced  Technology  Program of the National
Institute  of  Standards  and  Technology.  The new  manufacturing  system to be
developed  will  produce  both   prerecorded   DVD-ROM  media  and  phase-change
rewritable DVD-RAM media.

Picture of PD disk

Caption: ECD's thin-film phase-change technology is used in the recording layer
deposited on the surface of this rewritable PD disk.


ECD will use its pioneering  expertise in roll-to-roll vacuum  manufacturing and
phase- change  materials to develop a low-cost,  high  throughput  manufacturing
system that both formats and coats the DVD media in a single process.  We expect
this new technology,  when fully developed,  will increase throughput and reduce
cost by a factor of 10.

As the chart on the previous page shows,  ECD  technology is expected to be used
in  all  of  the  new  rewritable  optical  memory  products.  Several  Japanese
manufacturers  have  announced  plans to introduce  DVD-RAM drives and disks "at
strategic  prices"  (i.e.,  at  affordable  prices)  in  the  U.S.  with  volume
production starting at about 200,000 drives/manufacturer/year.

The demand for high-capacity data storage continues to increase.  Recently,  ECD
teamed  with  Calimetrics,  Inc.  and  Polaroid  Corporation  to  win a  federal
government  Advanced  Technology  Program  award  administered  by the  National
Storage  Industry  Consortium to develop new optical disk storage  technologies.
The goal of the  research  and  development  program is to deliver up to 10-fold
increases in storage  capacity and  significant  increases in the data  transfer
rate of phase-change,  write-once and rewritable  DVD-compatible optical storage
technologies. These technologies currently store between 2.6GB and 3.9GB of data
(equivalent to 1,800 to 2,700 computer  floppy disks) on a single-layer  CD-size
disk. The increased  capacity and  performance  targets of the research  program
would make it  possible  to store  several  hours of  High-Definition  TV (HDTV)
content, or thousands of professional-quality,  high-resolution still photos, on
a single-sided  disk.  The project team is developing  technology to record data
using our  proprietary  ability to provide  multiple  levels of  reflectivity on
Ovonic phase-change optical disks.

We believe that the long-range potential for phase-change  material is virtually
unlimited with these new  technological  advances that greatly increase capacity
and lower cost. With many  manufacturers who already have licensed  phase-change
technology  and many more  applying for  licenses,  we expect a steady growth in
phase-change royalties.


We expect a steady growth in phase-change royalties.






Energy Conversion Devices, Inc.

Intellectual Property/Patents

ECD's most valuable asset is its extensive  patent  portfolio of 352 issued U.S.
patents  and  825  foreign  counterparts.  Covering  all  aspects  of  our  core
businesses,  they  have  resulted  from  our  more  than 30 years of work in the
advanced technologies described earlier in this letter.

During 1997, the Japanese  Patent Office in Tokyo  recognized and registered the
important,  basic Ovonic Battery patent for nickel metal-hydride  batteries.  In
doing so, ECD  prevailed  over the  opposition  of major  Japanese  and  foreign
battery manufacturers. This patent is a counterpart to U.S. Patent No. 4,623,597
that  specifies  the  fundamentals   that  make  NiMH  batteries   possible  and
commercially  feasible.  Japan  joins  14 other  industrial  nations  that  have
recognized the patent.  In addition to the basic patent, a continuing  stream of
significant  patents  assure that Ovonic Battery will continue its leadership in
the NiMH battery field.

During  this past  year,  ECD spent $3  million  defending  its  patent  rights,
primarily against Matsushita Battery Industrial Co., Ltd. (MBI), with respect to
certain Ovonic Battery U.S.
patents covering proprietary technology for NiMH batteries.

The case was conducted in the U.S.  District Court for the District of Delaware.
On December  23, 1997,  the judge issued the final order and opinion  giving ECD
and Ovonic Battery precisely the results we had sought,  with the sole exception
of denying our request for attorneys' fees. The decision  effectively limits MBI
and its joint venture with Toyota Motor Corporation,  Panasonic EV Energy Co. of
Osaka,  Japan,  to one low energy density model EV battery  (MHI-BX)  covered by
prior  agreement with MBI without the ability to further  improve the battery by
utilizing ECD's advanced NiMH technology.  The MHI-BX battery has lower specific
energy than the current  production GM Ovonic EV battery and significantly  less
energy than our advanced  family of batteries,  which puts the GM Ovonic battery
in a much stronger competitive position.

This very  favorable  court  outcome,  coupled  with the  issuance  of the basic
Japanese patent for our Ovonic NiMH battery,  confirms our dominant position and
enhances our future business transactions.  Both actions illustrate the strength
of our basic intellectual property rights worldwide.

