SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

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[ ] Soliciting Material Pursuant toss.240.14a-11(c) orss.240.14a-12

Volt Information Sciences, Inc.
-------------------------------
(Name of Registrant as Specified in Its Charter)

----------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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VOLT INFORMATION SCIENCES, INC.
560 LEXINGTON AVENUE
NEW YORK, NEW YORK 10022-2928

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
APRIL 5, 2001

TO THE SHAREHOLDERS OF
VOLT INFORMATION SCIENCES, INC.

The Annual Meeting of Shareholders of Volt Information Sciences, Inc.
(the "Company") will be held at the 1st floor Atrium, Volt Corporate Park, 2401
N. Glassell Street, Orange, California, on Thursday, April 5, 2001, at 1:00
P.M., Pacific time, to consider the following:

1. The election of one Class I director to serve until the 2002 Annual
Meeting of Shareholders and until his successor is elected and
qualified and four Class II directors to serve until the 2003 Annual
Meeting of Shareholders and until their respective successors are
elected and qualified;

2. A proposal to ratify the action of the Board of Directors in
appointing Ernst & Young LLP as the Company's independent auditors for
the fiscal year ending November 4, 2001; and

3. Such other business as may properly come before the meeting or any
adjournments or postponements thereof.

Only shareholders of record at the close of business on February 26,
2001 will be entitled to notice of, and to vote at, the meeting and any
adjournments or postponements thereof.

You are cordially invited to attend the meeting. Whether or not you
plan to be present, kindly fill out and sign the enclosed Proxy exactly as your
name appears on the Proxy, and mail it promptly in order that your vote can be
recorded. A return envelope is enclosed for your convenience and requires no
postage if mailed within the United States. The giving of this Proxy will not
affect your right to vote in person in the event that you find it convenient to
attend the meeting.

By Order of the Board of Directors

Jerome Shaw, Secretary

New York, New York
March 5, 2001

VOLT INFORMATION SCIENCES, INC.
560 LEXINGTON AVENUE
NEW YORK, NEW YORK 10022-2928

PROXY STATEMENT
FOR
ANNUAL MEETING OF SHAREHOLDERS

This Proxy Statement, to be mailed on or about March 5, 2001, is
furnished in connection with the solicitation by the Board of Directors of Volt
Information Sciences, Inc., a New York corporation (the "Company" or "Volt"), of
Proxies in the accompanying form ("Proxy" or "Proxies") for use at the Annual
Meeting of Shareholders of the Company to be held on April 5, 2001 and at any
adjournments or postponements thereof (the "Annual Meeting").

Only holders of record of the Company's Common Stock (the "Common
Stock") as of the close of business on February 26, 2001 are entitled to notice
of, and to vote at, the Annual Meeting. As of the close of business on that
date, there were issued and outstanding 15,209,365 shares of Common Stock of the
Company. Each issued and outstanding share of Common Stock on that date is
entitled to one vote upon each matter to be acted upon at the Annual Meeting.
The presence, in person or by proxy, of at least 35% of the total issued and
outstanding shares of Common Stock entitled to vote at the Annual Meeting will
constitute a quorum for the transaction of business at the Annual Meeting.

All Proxies received will be voted in accordance with the
specifications made thereon or, in the absence of specification: (a) for the
election of all nominees named herein to serve as directors, and (b) in favor of
the proposal to ratify the appointment of Ernst & Young LLP as the Company's
independent auditors. Management does not intend to bring before the Annual
Meeting any matters other than those specifically described above and knows of
no other matters to come before the Annual Meeting. If any other matters or
motions come before the Annual Meeting, it is the intention of the persons named
in the accompanying form of Proxy to vote Proxies in accordance with their
judgment on those matters or motions, including any matter dealing with the
conduct of the Annual Meeting. Proxies may be revoked at any time prior to their
exercise by written notification to the Secretary of the Company at the
Company's principal executive offices located at 560 Lexington Avenue, New York,
New York 10022-2928, by voting at the Annual Meeting or by submitting a later
dated proxy.

The Company maintains a 401(k) Savings Plan (the "Savings Plan") that
holds certain Common Stock of the Company. Effective January 1, 2001, the
Company's Employee Stock Ownership Plan (the "ESOP") was merged into the Savings
Plan (as merged, the "Plan"). Separate accounts are maintained for the Common
Stock held under the ESOP (the "ESOP Account") and Savings Plan (the "Savings
Plan Account") features of the Plan. Subaccounts are maintained for each
participant under the ESOP Account and Savings Plan Account. Separate Proxies
are being transmitted to each employee of the Company (a) to whom shares of
Common Stock have been allocated under the ESOP, or (b) who has acquired and
holds shares of Common Stock as a participant in the Savings Plan. Shares held
in a participant's ESOP subaccount or Savings Plan subaccount will be voted by
the trustee of the Plan as directed by the participant in a signed Proxy which
is timely returned to the Plan's trustee or its designee; and unallocated shares
in the ESOP and shares in a participant's ESOP subaccount or Savings Plan
subaccount as to which the Plan trustee does not receive a direction will be
voted by the trustee as directed by the Administrator of the Plan in such manner
as the Plan Administrator deems proper in its fiduciary capacity for the benefit
of the Plan and its participants.

A plurality of votes cast at the Annual Meeting in person or by proxy
is required for the election of each nominee to serve as a director. The
affirmative vote of a majority of votes cast at the Annual Meeting in person or
by proxy is required to ratify the selection of Ernst & Young LLP ("Ernst &
Young") as the Company's independent auditors for fiscal 2001. Votes withheld,
in the case of the election of directors, and abstentions and any broker
non-votes with respect to the ratification of independent auditors are not
considered votes cast with respect to that matter and, consequently, will have
no effect on the vote on that matter, but are counted in determining a quorum.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL

OWNERS, MANAGEMENT AND NOMINEES

The following table sets forth information, as of February 15, 2001
(except as described in the footnotes to the following table), with respect to
the beneficial ownership of Common Stock, the Company's only class of voting or
equity securities, by (a) each person who is known to the Company to own
beneficially more than five percent of the outstanding shares of Common Stock,
(b) each of the directors of the Company, including nominees to serve as
directors, (c) each of the executive officers named in the Summary Compensation
Table contained under "Executive Compensation" and (d) executive officers and
directors as a group:

NAME AND ADDRESS AMOUNT AND NATURE OF
OF BENEFICIAL OWNER BENEFICIAL OWNERSHIP (1) PERCENT OF CLASS (2)
- ------------------- ------------------------ --------------------

