UNITED STATES
                        SECURITIES AND EXCHANGE COMMISSION
                              Washington, D.C. 20549

                               SCHEDULE PREM 14A

                Proxy Statement Pursuant to Section 14(a) of the
                         Securities Exchange Act of 1934

[x] Filed by the Registrant
[ ] Filed by a Party other than the Registrant

Check the appropriate box: [X] Preliminary Proxy Statement
                           [ ] Confidential, For Use of the Commission Only
                               (as Permitted by Rule 14a-6(e)(2))
                           [ ] Definitive Proxy Statement
                           [ ] Definitive Additional Materials
                           [ ] Soliciting Material Pursuant to Rule
                               14a-11(c) or Rule 14a-12


                              LASER CORPORATION
- --------------------------------------------------------------------------------

               (Name of Registrant as Specified in its Charter)

- --------------------------------------------------------------------------------
    (Name of Person(s) Filing Proxy Statement if other than the Registrant)

Payment of Filing: (Check the appropriate box)

[X] No fee required
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and O-11
(1) Title of each class of securities to which transaction applies:_____________
(2) Aggregate number of securities to which transaction applies:________________
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    persuant to Exchange Act Rule O-11
    (Set forth the amount on which the filing fee is calculated and state how
     it was determined)
    ____________________________________________________________________________
    ____________________________________________________________________________
    ____________________________________________________________________________
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(5) Total fee paid:____________

[ ] Fee paid previously with preliminary materials

[ ] Check box if any part of the fee is offset as provided by Exchange Act
    Rule O-11(a)(2) and identify the filing for which the offsetting fee was
    paid previously.  Identify the previous filing by registration statement
    number, or the form or schedule and the date of its filing.

(1) Amount previously paid:________________
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(4) Date filed:___________________



                               LASER CORPORATION


                    NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
                            TO BE HELD MAY 17, 2001




To the Shareholders:


      The 2001 Annual Meeting of Shareholders of Laser Corporation (the
"Company") will be held at the Company's headquarters, 2417 South 3850 West,
Salt Lake City, Utah 84120 on Tuesday, May 17, 2001 at 9:00 a.m. MDT, for the
following purposes:

      1.  To elect four directors, each to serve until the next annual meeting
of the Shareholders and until each of their successors is elected and shall
qualify;

      2.  To approve an amendment to the Company's Articles of Incorporation
to increase the authorized number of shares of the Company's Common Stock to
40,000,000 shares;

      3.  To approve an amendment to the Company's Articles of Incorporation
to authorize up to 10,000,000 shares of Preferred Stock of the Company
issuable in one or more series;

      4.  To approve the selection of Tanner + Co. as the independent auditors
of the Company; and

      5.  To transact such other business as may properly come before the
meeting or any adjournment thereof.

      Information regarding the matters to be acted upon at the meeting is
contained in the Proxy Statement attached to this Notice.  Only Shareholders
of record at the close of business on April 6, 2001 will be entitled to notice
of and to vote at the meeting or any adjournment thereof.

      Your vote is important.  Please sign and date the enclosed Proxy and
return it promptly in the enclosed return envelope whether or not you expect
to attend the meeting.  You may revoke your Proxy and vote in person should
you decide to attend the meeting.

                                              By Order of the Board of Directors




                                              Rod O. Julander, Secretary




Salt Lake City, Utah
April 16, 2001




                                 PROXY STATEMENT

                         ANNUAL MEETING OF SHAREHOLDERS

                                       OF

                               LASER CORPORATION
                               -----------------



                                     GENERAL


     This Proxy  Statement is furnished in connection  with the  solicitation of
Proxies by the Board of Directors of Laser  Corporation  (the "Company") for the
2001 Annual Meeting of  Shareholders  of the Company to be held on May 17, 2001,
at 9:00 a.m. MDT, at the Company's headquarters, 2417 South 3850 West, Salt Lake
City,  Utah.  Shareholders  will consider and vote upon the proposals  described
herein and referred to in the Notice of Annual Meeting  accompanying  this Proxy
Statement.

     The close of business  on April 6, 2001,  has been fixed as the record date
for the determination of the Shareholders entitled to notice of, and to vote at,
the Annual  Meeting.  On such date there were  outstanding  and entitled to vote
1,630,107 shares of common stock.  Each share of common stock is entitled to one
vote on each matter to be  considered at the meeting.  For a description  of the
principal holders of such stock, see "Security  Ownership of Certain  Beneficial
Owners and Management" below.

     Shares  represented  by  Proxies  will be  voted  in  accordance  with  the
specifications  made thereon by the  Shareholders.  Any Proxy not specifying the
contrary  will be voted in favor of  Management's  nominees for Directors of the
Company, for approval on an amendment to the Company's Articles of Incorporation
to increase the number of authorized shares of common stock and to authorize the
issuance  of  Preferred  Stock,  and  for  ratification  of  appointment  of the
certified public accountants.

     The Proxies being solicited by the Board of Directors may be revoked by any
Shareholder  giving the Proxy at any time prior to the Annual  Meeting by giving
notice of such  revocation  to the  Company,  in writing,  at the address of the
Company provided below. The Proxy may also be revoked by any Shareholder  giving
such Proxy who appears in person at the Annual  Meeting and advises the Chairman
of the Meeting of his intent to revoke the Proxy.

     The  principal  executive  offices of the Company are located at 2417 South
3850 West,  Salt Lake City,  Utah 84120.  This Proxy  Statement and the enclosed
Proxy are being furnished to Shareholders on or about April 16, 2001.





                    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
                              OWNERS AND MANAGEMENT


Security Ownership of Certain Beneficial Owners
- -----------------------------------------------

     The following table sets forth information as of March 15, 2001, as to each
person who owns of record, or is known by the Company to own beneficially,  more
than five percent (5%) of any class of voting securities of the Company.

                                                       Amount and
                                                        Nature of       Percent
  Title             Name & Address                      Beneficial        of
of Class          of Beneficial Owner                  Ownership(1)     Class(2)
- --------          -------------------                 -------------    ---------

Common            Reinhardt Thyzel(3)                    584,863         34.3
                  Rehweidstrasse 15
                  8738 Uetliburg, Switzerland

Common            Estate of Wm. H. McMahan(4)            151,819          9.0
                  3959 West 1820 South
                  Salt Lake City, UT 84104

Common            Paula F. Julander(5)                   109,305          6.4
                  1467 Penrose Drive
                  Salt Lake City, UT 84103


(1)  Except as otherwise indicated, all shares are directly owned with voting
     and investment power held by the person named.

(2)  Unless otherwise noted, based upon 1,705,691 shares (including shares
     subject to options that are exercisable within sixty days) outstanding
     as of March 15, 2001.

