UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):
November 12, 1999

NICOLLET PROCESS ENGINEERING, INC.
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(Exact name of registrant as specified in its charter)

Minnesota 0-27928 41-1528120
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)

2665 South Bayshore Drive
Suite PH2B
Coconut Grove, FL 33133
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(Address of principal executive offices)

Registrant's telephone number, including area code: (305) 913-3300
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.

On November 12, 1999, Nicollet Process Engineering, Inc.
("Company") acquired all of the stock of Knowledgeware Solutions, Inc.,
a Michigan Corporation ("KSI"), through the merger of Knowledgeware
Acqusition Corp., a wholly owned subsidiary of the Company, with and
into KSI with KSI being the surviving corporation. KSI creates
high-quality instructional, marketing and sales material for the
software industry.

The acquisition was made pursuant to an Agreement and Plan of Merger by
and among William Klco, Kathleen McFadden, Steven Gauld and Dane Powell
(the "Shareholders") and the Company dated November 12, 1999 (the
"Merger Agreement"). Under the terms of the Merger Agreement, the
Shareholders received 704,345 newly issued shares of the Company's
common stock and the Company acquired all of the outstanding common
stock of KSI. Each of the Shareholders also received options to
purchase 81,572 shares of the Company's common stock at a price of 85
cents per share. Each of the Shareholders may be granted options to
purchase an additional 81,572 shares of the Company's common stock at a
price of 85 cents per share if KSI achieves certain financial goals
during the three year period following the acquisition. Certain
employees of KSI will be granted options to purchase an aggregate of
291,286 shares of the Company's common stock at fair market value and
options to purchase an aggregate of 35,000 shares of the Company's
common stock at a price of 85 cents per share.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

a. FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.

The registrant has determined that it is impracticable to provide the
required historical financial statements of KSI at this time. The
registrant will file the required historical financial statements of
the KSI under a Form 8-K/A as soon a practicable, but in any event
within 60 days after the date hereof.

b. PRO FORMA FINANCIAL INFORMATION.

The registrant has determined that it is impracticable to provide the
required pro forma financial information regarding the acquisition of
KSI at this time. The registrant will file the required pro forma
financial information under a Form 8-K/A as soon a practicable, but in
any event within 60 days after the date hereof.

c. EXHIBITS.

2.1 Agreement and Plan of Merger by and among the Company and
William Klco, Kathleen McFadden, Steven Gauld and Dane Powell
dated November 12, 1999.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

NICOLLET PROCESS ENGINEERING, INC.

/s/ Roy Garcia
By: Roy Garcia
Its: Chief Financial Officer

Dated: November 29, 1999

INDEX TO EXHIBITS

Exhibit No. Description Method
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2.1 Agreement and Plan of Merger by and among the Company and Filed herewith.
William Klco, Kathleen McFadden, Steven Gauld and Dane Powell
dated November 12, 1999.