William Shaw 3,647,347 (3) (4) 23.9%
560 Lexington Avenue
New York, NY 10022-2928

Jerome Shaw 3,204,241 (3) (5) 21.0%
2401 N. Glassell Street
Orange, CA 92665

Westport Asset Management, Inc. 1,068,112 (6) 6.9%
and Westport Advisers LLC
253 Riverside Avenue
Westport, CT 06880

Dimensional Fund Advisors, Inc. 930,400 (7) 6.0%
1299 Ocean Avenue, 11th Floor
Santa Monica, CA 90401

James J. Groberg 17,812 (3) *

Steven A. Shaw 242,338 (3) 1.6%

Howard B. Weinreich 22,505 (3) *

Lloyd Frank 10,529 (8) *

Bruce G. Goodman 108,336 (9) *

Mark N. Kaplan 7,500 (3) *

Irwin B. Robins 22,795 (3) *

William H. Turner 1,000 *

All executive officers and directors as a 7,303,674 (3) (4) (5) (8)(9) 46.9%
group (14 persons, including the foregoing)
_________________________ (Footnotes contained on next
page)

-2-

(1) Except as noted, the named beneficial owners have sole voting and
dispositive power with respect to their beneficially owned shares.
Includes shares held in the executive officer's ESOP subaccount and
Savings Plan subaccount.

(2) Asterisk indicates less than 1%. Shares reflected as owned by a person
that are not outstanding, but that are issuable upon exercise of the
portion of options held by such person that are exercisable on or within
60 days after February 15, 2001, are considered outstanding for the
purpose of computing the percentage of outstanding Common Stock that
would be owned by the person if the options were exercised, but (except
for the calculation of the beneficial ownership by all executive officers
and directors as a group) are not considered outstanding for the purpose
of computing the percentage of outstanding Common Stock owned by any
other person. None of the named persons are known to own shares of common
stock of Autologic Information International, Inc., a 59% owned
publicly-held subsidiary of the Company ("Autologic"). If the portion of
the options granted by Autologic that are exercisable within 60 days of
February 15, 2001 and held by William Shaw (4,000 shares), Jerome Shaw
(4,000 shares), James J. Groberg (7,000 shares), Steven A. Shaw (800
shares), Howard B. Weinreich (5,000 shares), Irwin B. Robins (7,000
shares) and all (9 persons) executive officers and directors of the
Company as a group (37,300 shares) were exercised, none of such person or
group would own at least 1% of the outstanding common stock of Autologic.

(3) Includes the following shares issuable upon the exercise of the portion
of options granted by the Company which are exercisable on or within 60
days after February 15, 2001: William Shaw, 45,000 shares; Jerome Shaw,
45,000 shares; James J. Groberg, 14,500 shares; Steven A. Shaw, 11,800
shares; Howard B. Weinreich, 9,500 shares; Irwin B. Robins, 13,000
shares; Mark N. Kaplan, 4,500 shares; and all (14 persons) executive
officers and directors as group, 155,700 shares.

(4) Includes 99,561 shares owned by Mr. Shaw as sole trustee of a trust for
the benefit of his wife, as to which shares Mr. Shaw disclaims beneficial
ownership.

(5) Includes (i) 2,887,430 shares owned by Mr. Shaw and his wife as trustees
of a revocable trust for their benefit or as community property, as to
which shares they may be deemed to have shared voting and investment
power (pursuant to the terms of the trust, Mr. Shaw may demand that the
shares in trust be transferred to him at any time) and (ii) 236,250
shares owned by Mr. Shaw and his wife as trustees of a trust for the
benefit of one of their children, as to which shares Mr. and Mrs. Shaw
may be deemed to have shared voting and investment power (the inclusion
of which 236,250 shares is not an admission of beneficial ownership of
those shares by Mr. Shaw) and (iii) 6,750 shares owned by Mr. Shaw's
wife, as to which shares Mr. Shaw disclaims beneficial ownership.

(6) Based on information as of December 31, 2000 contained in a Schedule 13G
dated February 12, 2001 which indicates sole beneficial ownership as to
160,412 shares and shared beneficial ownership with respect to 907,700
shares.

(7) Based on information as of December 31, 2000 contained in a Schedule 13G
dated February 2, 2001.

(8) Includes 2,529 shares owned by Mr. Frank's wife, as to which Mr. Frank
disclaims beneficial ownership.

(9) Includes (i) 1,400 shares owned by Mr. Goodman as custodian for his minor
children, (ii) 94,536 shares owned by Mr. Goodman's wife, individually,
and (iii) 6,800 shares owned by Mr. Goodman's wife as custodian for their
minor children, as to all of which shares Mr. Goodman disclaims
beneficial ownership.

-3-

ELECTION OF DIRECTORS

The Company's Board of Directors consists of nine directors, divided
into two classes. The terms of office of Class I and Class II directors expire
at the 2002 and 2001 Annual Meetings of Shareholders, respectively. At each
annual meeting, directors are chosen to succeed those in the class whose term
expires at that annual meeting to serve for a term of two years each and until
their respective successors are elected and qualified. Each of the present
directors of the Company was elected by the Company's shareholders except Bruce
G. Goodman, who was elected by the Board of Directors on May 25, 2000.

Unless otherwise directed, persons named in the enclosed Proxy intend
to cast all votes pursuant to Proxies received for the election of Bruce G.
Goodman as a Class I director to serve until the 2002 Annual Meeting of
Shareholders and William Shaw, Jerome Shaw, James J. Groberg and William H.
Turner as Class II directors to serve until the 2003 Annual Meeting of
Shareholders and, in each case, until his successor is elected and qualified
(those persons are referred to in this Proxy Statement as the "nominees"). Each
nominee has indicated his availability to serve as a director. In the event that
any of the nominees should become unavailable or unable to serve for any reason,
the holders of the Proxies have discretionary authority to vote for one or more
alternate nominees who will be designated by the Board of Directors.

A plurality of the votes cast at the Annual Meeting in person or by
proxy is required for the election of each nominee. Votes withheld will have no
effect on the outcome of the election of directors.

BACKGROUND OF NOMINEES AND CONTINUING DIRECTORS

NOMINEES

(CLASS I)

BRUCE G. GOODMAN, 52, has been a director of the Company since May
2000. He has been a partner of the law firm of Hinckley, Allen & Snyder LLP
since April 1995. Hinckley, Allen & Snyder LLP provided legal services to the
Company during fiscal 2000 and has been retained to provide legal services to
the Company during fiscal 2001.

