Pegasystems Inc.
Ticker: PEGA 101 Main Street
Exchange: NASDAQ-National Market Cambridge, Massachusetts 02142
Industry: High-Tech (617) 374-9600

Type of Shares:Common Shares Filing Date:5/15/96
U.S. Shares:3,400,000 Offer Date:7/18/96
Non-U.S. Shares:0 Filing Range:$12.00 - $14.00
Primary Shares:2,700,000 Offer Price:$12.00
Secondary Shares:700,000 Gross Spread:$0.84
Offering Amount: $44,200,000 Selling:$0.45
Expenses:$600,000 Reallowance:$0.10
Shares Out After:26,290,800

ManagerTierPhone
Goldman, Sachs & Co.Lead Manager (212) 902-1172
Cowen & CompanyCo-manager (212) 495-6000
Montgomery SecuritiesCo-manager 4156272220

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:$22.25$4.94$4.01Assets:$26.56
Net Income:$2.88$0.49$0.26Liabilities:$11.42
EPS:$0.11$0.02$0.01Equity:$15.14

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

Business Description
Pegasystems develops customer service management software to automate customer interactions across transaction-intensive enterprises. Many of the world's largest banks, mutual funds and credit card organizations use the Company's solutions to integrate, automate, standardize and manage a broad array of mission-critical customer service activities, including account set-up, record retrieval, correspondence, disputes, investigations and adjustments. The Company's systems can be used by thousands of concurrent users to manage customer interactions and to generate billions of dollars a day in resulting transactions. Work processes initiated by the Company's systems are driven by a highly adaptable "rule base" defined by the user-organization for its specific needs. The rule base facilitates a high level of consistency in customer interactions, yet drives different processes depending on the customer profile or the nature of the request. The Company's open, multi-tier, client/server systems operate on a broad variety of platforms, including UNIX, Windows/NT and IBM/MVS. The Company offers consulting, training and support services to facilitate the use of its solutions.

Use of Proceeds
The proceeds from the offering will be used for general corporate purposes, working capital, product development, capital expenditures and possible acquisitions.

Last updated: 10/28/96

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