SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934
(Amendment No. N/A)
Filed by the Registrant [ X ]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ X ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Sect. 240.1a-11(c) or
Sect. 240.14a-12
SCIENTIFIC MEASUREMENT SYSTEMS, INC.
(Name of Registrant as Specified In Its Charter)
SCIENTIFIC MEASUREMENT SYSTEMS, INC.
(Name of Person(s) Filing Proxy Statement)
Payment of Filing Fee (check the appropriate box):
[X] $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i)(1), or
14a-6(j)(2) or Item 22(a)(2) of Schedule 14A.
[ ] $500 per each party to the controversy pursuant to Exchange
Act Rule 14a-6(i)(3)
[ ] Fee computed on table below per Exchange Act Rules 14a-
6(i)(4) and 0-11.
1) Title of each class of securities to which transaction
applies:
2) Aggregate number of securities to which transaction
applies:
3) Per unit price or other underlying value of transaction
computed pursuant to Exchange Act Rule 0-11 (Set forth
the amount on which the filing fee is calculated and
state how it was determined):
4) Proposed maximum aggregate value of transaction:
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 0-11(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:
2) Form, Schedule or Registration Statement No.:
3) Filing Party:
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4) Date Filed:
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SCIENTIFIC MEASUREMENT SYSTEMS, INC.
2210 Denton Drive, Suite 106 - Austin, Texas 78758
________________________
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON THURSDAY, DECEMBER 14, 1995
The annual meeting of the shareholders of Scientific
Measurement Systems, Inc., will be held at the Stouffer
Renaissance Austin Hotel, 9721 Arboretum Blvd., Austin, Texas
78759, on Thursday, December 14, 1995, at 3:00 p.m., Central
Standard Time, for the following purposes:
1. Electing directors for the ensuing year;
2. Approving the selection of BDO Seidman, LLP as
independent auditors for the Company;
3. Receiving the reports of officers; and
4. Transacting such other business as properly may come
before the meeting.
The Board of Directors has fixed the close of trading on
October 27, 1995, for the determination of the shareholders
entitled to notice of and to vote at the meeting. Transferees
acquiring shares after such date will not be entitled to vote
such shares at the annual meeting, but will be provided copies of
the Company's annual report to shareholders upon request.
The annual report to shareholders for the fiscal year ended
July 31, 1995, containing financial statements, is enclosed
herewith.
YOUR VOTE IS IMPORTANT. WHETHER OR NOT YOU EXPECT TO ATTEND
THE MEETING, PLEASE SIGN THE ENCLOSED SHAREHOLDER'S PROXY AND
RETURN IT IN THE ENCLOSED ENVELOPE SO THAT YOUR SHARES WILL BE
REPRESENTED. NO POSTAGE IS REQUIRED IF MAILED WITHIN THE UNITED
STATES.
By order of the Board of
Directors,
/s/ Keith A. Jezek
Keith A. Jezek, Secretary
Austin, Texas
November 9, 1995
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SCIENTIFIC MEASUREMENT SYSTEMS, INC.
PROXY STATEMENT
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON DECEMBER 14, 1995
SOLICITATION AND REVOCATION OF PROXIES
The enclosed proxy is being solicited by the Management of
the Company for use at the Annual Meeting of Shareholders to be
held on December 14, 1995, and at any adjournment thereof. Any