PCD Inc.
Ticker: PCDI Two Technology Drive, Centennial Park
Exchange: NASDAQ-National Market Peabody, Massachusetts 01960-7977
Industry: Manufacturing (508) 532-8800

Type of Shares:Common Shares Filing Date:2/12/96
U.S. Shares:2,113,280 Offer Date:3/27/96
Non-U.S. Shares:0 Filing Range:$10.00 - $12.00
Primary Shares:1,100,000 Offer Price:$11.00
Secondary Shares:1,013,280 Gross Spread:$0.77
Offering Amount: $23,246,080 Selling:$0.77
Expenses:$700,000 Reallowance:$0.10
Shares Out After:5,679,032

ManagerTierPhone
A.G. Edwards & Sons, Inc.Lead Manager (314) 289-3000
Adams, Harkness & HillCo-manager (617) 423-6688

Auditor: Coopers & Lybrand
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 12/31/95
Revenue:$25.62Assets:$15.93
Net Income:$3.86Liabilities:$3.12
EPS:$0.74Equity:$12.81

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

Business Description
The company designs, manufactures and markets electronic connectors for use in information technology, industrial equipment and avionics. Electronic connectors enable an electrical current or signal to pass from one element to another within an electronic system, and they range from minute individual connections within an integrated circuit to rugged, multiple lead connectors that couple various types of electrical/electronic equipment. Electrical connectors are used in virtually all electronic systems, including data communications, telecommunications, computers and computer peripherals, industrial controls, avionics and test and measurement instrumentation. The electronic connector market is both large and broad. The company markets electronic connector products in four product categories, each targeting a specific market. These product catagories are: burn-in sockets, programmable logic interconnect sockets, industrial terminal blocks an avionics terminal blocks and sockets.

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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