Peerless Group, Inc.
Ticker: PLSS 1212 East Arapaho Road
Exchange: NASDAQ-National Market Richardson, Texas 75081
Industry: High-Tech (214) 497-5500

Type of Shares:Common Shares Filing Date:6/18/96
U.S. Shares:2,440,000 Offer Date:10/2/96
Non-U.S. Shares:0 Filing Range:$8.00 - $10.00
Primary Shares:1,440,000 Offer Price:$8.00
Secondary Shares:1,000,000 Gross Spread:$0.56
Offering Amount: $21,960,000 Selling:$0.31
Expenses:$417,500 Reallowance:$0.10
Shares Out After:4,566,302

ManagerTierPhone
Dain Bosworth IncorporatedLead Manager (612) 371-2711
George K. Baum & CompanyCo-manager (816) 283-5332

Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 6/30/96 6/30/95 6/30/96
Revenue:$7.18$4.64$4.05Assets:$5.61
Net Income:$1.83$0.80$1.11Liabilities:$11.24
EPS:$0.49$0.21$0.29Equity:-$5.63

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 leading provider of software-based embedded imaging systems to original equipment manufacturers of digital document products. Digital document products include printers, copiers, fax machines, scanners and emerging color products, as well as multifunction products that perform a combination of these imaging functions. In order to process digital text and graphics, digital document products rely on a core set of imaging system. The company family of products and engineering services provides advanced embedded imaging technologies that enable the company's OEM customers to develop digital printers, copiers and MFPs quickly and cost effectively. The company markets its solutions directly to customers such as Adobe, Canon, Digital Equipment Corporation, IBM and Xerox. The company's embedded imaging system solution is based on its proprietary object-based image processing technology that enables its OEMs to increase print quality and speed while reducing cost.

Use of Proceeds
The proceeds from the proposed offering will be used for general corporate purposes.

Last updated: 10/28/96

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