(CLASS II)

WILLIAM SHAW, 76, a founder of the Company, has been President,
Chairman of the Board and Chief Executive Officer of the Company since its
formation and has been employed in executive capacities by the Company and its
predecessors since 1950. He has served as a director of the Company since its
formation in 1957. He is also a director of Autologic, the Company's 59% owned
publicly-held subsidiary.

JEROME SHAW, 74, also a founder of the Company, has been Executive Vice
President and Secretary of the Company since its formation and has been employed
in executive capacities by the Company and its predecessors since 1950. He has
served as a director of the Company since its formation in 1957. He is also a
director of Autologic.

JAMES J. GROBERG, 72, has been a Senior Vice President and the Chief
Financial Officer of the Company since September 1985 and was also employed in
executive capacities by the Company from 1973 to 1981. He has served as a
director of the Company since 1987. He is also a director of Autologic.

WILLIAM H. TURNER, 61, has been a director of the Company since August
1998. He has been Chairman since September 1999 and, from August 1997 to August
1999, was President, of PNC Bank, New Jersey. From October 1996 to July 1997, he
was President and Chief Executive Officer of Franklin Electronic Publishers,
Inc. (a designer and developer of hand-held electronic information products)
and, from February 1991 to September 1996, he was Vice Chairman of The Chase
Manhattan Bank and its predecessor, Chemical Banking Corporation. He is also a
director of Standard Motor Products, Inc., Franklin Electronic Publishers, Inc.
and New Jersey Resources Corp.

-4-

DIRECTORS WHOSE TERM OF OFFICE CONTINUES AFTER THE ANNUAL MEETING

(CLASS I)

IRWIN B. ROBINS, 66, retired as Senior Vice President of the Company in
June 2000, a position he had held since September 1985. He had been employed in
executive capacities by the Company since 1980. Since his retirement, Mr. Robins
has served as a consultant to the Company handling certain legal and
transactional matters as are mutually agreed upon (see "Executive Remuneration -
Employment Agreements and Termination of Employment"). Mr. Robins has served as
a director of the Company since 1981.

STEVEN A. SHAW, 41, has been a Senior Vice President of the Company
since November 2000 and a Vice President of the Company since April 1997. He has
been employed by the Company in various capacities since November 1995. He has
served as a director of the Company since August 1998.

LLOYD FRANK, 75, has been a director of the Company since March 2000.
Mr. Frank has been a partner in the law firm of Jenkens & Gilchrist Parker
Chapin LLP (and its predecessor, Parker Chapin LLP) since January 1977. Parker
Chapin LLP provided legal services to the Company and Autologic during fiscal
2000 and Jenkens & Gilchrist Parker Chapin LLP has been retained to provide
legal services to the Company and Autologic during fiscal 2001. Mr. Frank is
also a director of Park Electrochemical Corp. and DRYCLEAN USA, Inc.

MARK N. KAPLAN, 71, has been a director of the Company since April
1991. Mr. Kaplan has been of counsel to the law firm of Skadden, Arps, Slate,
Meagher & Flom LLP since 1999 and, from October 1979 until that time, was a
partner in that firm. Skadden, Arps, Slate, Meagher & Flom LLP may be retained
to provide legal services to the Company during fiscal 2001. Mr. Kaplan is also
a director of Grey Advertising Inc., DRS Technologies, Inc., Refac Technology
Development Corporation, autobytel.com, American Biltrite, Inc., Congoleum
Corporation and myturn.com.

William Shaw and Jerome Shaw are brothers. Steven A. Shaw is the son of
Jerome Shaw. Bruce G. Goodman is the son-in-law of William Shaw. There are no
other family relationships among the directors or executive officers of the
Company. Messrs. William Shaw and Jerome Shaw are parties to employment
agreements with the Company. See "Executive Remuneration - Employment
Agreements."

COMMITTEES OF THE BOARD

The Company has Audit, Compensation and Stock Option Committees, but
does not have a nominating committee.

The Audit Committee consists of Lloyd Frank, Mark N. Kaplan and William
H. Turner, each of whom meets the independence requirements for audit committee
members under the listing standards of the New York Stock Exchange, on which the
Company's Common Stock is listed. The committee provides assistance to the
Company's directors in fulfilling the Board's oversight responsibility as to the
Company's accounting, auditing and financial reporting practices and as to the
quality and integrity of the publicly distributed financial reports of the
Company. The specific functions and responsibilities of the Audit Committee are
set forth in the written charter of the Audit Committee adopted by the Board of
Directors, which is attached as Appendix A to this Proxy Statement. The Audit
Committee reviews and reassesses the Charter annually and recommends any changes
to the Board for approval. A report of the Audit Committee appears under the
caption "Audit Committee Report," below. The Audit Committee met five times
during the past fiscal year.

-5-

The Compensation Committee consists of Messrs. Kaplan, Turner and Frank
and is authorized to make recommendations to the Board concerning the
compensation of those executive officers who are also directors of the Company.
The Compensation Committee met three times during the past fiscal year.

The Stock Option Committee consists of Messrs. William Shaw and Kaplan
and is authorized to administer (including granting options under) the Company's
stock option plans. However, since August 1996, when revised provisions of Rule
16b-3 promulgated under the Securities and Exchange Act of 1934 became
effective, all options have been granted by the full Board of Directors.

The Board of Directors met four times during the past fiscal year. Each
incumbent director attended at least 75% of the meetings of the Board of
Directors and Committees on which he served which were held during the portion
of the fiscal year during which he served as a director.

AUDIT COMMITTEE REPORT

Management has the primary responsibility for the Company's financial
reporting process, including its financial statements, while the Board is
responsible for overseeing the Company's accounting, auditing and financial
reporting practices and the Company's independent public auditors have the
responsibility for the examination of the Company's annual financial statements
and expressing an opinion on the conformity of those financial statements with
accounting principles generally accepted in the United States. In assisting the
Board in fulfilling its oversight responsibility with respect to the Company's
year ended November 3, 2000, the Audit Committee:

o Reviewed and discussed the audited financial statements for
the fiscal year ended November 3, 2000 with management and
Ernst & Young, the Company's independent auditors;

o Discussed with Ernst & Young the matters required to be
discussed by Statement on Auditing Standards No. 61 relating
to the conduct of the audit; and

o Received the written disclosures and the letter from Ernst &
Young regarding its independence as required by Independence
Standards Board Standard No. 1. The Audit Committee also
discussed Ernst & Young's independence with Ernst & Young and
considered whether the provision of non-audit services
rendered by Ernst & Young was compatible with maintaining its
independence under Securities and Exchange Commission rules
governing the independence of a company's outside auditors
(see "Ratification of the Selection of Auditors," below).