(3)  Based upon information included in a Schedule 13D filed with the
     Securities and Exchange Commission ("SEC") on October 30, 1998, and
     subsequent Form 5 filed with SEC.  Also includes 50,000 shares owned by
     Mrs. Gisela Thyzel, his wife, as to which Mr. Thyzel disclaims
     beneficial ownership and 4,000 shares which Mr. Thyzel has the right to
     acquire through the exercise of stock options.

(4)  Based upon documents provided by the executor of the Estate of William
     H. McMahan.  Includes 10,579 shares held by Linda R. McMahan, who is the
     executor of the Estate.

(5)  Based upon information provided by Mrs. Julander on a SEC Form 144 dated
     June 15, 2000.  Also includes 13,555 shares held by Dr. Rod O. Julander,
     her husband and 22,000 shares which Dr. Julander has the right to
     acquire through the exercise of stock options.  Mrs. Julander disclaims
     beneficial ownership of stock held by her husband.

                                       -2-





Security Ownership of Management
- --------------------------------

     The following  table sets forth certain  information  as of March 15, 2001,
regarding  the  ownership of each class of equity  securities  of the Company by
each  Director  or nominee for  Director  of the  Company  and by all  executive
officers and directors as a group.

                                                Amount and
                                                 Nature of            Percent
  Title              Name of                    Beneficial              of
of Class         Beneficial Owner              Ownership(1)            Class
- --------        -----------------              ------------           -------

Common           B. Joyce Wickham                26,500(2)              1.6

Common           Rod O. Julander                109,305(3)              6.4

Common           Mark L. Ballard                 22,024(4)              1.3

Common          Reinhardt Thyzel                584,863(5)             34.3

Common          All Executive Officers          742,692                43.5
                and Directors as a
                Group   (4 persons)


(1)    Except as otherwise indicated, all shares listed include shares subject
       to options that officers and directors have the right to exercise within
       sixty days and are directly owned with voting and investment power held
       by the person named.

(2)    Includes 16,000 shares which Ms. Wickham has the right to acquire through
       the exercise of stock options.

(3)    Includes 73,750 shares owned by Paula F. Julander, his wife, as to which
       Dr. Julander disclaims beneficial ownership and 22,000 shares which Dr.
       Julander has the right to acquire through the exercise of stock options.

(4)    Includes 16,000 shares which Mr. Ballard has the right to acquire through
       the exercise of stock options.

(5)    Includes 50,000 shares owned by Gisela Thyzel, his wife, as to which Mr.
       Thyzel disclaims beneficial ownership and 4,000 shares which Mr. Thyzel
       has the right to acquire through the exercise of stock options.


     Ms.  Wickham  and  Messrs.  Julander,  Ballard  and Thyzel are  required to
annually  report the  acquisition  of options  granted  pursuant to stock option
plans of the Company on a Form 5. These reports were filed for 2000 and evidence
the grant of options to the individuals named.


                                       -3-




     On October 9, 1998, Mr.  Reinhardt  Thyzel  acquired  521,739 shares of the
Company's  common stock for a purchase  price of $600,000.  Mr.  Thyzel used his
personal funds to acquire the shares. Mr. Thyzel has acquired  additional shares
through the  exercise of stock  options and shares  issued in lieu of  Directors
fees.  Because  Mr.  Thyzel owns 32.6% of the issued and  outstanding  shares of
common stock of the Company, he could be deemed to control the Company.

Changes in Control
- ------------------

     The Company is unaware of any  arrangement  which may at a subsequent  date
result in any change of control of the Company.



                       PROPOSAL 1 - ELECTION OF DIRECTORS

     The Company's Articles of Incorporation provide that the Board of Directors
shall be elected  each year at the annual  meeting  of the  Shareholders  of the
Company.  At the 2001 Annual  Meeting,  the Board of Directors  will nominate B.
Joyce  Wickham,  Rod O.  Julander,  Mark L.  Ballard  and  Reinhardt  Thyzel for
election as directors of the Company.  Upon  election,  the directors will serve
until the next Annual Meeting of the Shareholders or until their successors have
been  elected and  qualified.  The Board of Directors  believes  that all of the
nominees will be available and able to serve as directors.

     In the absence of  instructions  to the contrary,  the persons named in the
Proxy will vote the Proxies  "FOR" the  election of the nominees  listed  below,
unless otherwise specified in the Proxy. The Board of Directors has no reason to
believe  that any nominee  will be unable to serve,  but if any  nominee  should
become  unable to serve,  the Proxies will be voted for such other person as the
Board of Directors shall recommend.

     Certain  information  concerning  the nominees to the Board of Directors is
set forth below:

                                                                     Has Served
Name of                     Company                                  as Director
Nominee      Age         Position Held                                  Since
- -------      ---         -------------                              ------------
B. Joyce     49          Director, Chairman,                             1989
Wickham                  President, Chief
                         Executive Officer
                         and Treasurer

Rod O.       67          Director and Secretary                          1989
Julander

Mark L.      53          Director, Vice President                        1994*
Ballard                  and Assistant Secretary

Reinhardt    52          Director                                        1998
Thyzel

*  Mr. Ballard served as a Director of the Company from June 1983 to October
   1987.


                                       -4-



Board and Committee Meetings
- ----------------------------

     There were seven meetings of the Board of Directors  during the last fiscal
year. Each of the directors attended at least seventy-five (75%) of the meetings
held.  For a  description  of directors'  fees,  see  "Executive  Compensation -
Compensation of Directors." The Board of Directors has designated  Audit,  Stock
Option, and Executive and Compensation  Committees.  At the present time, Rod O.
Julander and  Reinhardt  Thyzel are the members of the Audit and  Executive  and
Compensation Committees. Rod O. Julander and Reinhardt Thyzel are members of the
Stock Option Committee,  employee plan. B. Joyce Wickham and Mark L. Ballard are
members of the Stock Option Committee, director plan.

     The functions performed by the Audit Committee include (i) meeting with the
Company's  independent  auditors  to discuss the scope of the  auditors'  annual
audit of the  Company's  financial  statements,  procedures  recommended  by the
auditors,  and the results of the auditors' annual audit, and (ii) reporting and
making  recommendations to the Board of Directors.  The Audit Committee held one
meeting in 2000.

     The functions performed by the Executive and Compensation  Committee are to
periodically review the compensation paid to officers of the Company and to make
recommendations  to the Board of Directors  concerning  such  compensation.  The
Executive and Compensation Committee held one meeting in 2000.

     The  functions  performed by the Stock  Option  Committee,  employee  plan,
include (i)  administering  the Company's  employee stock option plans, and (ii)
determining  eligible officers and employees to whom any stock options should be
granted pursuant to the stock option plans, the number thereof, and the terms of
any such grants. This Stock Option Committee held two meetings in 2000.

