Tellurian, Inc.
Ticker: TLRN 15 Industrial Avenue
Exchange: NASDAQ-Small Cap Market Upper Saddle River, New Jersey 07458
Industry: High-Tech (201) 818-6767

Type of Shares:Common Shares Filing Date:8/8/96
U.S. Shares:1,850,000 Offer Date:11/5/96
Non-U.S. Shares:0 Filing Price:$5.00
Primary Shares:1,400,000 Offer Price:$5.00
Secondary Shares:450,000 Gross Spread:$0.45
Offering Amount: $9,250,000 Selling:
Expenses:$784,500 Reallowance:
Shares Out After:3,025,000

ManagerTierPhone
J.W. Barclay & Co., Inc.Lead Manager (212) 809-5800
Mason Hill & CompanyCo-manager

Auditor: Miller Ellin & Co.
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 6/30/96 6/30/95 6/30/96
Revenue:$0.48$0.54$0.31Assets:$0.93
Net Income:-$0.70-$0.10-$0.29Liabilities:$2.97
EPS:-$0.48-$0.06-$0.23Equity:-$2.04

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

Business Description
Tellurian, Inc., a Delaware corporation, is engaged in the design, development and marketing of virtual reality products which include image generators, related software, helmets and motion systems. The term virtual reality refers to artificial environments of sight, sound, and motion created with the use of specialized computers and visual and audio equipment. The company also provides consulting services via developing customized software and databases for customers who purchase its image generators and need such services for specific application requirements. Since 1988, the company has been designing, building, and selling a line of specialized computers and ancillary software which are used to generate visual images in realtime for use in flight trainers and other simulation equipment. Since 1992, the company's principal product has ben its AT-200 image generator which is sold to customers who manufacture training and simulation equipment such as Hughes/Link Corporation, Aviation Simulation Technology, INc., and Ship Analytics, Inc.

Use of Proceeds
The proceeds from the proposed offering will be used towards the repayment of promissory notes and certain current liabilities, establishment of Location Based Entertainment Centers, sales and marketing, research and product development, general and administrative expenses and working capital.

Last updated: 12/1/96

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