Based on the foregoing review and discussions, the Audit Committee
recommended to the Board that the Company's audited financial statements for the
fiscal year ended November 3, 2000 be included in the Company's Annual Report on
Form 10-K filed with the Securities and Exchange Commission for that year.

Respectfully,

Lloyd Frank
Mark N. Kaplan
William H. Turner

-6-

EXECUTIVE REMUNERATION

SUMMARY COMPENSATION TABLE

The following table sets forth information concerning the compensation
during the fiscal years ended November 3, 2000, October 29, 1999 and October 30,
1998 of the Company's Chief Executive Officer and each of the four other
executive officers of the Company serving as executive officers of the Company
at the end of fiscal 2000 who received the highest cash compensation during the
fiscal year ended November 3, 2000 for services rendered in all capacities to
the Company and its subsidiaries (the "Named Executive Officers"):

SUMMARY COMPENSATION TABLE
LONG-TERM
COMPENSATION
------------
SECURITIES
UNDERLYING
ANNUAL COMPENSATION OPTIONS
------------------- ----------------- ALL OTHER
PRINCIPAL POSITION YEAR SALARY (1) BONUS VOLT AUTOLOGIC COMPENSATION (2)
- ------------------ ---- ---------- ----- ---- --------- ----------------

William Shaw, 2000 $382,212 $ -- -- -- $4,111
President and 1999 368,462 -- -- 10,000 1,344
Chief Executive Officer 1998 355,000 30,000 -- -- 1,981

Jerome Shaw, 2000 382,212 -- -- -- 4,111
Executive Vice President 1999 368,462 -- -- 10,000 1,344
1998 355,000 30,000 -- -- 1,981

James J. Groberg, 2000 325,378 20,000 15,000 -- 4,400
Senior Vice President and 1999 297,461 20,000 15,000 5,000 1,091
Chief Financial Officer 1998 284,769 25,000 5,000 -- 1,683

Howard B. Weinreich, 2000 241,034 2,000 -- -- 4,062
General Counsel and 1999 189,523 12,000 5,000 2,000 1,120
Vice President 1998 181,831 12,000 5,000 -- 1,683

Steven A. Shaw, 2000 203,846 101,527 (3) 10,000 -- 3,781
Senior Vice President 1999 200,000 40,000 -- 2,000 993
1998 141,278 -- 3,500 -- 665

- ----------------
(1) Includes compensation deferred under the Company's deferred compensation
plan and under Section 401(k) of the Internal Revenue Code of 1986, as
amended.

(2) Amounts in fiscal 2000 include premiums under the Company's group life
insurance policy ($528 for each of William Shaw and Jerome Shaw; $259 for
James J. Groberg; and $198 for each of Steven A. Shaw and Howard B.
Weinreich); the market value at the date of contribution of the portion of
the shares of Common Stock contributed by the Company under the ESOP
($1,494 for each of the Named Executives Officers); the market value at
fiscal year-end of the portion of the shares forfeited by terminated
employees under the ESOP feature of the Plan, which were allocated during
fiscal 2000 with respect to fiscal 1999 to the named officers in accordance
with the Plan ($120 for each of the Named Executive Officers); and the
Company's contribution under the Savings Plan feature of the Plan ($1,969
for each of William Shaw, Jerome Shaw and Steven Shaw; $2,527 for James J.
Groberg; and $2,250 for Howard B. Weinreich).

(3) Based on the pre-tax income of a division for which Mr. Shaw has management
responsibility.

-7-

OPTION GRANTS IN LAST FISCAL YEAR

The following table contains information concerning options granted by
the Company during the Company's 2000 fiscal year to the Named Executive
Officers (no options were granted during fiscal 2000 to any of the Named
Executive Officers under any stock option plan of Autologic):

INDIVIDUAL OPTIONS
------------------
NUMBER OF PERCENT OF
SHARES TOTAL OPTIONS POTENTIAL
UNDERLYING GRANTED TO EXERCISE REALIZABLE VALUE AT ASSUMED
OPTIONS EMPLOYEES IN PRICE EXPIRATION ANNUAL RATES OF STOCK PRICE
GRANTED (1) FISCAL YEAR (2) PER SHARE DATE APPRECIATION FOR OPTION TERM (3)
------------ --------------- --------- ---- --------------------------------
5% 10%
------ -----

James J. Groberg 15,000 49.8% $21.81 1/16/10 205,766 521,453

Steven A. Shaw 10,000 33.2% $22.31 11/28/09 140,322 355,604

- ----------------
(1) Each option was granted under the Company's 1995 Non-Qualified Stock Option
Plan at an exercise price equal to 100% of the market value of the
Company's Common Stock on the date of grant, has a ten year term and vests
in five equal annual installments, commencing one year following the date
of grant, subject to possible earlier termination at specified times
following termination of employment, death or disability.

(2) The percentages reflect the percent of total options granted to all
employees of the Company during fiscal 2000.

(3) These values are hypothetical values using assumed compound growth rates
prescribed by the Securities and Exchange Commission and are not intended
to forecast possible future appreciation, if any, in the market price of
the Company's Common Stock.

STOCK OPTION EXERCISES AND FISCAL YEAR-END VALUES

The following table sets forth certain information concerning (a)
Common Stock of the Company purchased during the year ended November 3, 2000 by
the Named Executive Officers upon the exercise of options granted by the Company
to purchase Common Stock of the Company (no stock options to purchase shares of
Autologic Common Stock were exercised during fiscal 2000 by the Named Executive
Officers) and (b) Common Stock of the Company and Autologic subject to
unexercised options held at November 3, 2000 by the Named Executive Officers:

NUMBER OF SHARES
----------------
UNDERLYING UNEXERCISED VALUE OF IN-THE-MONEY
---------------------- ---------------------
OPTIONS AT FISCAL OPTIONS AT FISCAL
----------------- -----------------
YEAR-END YEAR-END
-------- --------
(EXERCISABLE / (EXERCISABLE /
SHARES ACQUIRED VALUE --------------- --------------
NAME ON EXERCISE (#) REALIZED ($)(1) UNEXERCISABLE) UNEXERCISABLE) (2)
- ---- --- --------------- --------------- -------------- ------------------

William Shaw 75,000 $1,837,500 45,000/- (3) -/-
13,000/ 6,000 (4) -/-
Jerome Shaw 45,000/- (3) $165,002/-
13,000/ 6,000 (4) -/-
James J. Groberg 6,834/28,666 (3) $ 17,208/61,500
7,000/ 3,000 (4) -/-
Steven A. Shaw 11,800/12,200 (3) $ 31,808/ 9,212
800/ 1,200 (4) -/-
Howard B. Weinreich 7,500/ 7,000 (3) $ 21,625/20,500
5,000/ 3,000 (4) -/-
_____________________ (Footnotes contained on next page)

-8-

(1) Represents the difference between the closing price of the Company's
Common Stock, as reported by the York Stock Exchange (the "NYSE"), on
the date of exercise of the option and the option exercise price,
multiplied by the number of shares acquired upon exercise of the
option.