     The  functions  performed by the Stock  Option  Committee,  director  plan,
include (i)  administering  the Company's  director stock option plans, and (ii)
determining  eligible  directors  to whom any stock  options  should be  granted
pursuant to the stock option  plans,  the number  thereof,  and the terms of any
such grants. This Stock Option Committee held two meetings in 2000.

                                       -5-


Executive Officers and Directors
- --------------------------------

     The executive officers, directors, and significant employees of the Company
are listed on the following table:



     Name                      Position                               Age
    -----                     ----------                             ----

B. Joyce Wickham           Chairman, Director,                        49
                           President, Chief
                           Executive Officer
                           and Treasurer

Mark L. Ballard            Director, Vice President                   53
                           and Assistant Secretary

Rod O. Julander            Director and Secretary                     67

Reinhardt Thyzel           Director                                   52


     The term of each executive  officer is one year.  Officers are elected each
year at the Annual Meeting of the Board of Directors.

     Certain  information  regarding the business  experience of these executive
officers, directors and significant employees is set forth below:


     B. Joyce Wickham. Ms. Wickham was elected Chairman of the Board,  President
and Chief  Executive  Officer,  and  Treasurer  of the Company in 1989.  She has
served in those capacities since that time, except for the period from June 1989
until  December  1990  when she  served  solely  as  Chairman  of the  Board and
Treasurer.  Ms. Wickham has been employed by the Company and its subsidiaries or
associated companies since 1981, with the exception of one year during 1988-1989
at which time she was employed with McMahan  Enterprises in General  Management.
Ms.  Wickham has held  various  executive  positions  for the Company  including
Manager of  American  Laser  GmbH,  Munich,  Germany,  Manager of the  Company's
Taipei,  Taiwan material  procurement  operations,  Manager of Optical Computer,
Inc. and President of Southfork  Electronics,  Inc. Ms. Wickham holds a Bachelor
of Science Degree in Psychology from Brigham Young University.

     Mark L. Ballard.  Mr. Ballard was elected to the Board of Directors in 1994
and is currently  employed by the Company as Vice President of Laser Corporation
and President of American Laser and A.R.C. Laser Corporations. He was elected to
these positions in May 1991, June 1994, and June 1996 respectively. Prior to May
1991, Mr. Ballard held various executive, officer and director positions for the
Company and its  subsidiaries.  He has been  employed by the Company since 1975,
with the  exception of one year during  1983-1984 at which time he was President
and a director of HGM. Mr. Ballard holds a Bachelor of Arts degree in Accounting
from Utah State University.

     Rod O. Julander.  Dr. Julander was elected to the Board of Directors and as
Secretary  of the Company in 1989.  Dr.  Julander has been a Professor of Public
Administration at Weber State University, Ogden, Utah,

                                       -6-


     since 1960 and is Chairman of the Political Science Department.  In 1984 he
was a consultant for University of Utah Center for Public Administration,  and a
lobbyist for the Utah Chapter of the National  Association of Social Workers and
the  Utah  Society  of  Radiologic  Technologists.  In  1967  he  was  Personnel
Consultant  at Hill Air Force  Base,  Utah and from  1965 to 1966 was  Executive
Director of the Utah Committee on Children and Youth. Dr. Julander  received his
Bachelor  of  Science  and  Master of Science  in  Philosophy  and his Ph.D.  in
Political Science from the University of Utah.

     Reinhardt Thyzel.  Mr. Thyzel was elected to the Board of Directors October
16,  1998.  Mr.  Thyzel  is  currently  President  and  founder  of  A.R.C.  AG,
Switzerland, a company engaged since 1997, in the development of medical lasers.
In 1996 Mr. Thyzel founded A.R.C.  GmbH in Germany for the development and sales
of  dermatological  and dental  lasers.  From 1989 through 1996 Mr. Thyzel was a
consultant  for Spectron  Laser Systems,  England.  Mr. Thyzel  provided the key
experience  and  management to expand  Spectron's  scientific  product line to a
successful  industrial laser line. During 1977 Mr. Thyzel founded Meditec,  GmbH
in which he was the owner and President.  This company  developed,  manufactured
and sold medical lasers primarily in the field of ophthalmology  until 1989 when
it was sold.  Mr.  Thyzel  received his degree in  engineering  in 1972 and is a
resident of Switzerland.


     Dr.  Julander and Mr. Thyzel are employed full time in activities  which do
not involve the Company. Ms. Wickham is employed full time by the Company as its
President,  Chief Executive Officer and Treasurer.  Mr. Ballard is employed full
time by the  Company  as its Vice  President  and  Assistant  Secretary.  If any
outside  director is requested to perform services for the Company beyond normal
service as a director,  such director will be compensated for the performance of
such services at rates to be agreed upon by such director and the Company.


     There  are no family  relationships  between  any  directors  or  executive
officers of the Company.





                                       -7-



                             EXECUTIVE COMPENSATION

     The following table sets forth the aggregate cash  remuneration paid by the
Company for services  rendered in all capacities  during the last fiscal year by
its  Chief  Executive  Officer  and by its  most  highly  compensated  executive
officers whose cash remuneration from the Company and its subsidiaries  exceeded
$100,000.  No executive officer received cash remuneration in excess of $100,000
in 2000.




                           Summary Compensation Table

                                                      Long Term Compensation
                             Annual Compensation        Awards     Payouts
                          -----------------------   ------------------------
   (a)               (b)     (c)     (d)       (e)      (f)        (g)       (h)     (i)
                                              Other      Re-    Securities
                                              Annual   stricted Underlying   LTIP  All Other
Name and            Year                      Compen-   Stock    Options/    Pay-   Compen-
Principal           Ended   Salary  Bonus     sation(1) Award(s)   SARs      outs  sation(2)
Position           Dec. 31   ($)     ($)        ($)      ($)       (#)       ($)      ($)
- ---------------------------------------------------------------------------------------------
                                                            
B. Joyce Wickham    2000   $72,100  $ 8,208(3) $717       -          -0-      -     $7,765
President, Chief    1999   $72,100  $ 7,971    $456       -        4,000      -     $4,160
Executive Officer,  1998   $72,100  $20,505    $609       -        2,000      -     $4,715
and Director



(1) Amounts include Company payments for additional health insurance coverage.

(2) Payments in lieu of vacation and sick time earned.

(3) Paid for bonus earned during fiscal 1999.


Other Compensation
- ------------------

     Ms. Wickham's  Employment  Agreement provides to Ms. Wickham, as additional
compensation,  a payment equal to fifty percent (50%) of the price actually paid
by her to  purchase  stock  of the  Company  during  any  calendar  year  of her
employment,  up to a maximum of ten percent (10%) of her annual compensation for
such year. Ms. Wickham has not purchased any shares pursuant to this provision.

