Midway Games, Inc.
Ticker:MDWY 3401 North California Avenue
Exchange:NASDAQ-National Market Chicago, Illinois 60618
Industry:Manufacturing (312) 961-2222

Type of Shares:Common Shares Filing Date:9/13/96
U.S. Shares:5,100,000 Offer Date:10/29/96
Non-U.S. Shares:0 Filing Range:$20.00 - $22.00
Primary Shares:5,100,000 Offer Price:$20.00
Secondary Shares:0 Gross Spread:$1.40
Offering Amount: $107,100,000 Selling:$0.85
Expenses:$1,200,000 Reallowance:$0.10
Shares Out After:38,500,000
Spin out parent firm: WMS Industries, Inc.

ManagerTierPhone
Oppenheimer & Company, Inc.Lead Manager (212) 667-7402
Hambrecht & Quist IncorporatedCo-manager (415) 576-3423
UBS Securities Inc.Co-manager (212) 230-4000
Wasserstein Perella SecuritiesCo-manager (212) 969-2611

Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
6/30/96 6/30/96
Revenue:$245.42Assets:$118.26
Net Income:$25.23Liabilities:$112.77
EPS:$0.76Equity:$5.49

Note: Dollar amounts are in U.S. millions; Audited figures expressed as full year,
unaudited figures are partial year

Business Description
The company is a leading designer, publisher and marketer of interactive entertainment software played in both the coin-operated and home markets. Since the late 1970s , Midway has released many of the industry's leading games including Mortal Kombat, Cruis'n USA, NBA Jam, Joust, Defender, Pacman and Space Invaders, and, through its recently acquired Atari Games subsidiary, such leading games as Area 51, Gauntlet, Centipede, Asteroids and Pong. Midway's games are available for play on all major dedicated home video game platforms, including Nintendo, Sony and Sega, and personal computers. Midway began to publish home video games based on its own coin-operated video games in September 1995 with the introduction of Mortal Kombat 3, the best selling home video game in the United States in 1995. Prior to that time Midway had granted Acclaim Entertainment the right to publish home versions of most coin-operated video games released by Midway for a modest royalty.

Use of Proceeds
The proceeds from the proposed offering will be used for working capital and general corporate purposes, to pay dividend notes to WMS in the aggregate amount of $50 million and to repay other seasonal working capital.

Last updated: 12/29/96

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