Financial Results/
Undervalued Assets

During the past year, ECD leveraged its strong  financial  position to invest in
its many products. (For details of the company's financial performance, refer to
our  1997  Annual  Report  on  Form  10-K.)  These   investments   improved  our
manufacturing  base and also  supported  our  product  development  for the very
successful  "Family of  Batteries"  noted  earlier in this  letter.  Our product
development expenditures were $21.4 million in 1997,








                    ECD's Investment in R&D and Product Development

                           1994        1995           1996         1997
                          -----        ----           ----         ----
                                 (Annual Expenditures in 000's)

Cost of Funded R&D        8,700        11,014        7,582         5,871
Cost of Unfunded R&D      2,671         4,636        9,151        15,551


only $5.7 million of which was offset by outside  funds as shown in the chart on
page 14. These investments have resulted in patents and other proprietary rights
that increase the value of the company,  although Generally Accepted  Accounting
Principles require that they be expensed.

As a result,  our  balance  sheet does not reflect the value of some of our most
important assets. In the chart below, ECD's patents-as well as our 49.98 percent
interest in the United Solar joint venture (in which our joint  venture  partner
has invested more than $55 million) and our 40 percent interest in GM Ovonic-are
valued at zero.

We are certain  that our  stockholders  agree that these  assets are of enormous
importance to the company. Despite their value not being recorded on our balance
sheet, these  assets-particularly  the intellectual  assets-greatly  enhance our
ability to execute a three- pronged commercialization strategy consisting of:

Joint ventures and business alliances that enable ECD to dominate important 
growth markets;

Licensing ECD products to provide a strong royalty stream; and

Building  our  manufacturing   base  to  bring  to  market  materials,   battery
electrodes, finished products and production equipment.

As a direct result of our investment strategy,  ECD has been awarded a number of
important  new,  funded  development  contracts  during  the last  year,  and we
continue to make progress in commercializing  key enabling  technologies for the
energy and information industries.







                                   ECD's Undervalued Assets

                        Carrying Value
                       at June 30, 1997               Current Market Value

   
Patents                     $-0-        ECD's patent portfolio consists of 352
                                        United States and 825 foreign patents,
                                        including many basic patents in mate-
                                        rials, devices and production techno-
                                        logy.
Joint Ventures/Subsidiaries

United Solar                $-0-        Canon has invested more than $55 million
(Owned 49.98% by ECD)                   for its 49.98% interest in United Solar
                                        in recognition of the value of ECD's 
                                        technology contributions.

GM Ovonic                   $-0-        GM has invested approximately $20 mil-
(Owned 40% by Ovonic                    lion in production manufacturing equip-
Battery                                 ment for its 60% interest in GM Ovonic
                                        in recognition of ECD's technology con-
                                        tributions.

Sovlux                      $-0-        KVANT/MINATOM has invested $15 million
(Owned 50% by ECD)                      for its 50% interest in Sovlux in
                                        recognition of ECD's technology contri-
                                        butions.  

Ovonic Battery Company  $(19,406,000)   Ovonic Battery  Company Ovonic Battery
(Owned 93.5% by ECD)                    entered into royalty-bearing license and
                                        other agreements with: GM Ovonic,
                                        Hitachi-Maxell,GP Batteries, Matsushita,
                                        Samsung, Eveready, USABC, APIC,  Walsin,
                                        Varta, three major Japanese manufac-
                                        turers, Furukawa, Daido Steel, Harding
                                        Energy, Canon, LG Chemical, Piaggio,
                                        Saft, Honda, Hyundai, Sanoh and Sovlux.

Capital Equipment       $(6,968,000)    Estimated replacement value in excess of
                                        $15 million.

Tax Loss Carry Forward      $-0-        Estimated $39 million in reduction on
                                        future income taxes.








Our  long-serving  director,  Jack T.  Conway,  is  retiring  from the  board of
directors and is not standing for  re-election  this year. Jack has devoted much
of his life to labor and social  issues.  He has had an active  national role in
improving  labor-management  relations in the collective  bargaining process. He
also was involved with the Aspen  Institute for  Humanistic  Studies as a Senior
Fellow for many years. Jack is committed to the concept of renewable energy, and
as the  current  President  and  CEO of the  Community  Housing  Corporation  of
Sarasota,  Florida,  he is  actively  engaged  in  encouraging  the use of solar
energy,  including  the use of solar  roofing  products  manufactured  by United
Solar. We have greatly  appreciated Jack's important  contributions,  advice and
counsel over the years,  and we look forward to a continuing  relationship as he
becomes a Director Emeritus.

We have made  considerable  progress during this past year in the fields that we
have  originated  and  pioneered:  nickel  metal  hydride  batteries,  thin-film
photovoltaics and phase-change memories and switching.  These fields have led to
the creation of new growth industries based on our core products,  thanks to the
dedication and hard work of our talented colleagues and employees. We appreciate
the efforts and support of our board of directors  whose members  contributed to
our progress, and we thank our stockholders for their support.