(2) Represents the difference between the closing price of the Company's
Common Stock, as reported by NYSE, on November 3, 2000 and the option
exercise price, multiplied by the number of shares subject to options
as to which such difference is a positive number ("in-the-money"
options). None of the options to purchase common stock of Autologic
(which is traded on the Nasdaq National Market) were in-the-money
options.

(3) Shares subject to options granted by the Company.

(4) Shares subject to options granted by Autologic.

STANDARD COMPENSATION OF DIRECTORS

Each director of the Company who is not an officer or employee of the
Company received a director's fee at the annual rate of $25,000, which fee was
increased to $30,000 effective January 1, 2001, and is also reimbursed for
out-of-pocket expenses related to his services.

In June 2000, Irwin B. Robins retired as Senior Vice President and head
of the Company's legal department. Mr. Robins continues to serve as a consultant
to the Company handling certain legal and transactional matters as are mutually
agreed upon. In connection with his retirement, the Company and Mr. Robins
entered into a severance and consulting agreement which originally provided for
payments to Mr. Robins of $100,000 upon Mr. Robin's retirement and $100,000 on
January 2, 2001. However, with the approval of the Board of Directors, the
second installment was paid in June, 2000. In addition, Mr. Robins receives
compensation at an hourly rate agreed upon from time to time as services are
provided to the Company. Stock options held by Mr. Robins at the time of his
retirement to purchase shares of the Company's Common Stock remain exercisable
in accordance with their terms for the remainder of each option's ten-year term
in the same manner as if Mr. Robins remained an employee provided Mr. Robins
complies with the non-competition covenant contained in his stock option
agreements. In consideration of the foregoing, Mr. Robins extended the term of
the non-competition provision for a period of five years following the later of
his cessation of service as a consultant or director, regardless of the reason
for such cessation. Mr. Robins was paid $5,717 for services rendered as a
consultant to the Company during fiscal 2000 and $10,415 for services rendered
as a director.

EMPLOYMENT AGREEMENTS AND TERMINATION OF EMPLOYMENT

The Company is a party to employment agreements dated as of May 1, 1987
with William Shaw and Jerome Shaw. These agreements, as amended, provide for the
employment of each in his present executive capacity at an annual base salary
which is presently $400,000 (subject to increases and additional compensation,
including bonuses, from time to time, at the discretion of the Board of
Directors). The employment term under each employment agreement continues until
the April 30 which is five years next following the giving by either the Company
or the executive of notice to terminate such employment. The agreements also
provide for service thereafter for the remainder of the executive's life as a
consultant to the Company for annual consulting fees equal to 75% for the first
ten years of the consulting period, and 50% for the remainder of the consulting
period, of his base salary as in effect immediately prior to the commencement of
the consulting period. Upon the death of the executive, the Company will pay to
his beneficiary a death benefit equal to three times his annual base salary at
the date of death if his death shall have occurred while employed as an
executive, 2.25 times his annual base salary at the end of his employment as an
executive if his death shall have occurred during the first ten years of the
consulting period or 1.5 times his annual base salary at the end of his
employment as an executive if his death shall have occurred during the remainder
of the consulting period. Each

-9-

employment agreement permits the executive to accelerate the commencement of the
consulting period if a "change in control", as defined in the agreements, of the
Company shall occur or if the Company's office where the executive presently
performs his principal services shall be relocated to a different geographical
area.

Under their employment agreements, William Shaw and Jerome Shaw are
prohibited from engaging in any business competitive with the Company, competing
with the Company for its customers or encouraging employees of the Company to
leave their employment. These restrictions apply for the duration of the
respective agreements and for one year thereafter if the executive's employment
shall have been terminated by the Company "for cause," as defined in the
agreement. William Shaw and Jerome Shaw will not be bound by these restrictions
after a "change in control," as defined in the agreement, of the Company shall
have occurred if, during their respective consulting periods, they shall elect
to terminate their respective employment agreements and thereby relinquish any
further payments or other benefits thereunder.

COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION IN COMPENSATION
DECISIONS

To date, all decisions regarding the cash compensation of executive
officers who are directors and, since August 1996, all decisions regarding the
granting of stock options have been made by the entire Board of Directors.
Accordingly, William Shaw, Jerome Shaw, Irwin B. Robins (who ceased being an
executive officer upon his retirement in June 2000, but who has remained a
director of, and consultant to, the Company), James J. Groberg and Steven A.
Shaw, executive officers and directors of the Company, participated in
deliberations of the Company's Board of Directors concerning executive officer
compensation during the year ended November 3, 2000, as well as did Mark N.
Kaplan, Lloyd Frank, Bruce G. Goodman and William H. Turner. Each executive
officer who is also a director does not participate in deliberations as to his
own compensation. During fiscal 2000, Parker Chapin LLP, of which firm (and its
successor) Mr. Frank has been a partner, received legal fees of $159,335 for
services provided to the Company and its subsidiaries during fiscal 2000 and
Hinckley, Allen and Snyder LLP, of which firm Mr. Bruce G. Goodman is a partner,
received $4,077 for services rendered to the Company in fiscal 2000. The Company
renders various payroll and related services to a corporation primarily owned by
Steven A. Shaw, a Senior Vice President and director of the Company, for which
the Company received approximately $3,000 in excess of its direct costs in
fiscal 2000. Such services are performed on a basis substantially similar to
those performed by the Company for, and at substantially similar rates as is
charged by the Company to, unaffiliated third parties. In addition, the Company
rents to that corporation approximately 2,500 square feet of space in its El
Segundo, California facility on a month-to-month basis at a rental of $1,500 per
month, which the Company believes is the fair market rental for such space.

REPORT WITH RESPECT TO EXECUTIVE COMPENSATION DETERMINATIONS

The following report with respect to the Company's compensation
policies applicable to the determination of the compensation of the Company's
executive officers for fiscal 2000 is presented by the Board of Directors.

