Lightpath Technologies, Inc.
Ticker: LPTHA 1665 East 18th Street, Suite 103
Exchange: NASDAQ-Small Cap Market Tucson, Arizona 85719
Industry: Manufacturing (520) 88-4742

Type of Shares:Class A Common Shares Filing Date:12/7/95
U.S. Shares:1,600,000 Offer Date:2/22/96
Non-U.S. Shares:0 Filing Price:$5.00
Primary Shares:1,600,000 Offer Price:$5.00
Secondary Shares:0 Gross Spread:$0.45
Offering Amount: $8,000,000 Selling:$0.14
Expenses:$800,000 Reallowance:$0.07
Shares Out After:6,315,742

ManagerTierPhone
D.H. Blair & Co Inc.Lead Manager (212) 495-4000

Auditor: Ernst & Young
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
6/30/95 12/31/95 12/31/94 12/31/95
Revenue:$0.17$0.08$0.08Assets:$1.54
Net Income:-$2.79-$1.59-$1.32Liabilities:$7.13
EPS:-$3.95-$2.12-$1.94Equity:-$5.59

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 development stage enterprise engaged in the research, development and production of gradium lenses. Gradium is an optical quality glass material with varying refractive indices, capable of reducing optical aberrations inherent in conventional lenses and performing with a single lens, or fewer lenses, tasks performed by multi-element conventional lens systems. The company believes that Gradium lenses provide advantages over conventional lenses for certain applications. By reducing optical aberrations, the company believes that Gradium lenses can provide sharper images, higher resolutions, less image distortion, a wider usable field of view and a smaller focal spot size. By reducing the number of lenses in an optical system, the company believes that Gradium can provide more efficient light transmission and greater brightness, lower production costs, and a simpler, smaller product.

Use of Proceeds
The company intends to apply the net proceeds over the 18 months period following the completion of this offering, as follows: 1) $1.275 million - Repayment of Bridge Notes and related interest, 2) $820,000 - Payment of Trade Payables, 3) $150,000 - Payment of Deferred Salaries, 4) $1.2 million - Marketing and Sales, 5) $900,000 - Manufacturing and Acquisition of Production Equipment, 6) $500,000 - Research Development and 7) $1.635 million - Working capital.

Last updated: 10/28/96

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