     The Company  does not have a key-man life  insurance  policy on the life of
any  executive  officer  or  director.  The  Company  provides  health  and life
insurance  to its  employees.  The Company had no other  retirement,  pension or
similar programs in 2000. In 1990, the Company  established a 401(k)  retirement
program for employees.  The Company did not make a  contribution  to the Plan in
2000.


                                       -8-



Stock Option Plans
- -------------------

     Until their  expiration on June 30, 1998,  the Company had two  shareholder
approved  stock option plans for key employees:  an incentive  stock option plan
pursuant to which incentive stock options to purchase a maximum of 62,500 shares
of common stock could be issued and a  non-statutory  stock option plan pursuant
to which  non-qualified stock options to purchase 62,500 shares could be issued.
There are 15,000 shares that remain  exercisable  under the incentive stock plan
and 12,500 shares that remain  exercisable under the non- statutory stock option
plan. The maximum term of options granted under either plan is five years.  Each
of the plans  provides  that if the  optionee's  employment  by the  Company  is
terminated  for any  reason the option  shall  thereupon  expire and any and all
right to purchase shares pursuant  thereto shall terminate ninety days after the
optionee's employment terminates. On May 25, 1999, the Shareholders ratified and
approved  the Laser  Corporation  1999 Stock  Incentive  Plan.  The Stock Option
Committee of the Board of Directors  approved the new stock  incentive plan. The
plan  provides for the issuance of stock  options,  performance  stock units and
restricted  stock units. The maximum number shares of the Company's common stock
reserved and available for issuance under the plan is 150,000 shares.  The Stock
Option  Committee  of the  Board  of  Directors  administers  the  plan  and has
discretion to determine the terms of options granted under each plan. Such terms
include the exercise price of each option,  the number of shares subject to each
option,  and the  exercisability of such options.  Options issued under the plan
must be granted at the fair market  value on the date of grant.  A stock  option
granted  under the plan will become  exercisable  in two  increments.  The first
third is  immediately  exercisable  and the remaining  two-thirds is exercisable
upon the first  anniversary  date of the  grant.  The  maximum  term of  options
granted under the plan is ten years.  The plan  provides that if the  optionee's
employment by the Company is terminated  for any reason the unvested  portion of
any  restricted  stock unit  awards or  performance  stock unit  awards  will be
canceled.  Stock  options held by an employee who is  terminated  for any reason
other than death, disability,  without cause or constructive termination, may be
exercised  within 90 days following such  termination,  to the extent the option
was exercisable. Under the new plan in 1998, options to purchase an aggregate of
4,000  shares of common  stock at an  exercise  price of $1.125  per share  were
granted to two  officers,  with such grant subject to approval of the 1999 Stock
Incentive  Plan  by the  Shareholders.  During  1999,  options  to  purchase  an
aggregate  of 4,000  shares of common  stock were  granted to two officers at an
exercise  price of $1.6875 and an aggregate of 4,000 shares of common stock were
granted to four non-officer employees at an exercise price of $1.6875 per share.
In addition during 1999,  stock options to purchase an aggregate of 4,000 shares
of common stock were  granted to two officers at an exercise  price of $4.59 and
an  aggregate of 10,000  shares of common stock were granted to ten  non-officer
employees at an exercise  price of $4.59.  No stock  options were issued  during
2000. The stock incentive plan, as approved, expires on January 1, 2009.


     The following table sets forth information respecting all individual grants
of options and stock appreciation rights ("SARs") made during the last completed
fiscal year to any of the  executives  named in the Summary  Compensation  Table
above.

                                       -9-



                      Option/SAR Grants in Last Fiscal Year



                          Individual Grants
- -------------------------------------------------------------------------
      (a)              (b)            (c)             (d)        (e)
                    Number of      % of Total
                    Securities    Options/SARs
                    Underlying      Granted        Exercise or   Ex-
                   Options/SARs      During        Base Price  piration
     Name           Granted (#)    Fiscal Year(1)   ($/share)    Date
- -------------------------------------------------------------------------
   B. Joyce Wickham     none






Director Options
- ----------------

     On October 16, 1987, the Board of Directors adopted a resolution,  ratified
by  the  Shareholders  of  the  Company,  granting  all  non-employee  directors
five-year  options to purchase 10,000 shares of common stock, at the end of each
six months of service as a director, at the last reported sale price on the date
of grant.  Such options will not be granted under the incentive or non-statutory
stock  option  plans.  On March  22,  1990,  the  Board of  Directors  adopted a
resolution terminating the director option program. On May 29, 1992 the Board of
Directors  reinstated  this option plan whereby each outside  director  would be
granted a five-year  option to purchase  2,000 shares of common stock at the end
of each six months of service as a director  beginning on June 1, 1992. The plan
provides that if a director shall cease to be a director of the  Corporation for
any reason the option may be exercised by the former director at any time within
one year after such cessation.  A formalized  Stock Option Plan and Stock Option
Agreement was adopted on September 10, 1992,  effective May 29, 1992. On June 1,
1993 the plan was amended to change the method of calculating the exercise price
to that of the  employee's  Incentive  Stock Option Plan. All amounts shown have
been  adjusted  to take into  account the five for four stock  dividend.  During
1998,  options to  purchase  an  aggregate  2,000  shares of common  stock at an
exercise price of $2.0155 and an aggregate of 4,000 shares of common stock at an
exercise price of $1.125 per share were granted. In 1999, options to purchase an
aggregate of 4,000  shares of common  stock at an exercise  price of $1.6875 per
share and an aggregate  of 4,000 shares of common stock at an exercise  price of
$4.59 per share were  granted.  During  2000,  options to purchase an  aggregate
4,000  shares of common  stock at an  exercise  price of $6.0625  per share were
granted and an aggregate of 4,000 shares of common stock at an exercise price of
$6.00 per share were granted.





                                      -10-


Termination of Employment Arrangement
- --------------------------------------


     Employment  Agreements between B. Joyce Wickham and the Company and Mark L.
Ballard  and the  Company,  provided  that in the  event of  termination  by the
Company of their  employment,  Ms. Wickham shall be entitled to twelve months of
severance  benefits at the time of termination and Mr. Ballard shall be entitled
to eleven months of severance  benefits at the time of termination,  unless such
termination shall be for cause, lack of performance, resignation or by reason of
death.


Compensation of Directors
- -------------------------

     Board  members  who are also  employees  of the  Company do not receive any
directors'  fees.  Non-employee  Board  members  receive  $10,000  per  year  in
directors'  fees,  however,  during 2000 the  Directors  received the  Company's
common stock in lieu of cash fees.  Directors are  reimbursed for their expenses
of attending meetings outside the area in which they live.



     CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     Reinhardt Thyzel, a director and significant stockholder of the Company, is
an owner  and  officer  of A.R.C.  GmbH,  Germany  and  A.R.C.  AG,  Switzerland
(collectively  "A.R.C."). The Company is currently selling laser products to and
purchasing laser products and systems from these entities.  During 2000 sales to
A.R.C.  totaled $678,245.  Purchases by the Company from A.R.C. in 2000 totalled
$496,435.  In  addition,   the  Company  and  A.R.C.  have  formed  a  strategic
partnership for the development,  marketing and sales of medical  products.  The
Company  has a  distribution  agreement  with  A.R.C.  AG for rights to sell and
manufacture  the complete  Dodick  Photolysis  medical  system.  This  agreement
includes a royalty fee to be paid to A.R.C.  and exclusive rights to sell in the
U.S.A., Canada, Mexico and Brazil.



             SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

     Section  16(a) of the Exchange Act requires our officers and  directors and
persons who own more than 10% of a registered class of our equity  securities to
file  reports of  ownership  and changes in ownership  with the  Securities  and
Exchange Commission and the Nasdaq Stock Market and to furnish us with copies of
those reports.

     Based  solely on a review  of the  copies of  reports  furnished  to us, or
written  representations that no reports were required,  we believe that, during
2000,  all  Section  16(a)  filing  requirements  applicable  to  our  officers,
directors and greater than 10% stockholders were satisfied.





                                      -11-



         PROPOSED AMENDMENTS TO THE COMPANY'S ARTICLES OF INCORPORATION

     The Board of Directors has  unanimously  approved two (2) amendments to the
Company's Articles of Incorporation as follows:

(1)       the amendment of Article IV to increase to 40,000,000  from 10,000,000
          the  number of shares of Common  Stock,  par value $.05 per share (the
          "Common  Stock"),  which the Company is  authorized  to issue  without
          further approval of the shareholders of the Company; and

(2)       an additional amendment of Article IV to authorize the issuance by the
          Company of up to  10,000,000  shares of Preferred  Stock,  without par
          value (the  "Preferred  Stock"),  in one or more series,  from time to
          time, and having such rights,  preferences,  privileges,  designations
          and other  terms,  as the Board of  Directors  may  determine  without
          further approval of the shareholders of the Company.

     The shareholders  will be requested to consider and vote upon each of these
two amendments  separately at the Annual Meeting.  These proposed amendments are
attached as Exhibit A to this Proxy Statement. The Board of Directors recommends
that the shareholders approve these amendments.


        PROPOSAL 2 - AMENDMENT TO THE COMPANY'S ARTICLES OF INCORPORATION
           TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK

     The Company's  Articles of  Incorporation  currently  authorize  10,000,000
shares of Common  Stock.  Of the  10,000,000  shares of Common  Stock  currently
authorized  for  issuance,  approximately  8,281,809  shares  are  unissued  and
unreserved  for issuance.  The proposed  amendment  would increase the number of
authorized shares of the Company's Common Stock to 40,000,000.

     If the proposed amendment to the Articles of Incorporation is approved, the
authorized shares of Common Stock in excess of those issued and reserved will be
available  for  issuance  at such times and for such  corporate  purposes as the
Board of Directors may deem  advisable  without  further action by the Company's
shareholders,  unless such action is required in a specific  case by  applicable
laws or regulations or stock exchange rules.

     The Board of Directors  believes that it is in the Company's best interests
to increase  the number of  authorized  shares of Common  Stock in order to have
additional  authorized  shares  available for issuance to meet business needs as
they may arise.  The Board of Directors  believes that the  availability of such
additional  shares will provide the Company with the flexibility to issue Common
Stock for proper  corporate  purposes  which may be  identified  by the Board of
Directors in the future,  including stock splits, stock dividends,  financing or
acquisitions.   Management   currently   has   no   arrangements,    agreements,
understandings  or plans for the  issuance  of the  additional  shares of Common
Stock proposed to be authorized.


                                      -12-



     The issuance of  additional  Common Stock could have the effect of diluting
voting  power per share or the book  value per share of the  outstanding  Common
Stock.  Holders of the Company's  Common Stock do not have preemptive  rights to
purchase  shares in future  issuances.  Also,  the  existence  of  unissued  and
unreserved  Common Stock could, in certain  instances,  render more difficult or
discourage a merger,  tender offer, or proxy contest,  and thus potentially have
an  "anti-takeover"  effect.  An  issuance  of stock can make  acquisition  of a
company  more  difficult  or more  costly.  An issuance of stock could deter the
types of  transactions  that may be  proposed or could  discourage  or limit the
shareholders'  participation  in  certain  types of  transactions  that might be
proposed (such as a tender offer), whether or not such transactions were favored
by the majority of the shareholders.

     The Board of Directors of the Company will, however, consider any proposals
to acquire  control of the  Company  that may arise in the future in  accordance
with their  fiduciary  duties and their judgment as to the best interests of the
shareholders   of  the  Company  at  that  time.   The  Company's   Articles  of
Incorporation  and  Bylaws  do  not  presently  contain   provisions  having  an
anti-takeover  effect. The proposed amendments to increase the authorized Common
Stock and to authorize  Preferred  Stock are not part of a plan by management of
the Company to adopt a series of anti-takeover  measures,  and management has no
present  intention  or plans to propose  anti-takeover  measures in future proxy
solicitations.

     The Board of Directors  does not intend to issue any Common Stock except on
terms which the Board deems to be in the best  interests  of the Company and its
then-existing shareholders.

     If approved by the  shareholders,  the proposed  amendment to Article IV of
the Company's  Articles of Incorporation  regarding its Common Stock will become
effective  upon  filing of  Articles  of  Amendment  with the Utah  Division  of
Corporations  and Commercial  Code,  which is expected to be accomplished on May
17, 2001, or as soon thereafter as practicable.

     THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR THE PROPOSAL TO AMEND
     ARTICLE IV OF THE COMPANY'S ARTICLES OF INCORPORATION TO INCREASE THE
                            AUTHORIZED COMMON STOCK.



      PROPOSAL 3 - AMENDMENT TO THE COMPANY'S ARTICLES OF INCORPORATION TO
    AUTHORIZE THE ISSUANCE OF SHARES OF PREFERRED STOCK IN ONE OR MORE SERIES

     No preferred  stock is presently  authorized by the  Company's  Articles of
Incorporation.  The proposed  amendment  would authorize the Board of Directors,
without  any further  shareholder  action  (unless  such action is required in a
specific case by applicable  laws or regulations or stock  exchange  rules),  to
issue from time to time Preferred Stock as one class without series or in one or
more series and to fix by resolution the designations,  preferences, limitations
and relative  rights of such class or each such series.  The class as a whole or
any series of Preferred  Stock could, as determined by the Board of Directors at
the time of issuance,  rank,  with respect to dividends,  limited voting rights,
redemption and liquidation rights, senior to the Company's Common Stock.

