Exhibit 1
AGREEMENT
This will confirm the agreement by and among all the undersigned
for the withdrawal of Irwin L. Jacobs and Daniel T. Lindsay from the
"group" formed pursuant to an Agreement, dated as of December 7, 1999, by
and among the undersigned hereto in connection with filing that certain
Amendment No. 2 to Schedule 13D, dated as of December 7, 1999 on behalf of
such parties with respect to such parties' beneficial ownership in the
common stock, par value $.25 per share, of Sheldahl, Inc. The parties
hereto agree that Dennis M. Mathisen and Marshall Financial Group, Inc.
shall continue as members of the original "group" formed by that certain
Amendment No. 2 to Schedule 13D, the Schedule 13D being dated as of
September 21, 1998, as such Schedule 13D may be amended from time to time.
This agreement may be executed in two or more counterparts, each of which
shall be deemed an original, but all of which together constitute one and
the same instrument.
Dated: September 12, 2000 /s/ Irwin L. Jacobs
_________________________________
Irwin L. Jacobs
/s/ Daniel T. Lindsay
_________________________________
Daniel T. Lindsay
/s/ Dennis M. Mathisen
_________________________________
Dennis M. Mathisen
Marshall Financial Group, Inc.
/s/ John A. Fischer
_________________________________
By: John A. Fischer
Its: Executive Vice President
