TMCI Electronics, Inc.
Ticker: TMEI 1875 Dobbin Drive
Exchange: NASDAQ-Small Cap Market San Jose, California 95133
Industry: Manufacturing (408) 272-5700

Type of Shares:Common Shares Filing Date:12/29/95
U.S. Shares:1,280,000 Offer Date:3/5/96
Non-U.S. Shares:0 Filing Price:$3.75
Primary Shares:1,280,000 Offer Price:$5.00
Secondary Shares:0 Gross Spread:$0.50
Offering Amount: $4,800,000 Selling:$0.20
Expenses:$650,000 Reallowance:$0.20
Shares Out After:3,173,600

ManagerTierPhone
Biltmore SecuritiesLead Manager (800) 944-4490

Auditor: Mortenson and Associates
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
10/31/95 10/31/95
Revenue:$23.45Assets:$10.59
Net Income:$0.95Liabilities:$8.51
EPS:$0.50Equity:$2.08

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

Business Description
The company was incorporated in the State of Delaware on December 7, 1995 for the purpose of acquiring the businesses of Touche Manufacturing Company, Inc. and Touche Electronics, Inc. Touche and TEI, located in San Jose, California, are principally owned by Rolando Loera, Chairman, President and Chief Executive Officer of the company. The company has entered into Stock Purchase Agreements dated as of December 28, 1995 with Mr. Loera and all of the minority shareholders of Touch and TEI to acquire all of the issued and outstanding stock of Touche and TEI. To date, the company's operations have consisted of entering into the Stock Purchase Agreements to acquire Touch and TEI and taking steps prepatory to the offering. Although the company has no current source of revenue, upon completion of the Stock Purchase Agreements and the related acquisitions of Touche and TEI, the company's businesses will be that of Touche and TEI and its revenue will be derived from Touche and TEI.

Use of Proceeds
The company anticipates to use the net proceeds as follows: 1) $3,788,725 - Debt Retirement and 2) $1,321,275 - Working capital.

Last updated: 10/28/96

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