Proxy Card
HARRIS & HARRIS GROUP, INC.
ONE ROCKEFELLER PLAZA
NEW YORK, NY 10020

PROXY FOR THE ANNUAL MEETING OF STOCKHOLDERS

TO BE HELD APRIL 28, 1999


THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS.

The undersigned hereby appoints CHARLES E. HARRIS and RACHEL M. PERNIA and
each of them, with full power of substitution, proxies to vote at the annual
meeting of shareholders to be held on April 28, 1999, or an adjournment
thereof, to represent and to vote all the shares of common stock of Harris &
Harris Group, Inc. that the undersigned is entitled to vote with all powers
the undersigned would have if personally present, on the following matters as
designated on the reverse side and in their discretion with respect to such
other business as may properly come before the meeting or any adjournment
thereof.

The Board of Directors recommends a vote "FOR" all the nominees listed in
item 1 and "FOR" item 2.

When properly executed, this proxy will be voted as specified and in
accordance with the accompanying proxy statement. If no instruction is
indicated, this proxy will be voted "FOR" items 1 and 2.

1. ELECTION OF DIRECTORS

[ ] FOR all nominees [ ] WITHHOLD AUTHORITY to [ ] *EXCEPTIONS
listed below vote for all nominees
listed below.

Nominees:

Dr. C. Wayne Bardin Harry E. Ekblom Glenn E. Mayer
Dr. Phillip A. Bauman Dugald A. Fletcher James E. Roberts
G. Morgan Browne Charles E. Harris

(INSTRUCTIONS: To withhold authority to vote for any individual nominee, mark
the "Exceptions" box and write that nominee's name in the space provided
below.)

*Exceptions:______________________________________________________________

2. PROPOSAL TO RATIFY, CONFIRM AND APPROVE THE BOARD OF DIRECTOR'S SELECTION
OF ARTHUR ANDERSEN LLP as the Company's independent public accountant for
its fiscal year ending December 31, 1999.

[ ] FOR [ ] AGAINST [ ] ABSTAIN

3. At their discretion, the Proxies are authorized to vote upon such other
business as may properly come before the meeting or any adjournment or
adjournments thereof.


Change of Address and
or Comments Mark Here [ ]

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

Dated______________________, 1999

________________________________
(Signature)

________________________________
(Signature, if held jointly)

Votes must be indicated [x] in Black or Blue ink.