Stanford R. Ovshinsky                             Robert C. Stempel
President and Chief Executive Officer             Chairman

December 1997


We are deeply saddened that our long-time  collaborator  and close friend,  Jack
Conway,  died on January 6, 1998. We were informed of this news as we were going
to press. We will miss him greatly.






Directors and Officers

Stanford R. Ovshinsky,  President,  Chief Executive  Officer and Director,  ECD;
Chief Executive Officer and Director, Ovonic Battery; President, Chief Executive
Officer and Director,  United Solar Systems Corp.;  Member, Board of Managers of
GM Ovonic L.L.C.; Co-Chairman of the Board of Directors, Sovlux

Robert C. Stempel, Chairman of the Board and Executive Director, ECD; Chairman,
Ovonic Battery; Member, Board of Managers of GM Ovonic L.L.C.; former Chairman
and Chief Executive Officer, General Motors

Iris M. Ovshinsky, Ph.D., Vice President and Director, ECD; Director and
Secretary, Ovonic Battery

Nancy M. Bacon, Senior Vice President and Director, ECD; Director, United Solar
Systems Corp.; Director, Sovlux

Umberto Colombo,  Ph.D.,  Director,  ECD; Chairman of the Scientific Councils of
the ENI Enrico Mattei  Foundation  and of the Instituto Per  l'Ambiente,  Italy;
former Chairman of ENEA (Italian National Agency for New Technology,  Energy and
Environment)

Hellmut Fritzsche, Ph.D., Vice President and Director, ECD; retired Professor of
Physics and former Chairman of the Department of Physics, The University of 
Chicago

Joichi Ito, Director, ECD; President of: Eccosys, Ltd. and Digital Garage KK, 
Japan; President and Representative Director of PSI Japan KK

Seymour Liebman,  Director, ECD; Director, United Solar Systems Corp.; Executive
Vice President and General Counsel, Canon U.S.A., Inc.

Walter J. McCarthy, Jr., Director, ECD; retired Chairman and Chief Executive
Officer of Detroit Edison, Detroit, Michigan

Florence I. Metz, Ph.D., Director, ECD; Director, Ovonic Battery; retired 
Project Manager for Business and Strategic Planning, Inland Steel, East Chicago,
Indiana

Haru Reischauer, Director, ECD; Director, United Solar Systems Corp.; Author and
Lecturer, La Jolla, California

Nathan J. Robfogel, Director, ECD; Vice President for University Relations, 
Rochester Institute of Technology, Rochester, New York; retired Partner, Harter,
Secrest & Emery, Rochester, New York

Stanley K. Stynes, Ph.D., Director, ECD; retired Professor and former Dean, 
College of Engineering, Wayne State University, Detroit, Michigan


Ralph F. Leach, Chairman Emeritus, ECD; former Chairman of the Executive 
Committee of J.P. Morgan & Company and Morgan Guaranty Trust Company, New York






Jack T. Conway, Director Emeritus, ECD; Chairman of the Community Housing
Corporation of Sarasota, Florida; former Senior Fellow with the Aspen Institute

Robert R. Wilson, Ph.D., Director Emeritus, ECD; Founder and former Director, 
Fermi National Accelerator Laboratory; Emeritus Professor of Physics, Cornell 
and Columbia Universities; former President of the American Physical Society


Subhash K. Dhar, President, Chief Operating Officer and Director, Ovonic Battery
Marvin S. Siskind, Vice President and Patent Counsel, ECD
Michael A. Fetcenko, Senior Vice President and Director, Ovonic Battery
Ghazaleh Koefod, Secretary, ECD
Roger John Lesinski, General Counsel, ECD
Stephan W. Zumsteg, Treasurer, ECD


Outside Legal Counsel
Jenner & Block
Chicago, Illinois

Outside Patent Counsel
Lawrence G. Norris, Esq.
Bonsall, California

Auditors
Deloitte & Touche LLP
Detroit, Michigan

Transfer Agent
Boston EquiServe LP as servicing agent for State Street Bank and Trust Company
Boston, Massachusetts
800.257.1770



BACK COVER

Picture of Chevy S-10 electric pickup truck
Photo courtesy Chevrolet Division, GMC

On July 4, 1997, Chevrolet's S-10 electric pick-up became the first electric 
truck to successfully complete the 156-turn, 12.42 mile road race to the top of
Pikes Peak, Colorado.  Ovonic NiMH batteries powered the truck, which was 
equipped with a production electric motor but with chassis modifications for 
racing safety.  The S-10 reached the summit (14,110 ft.) in an EV record time 
with 30 percent of the batteries' charge remaining.  Driver Larry Ragland said,
"We could have kept going except that we ran out of mountain."  This record-
setting run demonstrates the high power and robust design of the Ovonic NiMH
battery.







ECD LOGO

Energy Conversion Devices, Inc.
1675 West Maple Road
Troy, Michigan 48084 U.S.A.
Telephone: 248.280.1900
Fax: 248-280-1456
e-mail: ovonic@aol.com
www.ovonic.com