Golf Trust of America, Inc.
Ticker:GTA 190 King Street
Exchange:New York Stock Exchange Charleston, SC 29401
Industry:Financial (SIC Code 6798) (803) 768-8300

Offering Information
Type of Shares:Common Shares Filing Date:11/12/96
U.S. Shares:3,400,000 Offer Date:2/6/97
Non-U.S. Shares:0 Filing Range:$19.00 - $21.00
Primary Shares:3,400,000 Offer Price:$21.00
Secondary Shares:0 Gross Spread:$1.47
Offering Amount: $68,000,000 Selling:$0.84
Expenses:$3,400,000 Reallowance:$0.10
Shares Out After:7,000,356

Primary Underwriting Group
ManagerTierPhone
Robertson, Stephens & CompanyLead Manager (415) 989-8500
Wheat First Butcher & Singer Capital MarketsCo-manager (804) 782-3278

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: O'Melveny & Meyers
Bank's Law Firm: Hunton & Williams
Auditor: Price Waterhouse
Registrar/Transfer Agent: First Union National Bank North Carolina

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
9 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 9/30/96 9/30/96
Revenue:$14.99$11.24Assets:$62.53
Net Income:$4.03$3.02Curr Assets:
EPS:$1.41$1.06Liabilities:$38.47
Prior EPS:$9.75Curr Liabilities:
Cash Flow/Oper:$13.00Equity:$24.06
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company is a real estate investment trust (REIT), specializing in owning and leasing golf courses. The principal business strategy of the company will be to acquire high quality golf courses and to lease the golf courses to qualified third party operators, including newly-formed affiliates of the sellers of such courses. The company believes its utilization of a multiple independent lessee structure, together with the substantial industry knowledge, experience and relationships within the golf community of its senior management and of management of the Initial Lessees will provide it with a distinct competitive advantage in the acquisition of high quality gold courses, including some which might not otherwise be available for purchase. The company's goal is to increase cash available for distribution and to enhance stockholder value by becoming a leading owner of, and participating in increased revenue from, nationally or regionally recognized high quality golf courses.

Competition
Management of the Initial Lessees will continue to devote significant time to other business interests, including in many instances resort and residential developmental on property adjacent to the Golf Courses and the operation of golf courses not being contributed to the company. As a result, management of the Initial Lessees may be subject to competing demands on their time, and may not devote sufficient time to the operations of the Golf Courses, which may result in less revenue being generated from the Golf Courses.

Business Plan
The company intends to concentrate its investment activities on golf courses available at attractive prices that meet one or more of the following criteria: 1) high quality Daily Fee courses that target avid golfers, who the company believes generally are willing to pay higher green fees associated with high quality golf courses; 2) resort courses that offer superior facilities and service and attract a relatively high number of affluent destination golfers; 3) courses owned by multi-course owners and operators who have a strong regional presence and afford the company the opportunity to expand in a particular region.

Use of Proceeds
The proceeds from the proposed offering will be used to pay mortgage and other existing indebtedness in connection with the acquisition of the Golf Courses, to pay the cash portion of the purchase price for the Golf Courses and certain closing costs and for working capital.

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