Raptor Systems, Inc.
(www.raptor.com)
Ticker: RAPT 69 Hickory Drive
Exchange: NASDAQ-National Market Waltham, Massachusetts 02154
Industry: High-Tech (617) 487-7700

Type of Shares:Common Shares Filing Date:12/21/95
U.S. Shares:3,000,000 Offer Date:2/6/96
Non-U.S. Shares:0 Filing Range:$10.00 - $12.00
Primary Shares:2,950,000 Offer Price:$15.00
Secondary Shares:50,000 Gross Spread:$1.05
Offering Amount: $33,000,000 Selling:$0.60
Expenses:$600,000 Reallowance:$0.10
Shares Out After:11,887,287

ManagerTierPhone
Montgomery SecuritiesLead Manager 4156272220
Alex. Brown & Sons IncorporatedCo-manager (410) 727-1700
Cowen & CompanyCo-manager (212) 495-6000

Auditor: Coopers & Lybrand
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 12/31/95
Revenue:$3.90Assets:$4.29
Net Income:-$2.63Liabilities:$2.99
EPS:$0.38Equity:$1.29

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

Business Description
The company develops, markets, licenses and supports a family of integrated software products that provide comprehensive, enterprise-wide security for organizational networks, including networks that are connected to the Internet. The company's application-level Eagle firewall and EagleConnect virtual private network technology form the basis of a network security solution that enables an organization to protect its network from unauthorized access by internal and external users and to secure organizational communications over the Internet and internal networks, including Intranets. Raptor's integrated, enterprise-wide network security solution consists of individual product modules that secure organizational networks, including networks connected to the Internet, and LAN workgroups, mobile PC users and remote sites. The company's product modules interact seamlessly, are easy-to-use and are supported by a common management and monitoring capability that enables a network administrator to manage the security of a large, geographically dispersed organizational network from a single location.

Use of Proceeds
The proceeds from the proposed offering will be used for working capital and other general corporate purposes, including possible acquisitions.

Last updated: 10/28/96

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