XOX Corporation

Ticker: XOXC		1450 Energy Park Drive, Suite 120
Exchange: NASDAQ-Small Cap Market		St. Paul, Minnesota 55108
Industry: High-Tech		(612) 645-9000

Type of Shares:	Common Shares	Filing Date:	7/8/96
U.S. Shares:	850,000	Offer Date:	9/11/96
Non-U.S. Shares:	0	Filing Price:	$7.00
Primary Shares:	850,000	Offer Price:	$7.00
Secondary Shares:	0	Gross Spread:	$0.70
Offering Amount:	$5,950,000	Selling:	$0.42
Expenses:	$423,000	Reallowance:	$0.10
Shares Out After:	2,908,756

Manager	Tier	Phone
Equity Securities Trading Co, Inc.	Lead Manager	(612) 338-8901

Auditor: Ernst & Young
	Audited Income	Latest Unaudited Income	Prior Unaudited Income		Balance Sheet
	12/31/95	5/31/96	5/31/95		5/31/96
Revenue:	$0.42	$0.24	$0.20	Assets:	$0.19
Net Income:	-$1.60	-$0.64	-$0.65	Liabilities:	$2.13
EPS:	-$0.68	-$0.25		Equity:	-$1.94
Note: Dollar amounts are in U.S. millions; Audited figures expressed as full year, unaudited figures are partial year

Business Description

XOX Corporation has developed proprietary software for geometric computing which encompasses as much of the entire body of geometry as the company believes is possible into a computer system. The SHAPES product adds physical characterizations to visual data, allowing computer models to be "felt" in addition to being seen. This ability to "feel" the item modeled also differentiates the company's product from CAD solid modelers, as does the capability to include bodies of different dimensions in a single complex model of intersecting surfaces and solids, such as three dimensional earth models or models of the human body. The completeness of the company's product allows it to model or simulate real world geometry problems where much more information is needed when compared to graphics or visualization needs, or where the models are much more complex than can be simulated with solid modeling geometry alone.

Last updated: 10/28/96