                                      -13-




     Under the  proposed  amendment,  the  Preferred  Stock would have no voting
rights except for the following:

          (a) voting rights required by applicable law (which currently provides
     for a vote of a class or series for certain  amendments  to the articles of
     incorporation affecting the class or series);

          (b) voting  rights which the Board of Directors may grant to the class
     or a series of the  Preferred  Stock with  respect to any  amendment of the
     Company's  Articles of  Incorporation  which  adversely  affects any right,
     preference or a limitation of the class or series; and

          (c) voting  rights which the Board of Directors may grant to the class
     or a series of the Preferred  Stock to elect a certain  number of directors
     of the  Company  if there is a  failure  to pay  dividends  on the class or
     series for a period of time or to make a mandatory  redemption payment when
     due for the class or series.

     The terms,  conditions  and  limitations  of any such voting rights will be
determined  by the Board of  Directors,  including the number of directors to be
elected  and the time  period  for  which  there  must be a  failure  to pay any
dividends  for voting  rights to occur.  The Board of  Directors  of the Company
believes  that the Common Stock should be the only class with  unlimited  voting
power.

     In the Board of Directors' opinion,  the primary reason for authorizing the
Preferred Stock is to provide  flexibility for the Company's capital  structure.
The Board of Directors  believes that this flexibility is necessary to enable it
to tailor the specific terms of a class or series of Preferred Stock that may be
issued to meet market  conditions  and  financing  opportunities  as they arise,
without the  expense and delay that would be entailed in calling a  shareholders
meeting to approve the  specific  terms of the class or any series of  Preferred
Stock.

     The  Preferred  Stock may be used by the Company  for any proper  corporate
purpose. Such purpose might include, without limitation, issuance as part or all
of the  consideration  required to be paid by the Company in the  acquisition of
other businesses or properties,  or issuance in public or private sales for cash
as a means of obtaining additional capital for use in the Company's business and
operations.   The   Company   currently   has   no   arrangements,   agreements,
understandings or plans for the issuance of any Preferred Stock.


                                      -14-


     It is not possible to state the precise effects of the authorization of the
Preferred  Stock upon the rights of the holders of the  Company's  Common Stock,
until the Board of Directors determines the respective preferences, limitations,
and  relative  rights of the holders of the class as a whole or of any series of
the Preferred Stock. Such effects might include:

          (a)  reduction of the amount  otherwise  available  for the payment of
     dividends  on Common  Stock,  to the extent  dividends  are  payable on any
     issued Preferred Stock;

          (b) restrictions on dividends on the Common Stock;

          (c)  voting  rights of any series or the class of  Preferred  Stock to
     vote  separately,  or to vote with the Common Stock,  on limited matters as
     indicated above;

          (d) conversion of the Preferred Stock into Common Stock at such prices
     as the Board  determines,  which could  include  issuance at below the fair
     market value or original issue price of the Common Stock, diluting the book
     value per share of the outstanding Common Stock; and

          (e) the  holders of Common  Stock not being  entitled  to share in the
     Company's  assets upon  liquidation  until  satisfaction of any liquidation
     preference granted to holders of the Preferred Stock.

     In  regards  to (a) and (b)  above,  the  Company  has not paid nor does it
anticipate paying any dividends on Common Stock.

     In addition,  the existence of unissued  Preferred  Stock could, in certain
instances,  render more difficult or discourage a merger, tender offer, or proxy
contest and thus potentially have an "anti-takeover" effect, especially if stock
were issued in response to a potential takeover.  Issuances of stock,  including
preferred stock with conversion  rights,  can and have been  implemented by some
companies  in a  manner  intended  to make  acquisition  of the  companies  more
difficult or more costly.  Please see a further discussion of such effects under
"Proposal  to Amend the  Company's  Articles of  Incorporation  to Increase  the
Number of Authorized Shares of Common Stock".

     If approved by the  shareholders,  this  proposed  additional  amendment to
Article IV, with respect to Preferred  Stock,  will become effective upon filing
Articles of Amendment  with the Utah  Division of  Corporations  and  Commercial
Code,  which  is  expected  to be  accomplished  on May  17,  2001,  or as  soon
thereafter as practicable.

       THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR THE PROPOSAL TO AMEND
            ARTICLE IV TO AUTHORIZE THE ISSUANCE OF PREFERRED STOCK.




        PROPOSAL 4 - RATIFICATION OF APPOINTMENT OF INDEPENDENT CERTIFIED
                               PUBLIC ACCOUNTANTS

     The Board of  Directors  of the  Company has  selected  Tanner + Co. as the
independent  public  accountants  of the  Company  for the  fiscal  year  ending
December 31, 2001. Tanner + Co. has served as the Company's  independent  public
accountants since November 4, 1994.

                                      -15-



     During the two most recent years the Company has not consulted  with Tanner
+ Co.  on items  which (i) were or should  have been  subject  to SAS 50 or (ii)
concerned the subject  matter of a  disagreement  or  reportable  event with the
former auditor, (as described in Regulation S-K Item 304(a)(2)).

     Representatives  of Tanner + Co. are expected to attend the Annual  Meeting
of  Shareholders  and will be available to respond to appropriate  questions and
will be afforded the opportunity to make a statement if they desire to do so.

     In the absence of  instructions  to the contrary,  the persons named in the
Proxy will vote the Proxies FOR ratification of the selection of Tanner + Co. as
independent public accountants for the Company.


                             AUDIT COMMITTEE REPORT

     Laser  Corporation's  Audit Committee of the Board of Directors consists of
two  non-employee  directors that are considered  independent  under  applicable
independent director and audit committee listing standards.  The current members
of the audit  Committee are Rod O. Julander and Reinhardt  Thyzel.  The Board of
Directors  has  adopted a written  charter  for the  Audit  Committee,  which is
included as Appendix A to this Proxy Statement.

     Management is responsible for the integrity of Laser Corporation's internal
control  environment and its financial  reporting process.  Laser  Corporation's
independents public accountants, Tanner + Co., are responsible for performing an
independent audit of Laser Corporation's  consolidated  financial  statements in
accordance with generally  accepted auditing  standards and for issuing a report
on these financial statements. The Audit Committee is responsible for overseeing
and monitoring these processes.

     The Audit  Committee  held one  meeting  during  calendar  2000.  The Audit
Committee believes Laser Corporation's  management maintains an effective system
of internal  control  that  results in the fair  presentation  of our  financial
statements and the appropriate  safeguard of corporate  assets.  Based on review
and  ratification  of the 2000 audit plan and  discussion  of the results of its
execution with management and Tanner + Co., the Audit  Committee  recommended to
the Board of  Directors  that the audited  financial  statements  be included in
Laser Corporation's Annual Report on Form 10-KSB for the year ended December 31,
2000 filed with the Securities and Exchange Commission.

