Visigenic Software, Inc.
Ticker: VSGN 951 Mariner's Island Boulevard, Suite 460
Exchange: NASDAQ-National Market San Mateo, California 94404
Industry: High-Tech (415) 286-1900

Type of Shares:Common Shares Filing Date:6/19/96
U.S. Shares:2,100,000 Offer Date:8/8/96
Non-U.S. Shares:0 Filing Range:$9.00 - $11.00
Primary Shares:1,700,000 Offer Price:$7.50
Secondary Shares:400,000 Gross Spread:$0.52
Offering Amount: $21,000,000 Selling:$0.27
Expenses:$750,000 Reallowance:$0.10
Shares Out After:12,102,525

ManagerTierPhone
Hambrecht & Quist IncorporatedLead Manager (415) 576-3423
Robertson, Stephens & CompanyCo-manager (415) 989-8500

Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
3/31/96 3/31/96
Revenue:$5.58Assets:$4.82
Net Income:-$4.38Liabilities:$2.60
EPS:-$0.40Equity:$2.22

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

Business Description
The company provides software tools for database and distributed object connectivity for Internet, Intranet and enterprise computing enhancements. The Company's standards-based products facilitate the development, deployment and management of distributed applications by providing database-independent access to leading databases and the communications infrastructure for distributed object-oriented applications. In today's complex computing environment, enterprises require flexible access to data and applications, regardless of whether the data and applications are located at the central office, a remote office or across the Internet. Enterprise computing environments are increasingly using multiple database management systems, operating systems, networks and hardware platforms and relying on object-oriented technologies to develop and deploy of the Internet and Intranets, both of which are heterogeneous distributed computing environments, is accelerating the need for tools to develop, deploy and manage distributed applications.

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

Last updated: 10/28/96

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