Executive Compensation. Compensation of executive officers is comprised
of salary as a base compensation, bonuses as a means of short-term compensation
and stock options to foster long-term incentive. All determinations as to the
compensation of an executive officer who is also a member of the Board is made
on an individual basis by the Board, based on recommendations of the
Compensation Committee of the Board and after consultation with senior
management, although an executive officer who is also a member of the Board does
not participate in the Board's determination of his own compensation.

In making its decisions as to base salary, the Board gives effect to
the executive's performance and responsibilities, inflationary trends,
competitive market conditions and other subjective factors,

-10-

without ascribing specific weights to these factors. Bonuses are based upon the
Company's, a segment's or a division's performance, as well as the executive's
overall performance, contribution toward the Company's profitability, meeting
corporate objectives and, in certain instances, meeting specific corporate goals
or completing specific programs or projects. The compensation (salary and
bonuses) of the five executive officers who are not members of the Board is
determined by senior management utilizing similar subjective criteria.

The Company has utilized stock options as the primary method of
providing long-term incentive compensation to key employees, including executive
officers, of the Company and its subsidiaries. The Board believes that stock
options foster the interest of key employees in seeking long-term growth for the
Company, as well as linking their interests with the overall interest of
shareholders. In determining when to grant options and the size of the award to
any particular executive, the Board takes into consideration factors such as the
executive's position, level of responsibility, value to the Company, objectives,
accomplishments and performance, the incentive and objectives intended to be
provided, when the last prior option was granted to the individual, the
individual's other compensation and the recommendation of senior management. No
one factor is given special weight, but decisions are made based on an overall
assessment of each individual.

Chief Executive Officer Compensation. The Board, in determining the
fiscal 2000 annual compensation of William Shaw, the Company's Chief Executive
Officer, determined to increase Mr. Shaw's annual salary by $25,000 to $400,000
based upon Mr. Shaw's leadership, experience, knowledge and reputation in the
industries in which the Company conducted business, and who, as one of the
senior managers of the Company, was primarily responsible for the continued
success of the Company.

Certain Tax Legislation. Section 162(m) of the Internal Revenue Code of
1986 ("Section 162(m)") precludes a public company from taking a federal income
tax deduction for annual compensation in excess of $1,000,000 paid to its chief
executive officer or any of its four other most highly compensated executive
officers. Certain "performance based compensation" is excluded from the
deduction limitation. The Company believes that all of the fiscal 2000
compensation of its executive officers, including compensation resulting from
the exercise of stock options, is deductible. The options granted by the Board
in fiscal 2000 and 1999 are not deemed "performance based compensation" under
Section 162(m). Therefore, the difference between the market value of the
Company's Common Stock underlying those stock options at the date of their
exercise and the exercise price of the options will be taken into account in
determining whether the $1,000,000 Section 162(m) limitation is exceeded.

Respectfully,

William Shaw Jerome Shaw Irwin B. Robins
James J. Groberg William H. Turner Steven A. Shaw
Mark N. Kaplan Bruce G. Goodman Lloyd Frank

-11-

SHAREHOLDER RETURN PERFORMANCE GRAPH

The Company's Common Stock has been listed on the NYSE since May 7,
1997, prior to which it was quoted on the NASDAQ Stock Market's National Market
System. The following graph compares the cumulative total shareholder return to
holders of the Company's Common Stock with (a) the NYSE Stock Market Index and
(b) securities of companies traded on the NYSE having market capitalizations
that are within 5% of the market capitalization of the Company's Common Stock as
at the end of the Company's latest fiscal year-end (this peer group has been
historically selected by the Company because the Company operates in five
diverse business segments). The comparison assumes $100 was invested on November
1, 1995 in the Company's Common Stock and in each of the comparison groups, and
assumes reinvestment of dividends (the Company paid no dividends during the
periods):

[PERFORMANCE GRAPH APPEARS HERE]

- --------------------------------------------------- ---------- --------- --------- --------- --------- ----------
1995 1996 1997 1998 1999 2000
---- ---- ---- ---- ---- ----
- --------------------------------------------------- ---------- --------- --------- --------- --------- ----------

VOLT INFORMATION SCIENCES, INC. $100 $167 $431 $150 $123 $136
- --------------------------------------------------- ---------- --------- --------- --------- --------- ----------
NEW YORK STOCK EXCHANGE INDEX 100 $122 $159 $183 $213 $230
- --------------------------------------------------- ---------- --------- --------- --------- --------- ----------
PEER GROUP INDEX 100 $110 $127 $114 $100 $ 89
- --------------------------------------------------- ---------- --------- --------- --------- --------- ----------

SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Securities Exchange Act of 1934 requires the
Company's executive officers and directors, and persons who beneficially own
more than 10% of the Company's Common Stock, to file initial reports of
ownership, and reports of changes of ownership, of the Company's equity
securities with the Securities and Exchange Commission and furnish copies of
those reports to the Company. Based solely on a review of the copies of the
reports furnished to the Company to date and representations that no reports
were required, the Company believes that all reports required to be filed by
such persons with respect to the Company's fiscal year ended November 3, 2000
were timely filed, except that Steven A. Shaw was two days late in filing a
report concerning his purchase of 500 shares of Common Stock and Ludwig M.
Guarino was one month late in reporting a sale of an aggregate of 600 shares for
his daughter and as custodian for his daughter.

-12-

RATIFICATION OF SELECTION OF AUDITORS

The Board of Directors of the Company has, subject to shareholder
ratification, selected Ernst & Young as the independent auditors to audit the
Company's financial statements for the fiscal year ending November 4, 2001.

AUDIT FEES

Audit fees billed and expected to be billed by Ernst & Young for its
audits of the annual financial statements of the Company and its subsidiaries,
including Autologic, for the year ended November 3, 2000 and for its review of
the financial statements included in Quarterly Reports on Form 10-Q filed with
the Securities and Exchange Commission for that year were $440,000.

FINANCIAL INFORMATION SYSTEMS DESIGN AND IMPLEMENTATION FEES

The Company and its subsidiaries, including Autologic, did not engage
Ernst & Young to provide advice regarding financial information systems design
and implementation during the fiscal year ended November 3, 2000.

ALL OTHER FEES

Fees billed and expected to be billed by Ernst & Young for all other
services rendered to the Company and its subsidiaries, including Autologic,
during the Company's 2000 fiscal year are $541,000, including audit related
services of $206,000 and non-audit related services of $335,000. Audit related
services principally include fees for audits of employee benefit plans and
statutory audits. Non-audit related fees consist primarily of tax related
services.

In connection with recently revised standards for independence of the
Company's independent public accountants promulgated by the Securities and
Exchange Commission, the Audit Committee has considered whether the provision of
such services is compatible with maintaining the independence of Ernst & Young.