     The Audit Committee and Tanner + Co. have discussed all matters required by
Statement on Auditing Standards No. 61, Communications with Audit Committee. The
Audit Committee has considered the compatibility of non-audit services performed
by Tanner + Co.  and other  pertinent  information  regarding  the  accountant's
independence  and has determined the firm to be  appropriately  independent from
Laser Corporation.  Additionally, the Audit Committee has received from Tanner +
Co. written  disclosure  regarding its  independence as required by Independence
Standards Board Standard No. 1, Independence Discussions with Audit Committee.


                                      -16-


     Fees for the  calendar  year 2000 audit and related  quarterly  reviews are
approximately  $21,880 of which  approximately  $7,160 has been  billed  through
December 31, 2000.  Fees billed for other projects  rendered by Tanner + Co. for
the calendar 2000 year were approximately $2,593. These fees relate primarily to
consultation on our tax returns and other tax matters,  and assistance with 1933
Securities Act filings.

     The Audit Committee of the Board of Directors of Laser Corporation.

                      Rod O. Julander
                      Reinhardt Thyzel



                              SHAREHOLDER PROPOSALS

     If a Shareholder wishes to present a proposal at the 2002 Annual Meeting of
Shareholders,  the proposal  must be received by Laser  Corporation,  2417 South
3850 West,  Salt Lake City,  Utah 84120 prior to December 14, 2001. The Board of
Directors  will review any proposal which is received by that date and determine
whether it is a proper proposal to present at the 2002 Annual Meeting.


                                  VOTE REQUIRED

     A majority of the 1,630,109  issued and outstanding  shares of common stock
of the Company shall  constitute a quorum at the Annual Meeting.  Under the Utah
Revised Business Corporation Act, the affirmative vote of at least a majority of
the shares  represented  at the meeting is required  for all  proposals  to come
before the meeting.


                                  OTHER MATTERS

     As of the date of this  Proxy  Statement,  the  Board of  Directors  of the
Company  does not intend to  present  and has not been  informed  that any other
person intends to present,  a matter for action at the 2001 Annual Meeting other
than as set forth  herein  and in the  Notice of  Annual  Meeting.  If any other
matter  properly  comes before the meeting,  it is intended  that the holders of
Proxies will act in accordance with their best judgment.  The Board of Directors
may read the  minutes  of the  2000  Annual  Meeting  of  Shareholders  and make
reports,  but  Shareholders  will not be requested to approve or disapprove such
minutes or reports.

     In addition to the solicitation of proxies by mail, certain of the officers
and employees of the Company,  without extra  compensation,  may solicit proxies
personally  or by  telephone.  The Company will also request  brokerage  houses,
nominees,  custodians  and  fiduciaries to forward  soliciting  materials to the
beneficial owners of common stock held of record and will reimburse such persons
for forwarding such material.  The cost of this  solicitation of proxies will be
borne by the Company.

                                      -17-





     COPIES OF THE COMPANY'S ANNUAL REPORT ON FORM 10-KSB  (INCLUDING  FINANCIAL
STATEMENTS  AND FINANCIAL  STATEMENTS  SCHEDULES)  FILED WITH THE SECURITIES AND
EXCHANGE  COMMISSION (THE "10-KSB") MAY BE OBTAINED WITHOUT CHARGE BY WRITING TO
THE COMPANY,  ATTENTION: ROD O. JULANDER,  SECRETARY, 2417 SOUTH 3850 WEST, SALT
LAKE  CITY,  UTAH  84120.   COPIES  OF  THE  COMPANY'S  2000  ANNUAL  REPORT  TO
SHAREHOLDERS, INCLUDING THE 10-KSB, ARE BEING MAILED WITH


     THIS PROXY STATEMENT. ADDITIONAL COPIES MAY BE OBTAINED BY WRITING TO LASER
CORPORATION,  ATTENTION: ROD O. JULANDER,  SECRETARY, 2417 SOUTH 3850 WEST, SALT
LAKE CITY, UTAH 84120.

     The  enclosed  Proxy is  furnished  for you to specify  your  choices  with
respect to the matters referred to in the  accompanying  Notice and described in
this  Proxy  Statement.  If you  wish to vote in  accordance  with  the  Board's
recommendations,  merely  sign,  date  and  return  the  Proxy  in the  enclosed
envelope,  which  requires no postage if mailed in the United  States.  A prompt
return of your Proxy will be appreciated.



                                By Order of the Board of Directors




                                Rod O. Julander, Secretary


















Salt Lake City, Utah
April 16, 2001

                                      -18-



                                    EXHIBIT A

                               TO PROXY STATEMENT

                              Dated April 16, 2001


             Text of Proposed Amendment to Articles of Incorporation

     1. Article IV is hereby amended in its entirety to read as follows:

     "The  corporation  shall have the authority to issue  40,000,000  shares of
common  stock,  each  having a par value of $.05 per share.  All  common  shares
issued by the corporation  shall be fully paid and  nonassessable and shall have
equal rights."


     2. Article IV is hereby  further  amended by the addition of the  following
three paragraphs:

     "In addition,  the corporation shall have the authority to issue 10,000,000
shares of preferred stock, without par value. Such preferred stock may be issued
in  series.  Notwithstanding  the  rights  of common  stock  stated  above,  the
entitlement  of the common stock to receive net assets of the  corporation  upon
dissolution,  and the  voting  rights of common  stock,  shall be subject to the
voting and other rights,  if any,  provided to the holders of preferred stock by
these  Articles  of  Incorporation.  Except  for and  subject  to  those  rights
expressly  granted to the holders of the  preferred  stock,  or except as may be
provided by law,  the holders of common stock shall have  exclusively  all other
rights of shareholders.

     This  corporation's  Board of Directors  shall have the authority,  without
shareholder  action,  to determine  the  preferences,  limitations  and relative
rights of any  preferred  stock  (whether in a series or as a class),  including
without limitation the following:

          (i) the designation of any series or class of preferred stock;

          (ii) the number of shares constituting the series or class;

          (iii) voting rights , if any, complying with the limitations on voting
     rights  stated in this  Article  IV for  preferred  stock,  except  that no
     condition,  limitation,  or prohibition on voting shall eliminate any right
     to vote required by Utah law;

          (iv) any redemption rights and, if provided,  the terms and conditions
     of such redemption,  including without limitation the date or dates upon or
     after which any  preferred  stock shall be  redeemable,  and the amount per
     share payable in case of redemption,  which amount may vary under different
     conditions and at different redemption dates;


                                       -1-





          (v) any  sinking  fund for the  redemption  or purchase of shares of a
     series or class,  and, if  provided,  the terms and amount of such  sinking
     fund;

          (vi) conversion  rights and, if provided,  the terms and conditions of
     such conversion,  including provision for adjustment of the conversion rate
     in such events as the Board of Directors shall determine;

          (vii)  distribution  rights,  including without  limitation a dividend
     rate  and  the   determination  of  whether  such  rights  are  cumulative,
     noncumulative or partially cumulative; and

          (viii) preference rights over any other class or series of shares with
     respect to distributions,  including without  limitation any priority as to
     dividends and as to distributions upon the dissolution of the corporation.

