Select Software Tools Ltd.
Ticker: SLCTY Westmoreland House, 80-86 Bath Road
Exchange: NASDAQ-National Market Cheltenham, Foreign GL53 7JT
Industry: High-Tech

Type of Shares:American Depositary Receipts Filing Date:7/5/96
U.S. Shares:3,500,000 Offer Date:10/1/96
Non-U.S. Shares:0 Filing Range:$10.00 - $12.00
Primary Shares:1,900,000 Offer Price:$14.00
Secondary Shares:1,600,000 Gross Spread:$0.98
Offering Amount: $38,500,000 Selling:$0.56
Expenses:$1,500,000 Reallowance:$0.10
Shares Out After:10,066,300

ManagerTierPhone
Alex. Brown & Sons IncorporatedLead Manager (410) 727-1700
Hambrecht & Quist IncorporatedCo-manager (415) 576-3423
SoundView Financial Group, Inc.Co-manager (203) 462-7200

Auditor: Grant Thornton
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 6/30/96 6/30/95 6/30/96
Revenue:$5.73$5.91$2.54Assets:$6.16
Net Income:-$2.99$0.13-$1.45Liabilities:$7.21
EPS:-$0.35$0.01-$0.17Equity:-$1.05

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

Business Description
The company manufactures, develops, markets and supports object oriented modeling tools for client/server applications. The company's principal product, SELECT Enterprise, supports the application development life-cycle by integrating high level business process modeling capabilities with object modeling and code generation capabilities. In combination with high-end client/server programming environments and languages such as Forte, Microsoft Visual Basic and C++, SELECT Enterprise enables customers to more rapidly build flexible and scaleable business applications at lower cost and lower risk of developmental failure. Companies are seeking to streamline their operational processes, such as customer order handling, financial performance reporting and inventory management, through the development of highly complex, customized software applications.

Use of Proceeds
Proceeds from the proposed offering will be used to repay indebtedness and redeem preference shares and for working capital and general corporate purposes.

Last updated: 11/24/96

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