TV Filme, Inc.
Ticker: PYTV SCS, Quadra 07-BL.A Ed. Executive Tower Sala 601
Exchange: NASDAQ-National Market Brasilia, Foreign 70.300-911
Industry: Service 1552254766

Type of Shares:Common Shares Filing Date:5/6/96
U.S. Shares:2,500,000 Offer Date:7/30/96
Non-U.S. Shares:0 Filing Range:$10.00 - $12.00
Primary Shares:2,500,000 Offer Price:$10.00
Secondary Shares:0 Gross Spread:$0.70
Offering Amount: $27,500,000 Selling:$0.40
Expenses:$1,500,000 Reallowance:$0.10
Shares Out After:9,791,176

ManagerTierPhone
Alex. Brown & Sons IncorporatedLead Manager (410) 727-1700
Gerard Klauer Mattison & Company, IncorporatedCo-manager (212) 481-6030
Robert Fleming Inc.Co-manager (212) 713-8560

Auditor: Ernst & Young
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 3/31/96 3/31/95 3/31/96
Revenue:$11.40$5.85$1.36Assets:$29.36
Net Income:-$2.22-$0.46-$0.66Liabilities:$14.77
EPS:-$0.27-$0.06-$0.08Equity:$14.59

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

Business Description
The company develops and operates subscription television systems in mid-sized markets in Brazil and has established wireless cable operating systems in the cities of Brasilia, Goiania and Belem. These cities together have a total population of approximately 5,200,000 and encompass approximately 1,215,000 household, an estimated 1,054,000 of which can be served by the line-of-sight transmission utilized by the Company's wireless cable systems. The 10-year renewable licenses to operate such systems are granted on an exclusive basis within a 25 kilometer radius of the Company's transmission sites, although the Company serves customers beyond this range. Applications have been made for the Company to operate wireless cable systems in an additional 19 markets in Brazil having and aggregate population of approximately 9,000,000 and encompassing approximately 2,000,000 households, although there can be no assurance as to the grant of any such licenses or as to the timing thereof.

Use of Proceeds
The proceeds from the proposed offering will be used to finance expansion of wireless cable operating systems and new subscribers, working capital and launching or acquisition of new operating systems.

Last updated: 10/28/96

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