Amscan Holdings, Inc.
Ticker:AMSN 80 Grasslands Road
Exchange:NASDAQ-National Market Elmsford, New York 10523
Industry:Manufacturing (914) 345-2020

Type of Shares:Common Shares Filing Date:10/15/96
U.S. Shares:4,000,000 Offer Date:12/18/96
Non-U.S. Shares:0 Filing Range:$12.00 - $14.00
Primary Shares:4,000,000 Offer Price:$12.00
Secondary Shares:0 Gross Spread:$0.84
Offering Amount: $52,000,000 Selling:$0.46
Expenses: - Reallowance:$0.10
Shares Out After: -

ManagerTierPhone
Goldman, Sachs & Co.Lead Manager (212) 902-1172
Alex. Brown & Sons IncorporatedCo-manager (410) 727-1700

Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 6/30/96 6/30/95 6/30/96
Revenue:$167.40$92.97$80.42Assets:$139.49
Net Income:$10.76$6.80$5.93Liabilities:$101.28
EPS:Equity:$38.21

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

Business Description
The company, through its principal subsidiary, Amscan Inc. and affiliated companies, is one of the leading designers, manufacturers and distributors of seasonal and everyday party goods. With a product line consisting of approximately 14,000 stock keeping units, the company is a complete source of paper and plastic party goods, including decorative tableware such as plates, cups and napkins, accessories such as invitations, balloons, and novelties such as games and favors. The company is a leading supplier to the emerging party goods superstore distribution channel, where it has been able to position itself as a responsive and comprehensive supplier of proprietary, well designed and high quality products. The company also distributes its products to discount chains, mass merchandisers and specialty retailers.

Use of Proceeds
The proceeds from the proposed offering will be used to repay subordinated indebtedness outstanding to the principal and other stockholders of the company and to repay outstanding indebtedness to unaffiliated lenders under the company's revolving credit agreement.

Last updated: 12/29/96

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