ANTICIPATED ATTENDANCE BY ERNST & YOUNG AT THE ANNUAL MEETING

Ernst & Young has indicated to the Company that it intends to have a
representative present at the Annual Meeting who will be available to respond to
appropriate questions. This representative will have the opportunity to make a
statement if he or she so desires.

REQUIRED VOTE

A resolution will be submitted to shareholders at the Annual Meeting
for such ratification. The affirmative vote of a majority of the votes cast at
the Annual Meeting in person or by proxy will be required to adopt this
resolution. The Board of Directors recommends a vote "FOR" this resolution.
Abstentions and broker non-votes will have no effect on the outcome of the vote
on this proposal. If the resolution selecting Ernst & Young LLP as independent
public accountants is adopted by shareholders, the Board of Directors
nevertheless retains the discretion to select different auditors should it then
deem it in the Company's best interests. Any such future selection need not be
submitted to a vote of shareholders.

-13-

MISCELLANEOUS

COST OF SOLICITING PROXIES

The cost of solicitation of Proxies, including the cost of reimbursing
banks, brokerage houses and other custodians, nominees and fiduciaries for their
reasonable expenses in forwarding Proxy soliciting material to beneficial owners
of Common Stock, will be borne by the Company. Proxies may be solicited without
extra compensation by certain officers and regular employees of the Company by
mail and, if determined to be necessary, by telephone, telegraph or personal
interviews.

INDEMNIFICATION INSURANCE

New York law permits a corporation to purchase insurance covering a
corporation's obligation to indemnify directors and officers and also covering
directors and officers individually, subject to certain limitations, in
instances in which they may not otherwise be indemnified by the corporation. In
March 2000, the Company extended insurance policies from National Union Fire
Insurance Company of Pittsburgh, PA, Federal Insurance Company and Columbia
Casualty Company covering reimbursement to the Company for any obligation it
incurs as a result of indemnification of officers and directors and also
covering indemnification for officers and directors individually in certain
cases where additional exposure might exist. The policies expire in March 2002.
The premium cost for the two years of the policies is $541,788.

SHAREHOLDER PROPOSALS

From time to time shareholders may present for consideration at
meetings of shareholders proposals which may be proper subjects for inclusion in
the proxy statement and form of proxy distributed in connection with such
meetings. In order to be so included, such proposals must be submitted in
writing on a timely basis. Shareholder proposals intended to be included in the
Company's proxy statement and form of proxy to be used in connection with the
Company's 2002 Annual Meeting of Shareholders must be received by the Company by
November 5, 2001. Any such proposals, as well as any questions relating thereto,
should be directed to the Secretary of the Company, 560 Lexington Avenue, New
York, New York 10022-2928.

The Company's by-laws, as amended, require shareholders who intend to
nominate directors or propose business at any annual meeting to provide advance
notice of such intended action, as well as certain additional information, to
the Company. Such notice and information must be timely received by the
Secretary of the Company at 560 Lexington Avenue, New York, New York 10022-2928
not less than 120 nor more than 150 days prior to the anniversary date of the
notice of the annual meeting of shareholders held in the immediately preceding
year. However, in the event the date of the annual meeting is changed by more
than 30 days from the one year anniversary date of the date the annual meeting
was held in such immediately preceding year and less than 130 days informal
notice to shareholders or other public disclosure of the date of the annual
meeting in the current year is given or made, advance notice of nominations or
business proposed by a shareholder must be received by the Company not later
than the close of business on the tenth calendar day following the date on which
formal or informal notice or public disclosure of the date of the annual meeting
is mailed or otherwise first publicly announced, whichever first occurs. Copies
of the by-law provision is available upon request made to the Secretary of the
Company.

By Order of the Board of Directors

Jerome Shaw, Secretary

New York, New York
March 5, 2001

APPENDIX A
----------

VOLT INFORMATION SCIENCES, INC.
AUDIT COMMITTEE CHARTER

ORGANIZATION

There shall be a committee of the Board of Directors known as the Audit
Committee. The Audit Committee shall be composed of three or more directors,
appointed by the Board of Directors, who are independent of the management of
the Company and are free of any relationship that, in the opinion of the Board
of Directors, would interfere with their exercise of independent judgment as a
committee member. Members will be financially literate and at least one will
have accounting or related financial management expertise. Audit Committee
members shall meet the requirements of the listing standards of the New York
Stock Exchange. A majority shall constitute a quorum of the Audit Committee. A
majority of the members in attendance shall decide any questions brought before
any meeting of the Audit Committee.

STATEMENT OF POLICY

The Audit Committee shall provide assistance to the Company's directors in
fulfilling the Board's oversight responsibility as to the Company's accounting,
auditing and financial reporting practices and as to the quality and integrity
of the publicly distributed financial reports of the Company.

RESPONSIBILITIES

In carrying out its responsibilities, the Audit Committee believes its policies
and procedures should remain flexible, in order to best react to changing
conditions and to oversee the corporate accounting and reporting practices of
the Company, relative to internal controls and generally accepted accounting
principles. In so doing, the Audit Committee should maintain free and open means
of communication between the directors, the independent auditors, the internal
auditors, and the financial management of the Company.

In carrying out its responsibilities, the Audit Committee will:

1. Recommend to the directors the independent auditors to be selected to audit
the financial statements of the Company and its divisions and subsidiaries.

2. Have a clear understanding with the independent auditors that they are
ultimately accountable to the Board of Directors and the Audit Committee.

3. Review the independence and performance of the independent auditors.

4. Meet with the independent auditors and financial management of the Company
to review the scope of the proposed audit for the current year and the
audit procedures to be utilized, and at the conclusion of the audit, review
such audit, including comments or recommendations of the independent
auditors.

5. Review with the independent auditors, the Company's internal auditor, and
financial and accounting personnel, the adequacy and effectiveness of the
accounting and financial controls of the Company, and elicit any
recommendations for the improvement of such controls or particular areas
where new or more detailed controls or procedures are desirable. Discuss
with the independent auditors significant financial risk exposures and the
steps management has taken to monitor, control and report such exposures.

A-1

6. Review the internal audit function of the Company, including its
independence, authority, reporting obligations, organizational structure,
staff qualifications and the proposed internal audit plans for the current
year.

7. Review the Company's annual audited financial statements prior to filing or
distribution with management and the independent auditors to determine that
the independent auditors are satisfied with the disclosure and content of
the financial statements to be presented to the shareholders. Any changes
in accounting principles should be reviewed.

