Exhibit 4a
                         VSE Corporation
                     Summary with Respect to
                     1998 Stock Option Plan


     You have been granted an option to purchase shares of common
stock of VSE Corporation (the "Company") pursuant to the VSE
Corporation 1998 Stock Option Plan (the "Plan").  Set forth below
is a summary of the material information regarding the Plan and
its operations. You should refer to the actual Plan for further
information with respect to the Plan's various terms and
conditions.  A copy of the Plan and the Company's latest annual
report are attached to this summary.

     General Information.  The Plan is administered by the
Company's Board of Directors (the "Board"), provided that a
majority of the members of the Board and a majority of the
members of the Board who are acting on the administration of the
Plan are Outside Directors, as that term is defined in the Plan.
Alternatively, the Plan shall be administered by a committee of
the Board composed of at least three directors, all of whom must
be Outside Directors.

     The Plan permits the grant of options to purchase up to
343,750 shares of the Company's common stock.  The Company may
issue shares or may purchase shares in the over-the-counter
market in order to satisfy option exercises.

     The Plan is not subject to the Employee Retirement Income
Security Act of 1974.

     Resale Restrictions.  The shares issuable upon exercise of
an option granted under the Plan have been registered under the
Securities Act of 1933, as amended (the "1933 Act"), and
accordingly are freely resalable, subject to the following
limitations.

     In order to comply with certain federal tax requirements, an
employee who receives incentive stock options agrees to give the
Company prompt notice of any shares disposed of within two years
after the employee was granted the incentive stock option under
which he acquired such stock or one year after the employee
acquired such stock by exercising such incentive stock option.
The notice shall provide the exact number of shares so disposed.

     Officers of the Company who are subject to Section 16 of the
Securities Exchange Act of 1934, as amended, must report to the
Securities and Exchange Commission ("SEC") the receipt of an
option, its exercise and the sale of the shares, on SEC Form 4 or
Form 5, as appropriate.

         This document constitutes part of a prospectus
              covering securities that have been
          registered under the Securities Act of 1933

            This document is dated December 9, 1999
     Officers of the Company who may be deemed to control the
Company (which is generally understood to mean the ability to
direct the Company's business, policies or other principal
business affairs) may only sell shares in a transaction exempt
from the provisions of the 1933 Act.  Such an exemption is
provided by Rule 144, which requires the filing of a notice with
the SEC and compliance with certain limitations on the amount and
timing of such sales.

     Federal Income Tax Consequences.  The following is a summary
of the federal income tax consequences relating to options
granted under the Plan.

     The grant of a non-qualified option which does not have a
readily ascertainable fair market value will have no immediate
tax consequences to the recipient.  The option holder will
recognize upon exercise ordinary income equal to the excess, if
any, of the fair market value of the shares at the time of
exercise over the option exercise price.  The taxable income
recognized upon exercise of a non-qualified option will be
treated as compensation income.

     When the shares received upon exercise of a non-qualified
option are subsequently sold or exchanged in a taxable
transaction, the holder thereof will generally recognize capital
gain (or loss) in the amount by which the amount realized exceeds
(or is less than) the fair market value of the shares that were
included in income in connection with the exercise; the tax rates
applicable to the capital gain or loss will depend on the holding
period of the shares following the exercise of the non-qualified
option.

     An optionee may pay the exercise price of a non-qualified
option with shares of previously acquired common stock with an
aggregate fair market value equal to the exercise price of the
non-qualified option.

     An optionee who exercises a non-qualified option by
delivering previously acquired common stock which was not
previously acquired through the exercise of an incentive stock
option will not recognize gain or loss with respect to the
"exchange" of such previously acquired stock for new stock under
the option.  However, the optionee will recognize ordinary income
to the extent the fair market value of the shares acquired
exceeds the exercise price of the non-qualified option (as in the
case of a regular exercise).  The optionee's basis in and holding
period for the previously acquired Common Stock surrendered will
become the optionee's basis in and holding period for a
corresponding number of shares acquired pursuant to the exercise
of the non-qualified option.  The optionee's basis in the other
shares acquired will be equal to the fair market value of those
shares when issued and the holding period for those shares will
begin when they are issued to the optionee.

     This summary of the effect of the federal income tax
consequences upon the participants in the Plan does not purport
to be complete, and it is recommended that the participants
consult their own tax advisors for counseling.  The tax treatment
under foreign, state or local law is not covered in this summary.
In addition, tax laws are subject to change at any time.

     Additional Information.  Additional information with respect
to the Plan and its administration may be obtained from Mr. Craig
S. Weber, at 2550 Huntington Avenue, Alexandria, Virginia
22303, telephone (703) 960-4600.

     Option holders may obtain from Mr. Weber, without charge,
upon written or oral request, copies of the documents (i)
incorporated by reference in Item 3 of Part II of the
registration statement filed with the SEC with respect to the
Plan (which include, among other things, the Company's annual
report on Form 10-K and quarterly reports on Form 10-Q) and (ii)
required to be delivered to participants pursuant to Rule 428(b).
The documents referred to in (i) are incorporated by reference in
the Section 10(a) prospectus, which is deemed to be a part of the
registration statement.