Cost Plus, Inc.
Ticker: CPWM 201 Clay Street
Exchange: NASDAQ-National Market Oakland, California 94607
Industry: Retail (510) 893-7300

Type of Shares:Common Shares Filing Date:2/26/96
U.S. Shares:2,800,000 Offer Date:4/4/96
Non-U.S. Shares:0 Filing Range:$12.00 - $14.00
Primary Shares:2,136,614 Offer Price:$15.00
Secondary Shares:663,386 Gross Spread:$1.05
Offering Amount: $36,400,000 Selling:$0.63
Expenses:$900,000 Reallowance:$0.10
Shares Out After:8,042,878

ManagerTierPhone
Alex. Brown & Sons IncorporatedLead Manager (410) 727-1700
Robertson, Stephens & CompanyCo-manager (415) 989-8500
William Blair & CompanyCo-manager (312) 236-1600

Auditor: Deloitte & Touche
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
2/25/95 2/3/96 1/21/95 2/3/96
Revenue:$151.20$171.55$139.90Assets:$105.99
Net Income:$1.82$4.18$2.18Liabilities:$69.63
EPS:$0.68Equity:$36.36

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 specialty retailer of home living and entertainment products. The company operates 49 stores under the name Cost Plus World Market that offer home decor, tabletop items, gifts and consumables such as wine, gourmet foods, coffees and teas The company currently operates 50 stores under the name "Cost Plus World Market" in ten states, primarily in the Western United States. The company's business strategy is to differentiate itself by offering a large and everchanging selection of unique products, many of which are imported, at competitive prices in an exciting shopping environment. Many of the company's products are proprietary or private label, often incorporating the company's own designs, quality standards and specifications, and typically are not available at department stores and other specialty retailers. A significant portion of the company's products are made abroad in over 45 countries, and many of these goods are handcrafted by local artisans. Since its founding, the company has established a well-developed overseas sourcing network and enjoys long standing relationships with many of its vendors. The company is committed to providing value to its customers through competitive everyday prices complemented by selected promotions.

Use of Proceeds
The proceeds from the proposed offering will be used to repay debt and for general corporate purposes, including working capital.

Last updated: 10/28/96

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