Digital Power Corporation
Ticker:DPWR 41920 Christy Street
Exchange:NASDAQ-Small Cap Market Fremont, California 94538
Industry:Manufacturing (510) 657-2635

Type of Shares:Common Shares Filing Date:10/16/96
U.S. Shares:1,000,000 Offer Date:12/17/96
Non-U.S. Shares:0 Filing Price:$4.00
Primary Shares:750,000 Offer Price:$4.00
Secondary Shares:250,000 Gross Spread:$0.40
Offering Amount: $4,000,000 Selling:$0.20
Expenses:$230,000 Reallowance:$0.10
Shares Out After:2,353,275

ManagerTierPhone
Werbel-Roth Securities, Inc.Lead Manager (305) 486-1500

Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 6/30/96 6/30/95 6/30/96
Revenue:$10.04$6.55$4.95Assets:$5.44
Net Income:$1.10$0.34$0.24Liabilities:$3.91
EPS:$0.66$0.20$0.15Equity:$1.53

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

Business Description
Digital Power Corporation designs, develops, manufactures, and markets switching power supplies for sale to manufactures of computers and other electronic equipment. Switching power supplies are critical components of all computers and other electronic equipment. The electronic circuitry in computers and other electronic equipment requires a steady and isolated supply of direct current (DC) electrical power. In addition, the various components and subassemblies within computers and other electronic equipment often require different voltage levels of electrical power. The power supply products of the company satisfy these two requirements by converting the alternating current (AC) electricity from a primary source, such as a wall outlet, into the direct current required for the proper functioning of electronic circuits, and dividing the single electrical current into as many as four discrete output voltages.

Use of Proceeds
The proceeds from the proposed offering will be used for repayment of indebtedness and general corporate purposes including product development, advertising, and working capital.

Last updated: 12/29/96

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