     The preferred stock of the corporation shall have no voting rights except:

          (i)  the  preferred   stock  shall  have  voting  rights  required  by
     applicable  law  (which  required  voting  rights  may be set  forth in the
     preferences, limitations and relative rights of a class or series);

          (ii) any  preferred  stock of a class or series may have voting rights
     with respect to any amendment, alteration or repeal of any provision of the
     Corporation's  Articles of Incorporation which adversely affects any right,
     preference or limitation of the class or series; and

          (iii) any preferred  stock of a class or series may have voting rights
     to elect a certain  number of directors of the  corporation in the event of
     the  corporation's  failure to pay  dividends  on the class or series for a
     period of time or to make a mandatory  redemption  payment when due for the
     class or series.

     The Board of Directors  shall, in accordance with the authority  granted to
Board of Directors in this Article IV, determine whether any such voting rights,
not required by applicable  law, shall exist and shall also determine the terms,
conditions  and  limitations  of  any  such  voting  rights,  including  without
limitation  the number of and time period for any such failures to pay dividends
necessary  for voting  rights to occur and the number of directors to be elected
by a class or series after such an event."












                                       -2-




                                   APPENDIX A

                             AUDIT COMMITTEE CHARTER



I.    PURPOSE

     The  primary  function  of the Audit  Committee  is to assist  the Board of
Directors  in  fulfilling  its  oversight   responsibilities  by  reviewing  the
financial information which will be provided to the shareholders and others, the
systems of internal  controls  which  management and the Board of Directors have
established, and the Corporation's audit and financial reporting process.

     The independent  accountants'  ultimate  responsibility  is to the Board of
Directors and the Audit Committee, as representatives of the shareholders. These
representatives  have the ultimate  authority to select,  evaluate,  and,  where
appropriate, replace the independent accountants.

     The Audit  Committee  will  primarily  fulfill  these  responsibilities  by
carrying out the activities enumerated in Section IV of this Charter.

II.   COMPOSITION

     The  Audit  Committee  shall  be  comprised  of  two  or  more  independent
directors.

     All members of the Committee  shall have a working  familiarity  with basic
finance and accounting practices, and at least one member of the Committee shall
have accounting or related financial management expertise.

III.  MEETINGS

     The Committee shall meet on a regular basis and shall hold special meetings
as circumstances require.

IV.   RESPONSIBILITIES AND DUTIES

     To fulfill its responsibilities and duties the Audit Committee shall:

          1. Review this Charter at least  annually and recommend any changes to
     the Board.

          2. Review the organization's annual financial statements and any other
     relevant reports or other financial information.

          3.  Review  the  regular  internal   financial   reports  prepared  by
     management and any internal auditing department.





          4.   Recommend  to  the  Board  of  Directors  the  selection  of  the
     independent  accountants and approve the fees and other  compensation to be
     paid to the  independent  accountants.  On an annual  basis,  the Committee
     shall obtain a formal written  statement from the  independent  accountants
     delineating all  relationships  between the accountants and the Corporation
     consistent with  Independence  Standards Board Standard 1, and shall review
     and  discuss  with  the  accountants  all  significant   relationships  the
     accountants  have  with  the  Corporation  to  determine  the  accountants'
     independence.

          5. Review the performance of the  independent  accountants and approve
     any proposed  discharge of the independent  accountants when  circumstances
     warrant.

          6. Following  completion of the annual audit,  review  separately with
     the independent accountants,  the internal auditing department, if any, and
     management any significant  difficulties  encountered  during the course of
     the audit.

          7. Perform any other  activities  consistent  with this  Charter,  the
     Corporation's  By-laws and  governing  law, as the  Committee  or the Board
     deems necessary or appropriate.







                                LASER CORPORATION
                         ANNUAL MEETING OF SHAREHOLDERS
                                  MAY 17, 2001

           THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

The undersigned hereby appoints B. Joyce Wickham and Rod O. Julander and each of
them (acting jointly or, if one be present,  then by that one alone) as Proxies,
with full power of  substitution,  and hereby  authorizes  them to represent and
vote,  as  designated  below,  all shares of Common Stock of the Company held of
record by the  undersigned or with respect to which the  undersigned is entitled
to vote and act on April 6, 2001 at the  Annual  Meeting of  Shareholders  to be
held at the Company's corporate offices at 2417 South 3850 West, Salt Lake City,
Utah, on Tuesday,  May 17, 2001 at 9:00 a.m.,  local time, or at any adjournment
thereof, and especially to vote as follows:

     1. Election of Directors

     FOR all nominees listed                 WITHHOLD AUTHORITY
     below (except as marked                 to vote for all
     to the contrary below)                  nominees listed below

     (INSTRUCTIONS:  TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE,
     STRIKE A LINE THROUGH A NOMINEE'S NAME IN THE LIST BELOW:)

   B. Joyce Wickham    Rod O. Julander    Mark L. Ballard    Reinhardt Thyzel

     2. To approve an amendment to the Company's  Articles of  Incorporation  to
increase  the  authorized  number  of shares of the  Company's  Common  Stock to
40,000,000 shares.

          FOR                    AGAINST                 ABSTAIN

     3. To approve an amendment to the Company's  Articles of  Incorporation  to
authorize up to 10,000,000  shares of Preferred Stock of the Company issuable in
one or more series.

          FOR                    AGAINST                 ABSTAIN

     4. To approve the  selection of Tanner + Co. as the  independent  certified
public accountants of the Company for the fiscal year ending December 31, 2001.

          FOR                    AGAINST                 ABSTAIN

     5. In their discretion,  the Proxies are authorized to vote upon such other
business  as may  properly  come  before the Annual  Meeting or any  adjournment
thereof.


                                       1


THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY
THE UNDERSIGNED  SHAREHOLDER.  IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED
FOR THE  ELECTION  OF THE  NOMINEES  FOR  DIRECTOR  AS  SELECTED BY THE BOARD OF
DIRECTORS AND FOR PROPOSALS 2, 3, AND 4.

PLEASE SIGN AND DATE THIS PROXY WHERE SHOWN BELOW AND RETURN IT PROMPTLY:

                                           Date:__________________________,2001

                                           Signed:_____________________________

                                           ____________________________________

(Please  sign above  exactly as the shares are  issued.  When shares are held by
joint  tenants,  both  should  sign.  When  signing as  attorney,  as  executor,
administrator,  trustee  or  guardian,  please  give  full  title as such.  If a
corporation, please sign in full corporate name by President or other authorized
officer. If a partnership please sign in partnership name by authorized person.)

No Postage Is Required If This Proxy Is Returned In The  Enclosed  Envelope  And
Mailed In The United States.