8. Review with financial management and the independent auditors the Company's
quarterly financial results, and discuss any significant changes to the
Company's accounting principles and any items required to be communicated
by the independent auditors in accordance with Statement of Auditing
Standards 61.

9. Review with financial management and the independent auditors their
judgments about the accounting principles employed by the Company.

10. Provide sufficient opportunity for the internal and independent auditors to
meet with the members of the Audit Committee without members of management
present. Among the items to be discussed in these meetings are the
independent auditor's evaluation of the Company's financial, accounting and
auditing personnel and the cooperation that the independent auditors
received during the course of the audit.

11. Submit the minutes of all meetings of the Audit Committee to, or discuss
the matters discussed at each Audit Committee meeting with, the Board of
Directors.

12. Investigate any matter brought to its attention within the scope of its
duties, with the power to retain outside counsel for this purpose if, in
its judgment, that is appropriate.

13. Review and reassess the adequacy of this charter at least annually. Submit
this charter to the Board of Directors for approval and have the document
published at least every three years in accordance with Securities and
Exchange Commission regulations.

14. Annually prepare a report to shareholders as required by the Securities and
Exchange Commission. The report should be included in the Company's annual
proxy statement.

Nothing contained in this charter is intended to, or should be construed as,
creating any responsibility or liability of the members of the Audit Committee
except to the extent otherwise provided under the New York law which shall
continue to set the legal standard for the conduct of the members of the
Committee.

A-2

REVOCABLE PROXY
[X]PLEASE MARK VOTES VOLT INFORMATION SCIENCES, INC.
AS IN THIS EXAMPLE

Solicited On Behalf Of The Board Of Directors For Annual With-
Meeting Of Shareholders Of Volt Information Sciences, Inc. 1. Election of Directors: For hold
(a) The election of the following to [ ] [ ]
The undersigned hereby appoints WILLIAM SHAW, JEROME SHAW and S serve as a Class I director:
HOWARD B. WEINREICH, jointly and severally, Proxies with full
power of substitution, to vote on behalf of the undersigned at A Bruce G. Goodman
the Annual Meeting of Shareholders of VOLT INFORMATION
SCIENCES, INC. to be held on April 5, 2001, and at any V For With- For All
adjournments or postponements thereof, as indicated upon the hold Except
following matters as described in the Notice of Meeting and I (b) The election of the following to [ ] [ ] [ ]
accompanying Proxy Statement related to such meeting, receipt serve as Class II directors:
of which is acknowledged, and with discretionary power upon N
such other business as may come before the meeting, according William Shaw Jerome Shaw
to the number of votes and as fully as the undersigned would G James J. Groberg William H. Turner
be entitled to vote if personally present, hereby revoking any
prior Proxy or Proxies. S
INSTRUCTION: To withhold authority to vote for any individual
nominee, mark "For All Except" and write that nominee's name
in the space provided below

This Proxy also provides voting instructions to the trustee of the
Volt Information Sciences, Inc. Savings Plan.
---------------------------
Please be sure to sign and date |Date | The Board of Directors recommends a vote for the election of each
this Proxy. | | nominee to serve as a director and for Proposal 2 set forth in
------------------------------------------------------------- this Proxy.
| |
| | Each properly executed Proxy will be voted in accordance with the
| | specifications made above. If no specification is made, the shares
---Shareholder sign above-----Co-holder(if any) sign above--- represented by this Proxy will be voted FOR the election of all
listed nominees and FOR Proposal 2.

The Submission Of This Proxy, If Executed Properly,
Revokes All Prior Proxies.
- --------------------------------------------------------------------------------
DETACH ABOVE CARD, SIGN DATE AND MAIL IN POSTAGE PAID ENVELOPE PROVIDED
VOLT INFORMATION SCIENCES, INC.

- --------------------------------------------------------------------------------
NOTE: Please sign your name or names exactly as set forth hereon. For jointly
owned shares, each owner should sign. If signing as attorney, executor,
administrator, trustee or guardian, please indicate the capacity in which you
are acting. Proxies executed by corporations should be signed by a duly
authorized officer.

PLEASE ACT PROMPTLY
SIGN, DATE & MAIL YOUR PROXY CARD TODAY
- --------------------------------------------------------------------------------

Has your address changed?

- -----------------------------------------

REVOCABLE PROXY
[X]PLEASE MARK VOTES VOLT INFORMATION SCIENCES, INC.
AS IN THIS EXAMPLE

Solicited On Behalf Of The Board Of Directors For Annual With-
Meeting Of Shareholders Of Volt Information Sciences, Inc. 1. Election of Directors: For hold
(a) The election of the following to [ ] [ ]
The undersigned hereby appoints WILLIAM SHAW, JEROME SHAW and C serve as a Class I director:
HOWARD B. WEINREICH, jointly and severally, Proxies with full
power of substitution, to vote on behalf of the undersigned at O Bruce G. Goodman
the Annual Meeting of Shareholders of VOLT INFORMATION
SCIENCES, INC. to be held on April 5, 2001, and at any M For With- For All
adjournments or postponements thereof, as indicated upon the hold Except
following matters as described in the Notice of Meeting and M (b) The election of the following to [ ] [ ] [ ]
accompanying Proxy Statement related to such meeting, receipt serve as Class II directors:
of which is acknowledged, and with discretionary power upon O
such other business as may come before the meeting, according William Shaw Jerome Shaw
to the number of votes and as fully as the undersigned would N James J. Groberg William H. Turner
be entitled to vote if personally present, hereby revoking any
prior Proxy or Proxies.
INSTRUCTION: To withhold authority to vote for any individual
nominee, mark "For All Except" and write that nominee's name
in the space provided below

-------------------------------------------------------------
2. The proposal to ratify the action of For Against Abstain
the Board of Directors in appointing [ ] [ ] [ ]
Ernst & Young LLP as the Company's
independent auditors for the fiscal
year ending November 4, 2001.
---------------------------
Please be sure to sign and date |Date | The Board of Directors recommends a vote for the election of each
this Proxy. | | nominee to serve as a director and for Proposal 2 set forth in
------------------------------------------------------------- this Proxy.
| |
| | Each properly executed Proxy will be voted in accordance with the
| | specifications made above. If no specification is made, the shares
---Shareholder sign above-----Co-holder(if any) sign above--- represented by this Proxy will be voted FOR the election of all
listed nominees and FOR Proposal 2.

PLEASE ACT PROMPTLY
SIGN, DATE & MAIL YOUR PROXY CARD TODAY
- --------------------------------------------------------------------------------

Has your address changed?

- -----------------------------------------