First Virtual Holdings Incorporated
(www.fv.com)
Ticker:FVHI 11975 El Camino Real, Suite 300
Exchange:NASDAQ-National Market San Diego, California 92130
Industry:High-Tech (619) 793-2700

Type of Shares:Common Shares Filing Date:10/21/96
U.S. Shares:2,000,000 Offer Date:12/13/96
Non-U.S. Shares:0 Filing Range:$11.00 - $13.00
Primary Shares:2,000,000 Offer Price:$9.00
Secondary Shares:0 Gross Spread:$0.63
Offering Amount: $24,000,000 Selling:$0.38
Expenses:$1,400,000 Reallowance:$0.10
Shares Out After: -

ManagerTierPhone
Bear, Stearns & Co. Inc.Lead Manager (212) 272-2000
Cowen & CompanyCo-manager (212) 495-6000
Lehman Brothers IncorporatedCo-manager (212) 640-6129
Unterberg HarrisCo-manager (212) 888-5609

Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 6/30/96 6/30/95 6/30/96
Revenue:$0.20$0.40$0.03Assets:$10.57
Net Income:-$2.27-$2.51-$1.13Liabilities:$2.44
EPS:Equity:$8.13

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

Business Description
The company has developed and implemented the VirtualPIN architecture which facilitates Internet commerce and is designed to facilitate other forms of interactive Internet communications. The VirtualPIN architecture utilizes E-mail which has the widest reach and broadest use of any Internet application. The First Virtual Internet Payment System, a secure and easy-to-use payment system introduced in October 1994, is the company's first application of the VirtualPIN architecture. As of June 30, 1996, the company has processed over 208,000 FVIPS transactions and has registered more than 2,150 merchants and 160,000 consumers in 166 countries. The company believes that the VirtualPIN architecture can also serve as the basis for additional Internet applications including direct marketing, interactive advertising , merchandising, subscriptions and renewals, bill payments, client response surveys and Internet communications.

Use of Proceeds
The proceeds from the proposed offering will be used for working capital and other general corporate purposes including capital expenditures and the repayment of indebtedness to certain shareholders.

Last updated: 12/29/96

©1996 IPO Data Systems, Inc. - All rights reserved.