Simulation Sciences, Inc.
Ticker: SMCI 601 Valencia Avenue, Suite 100
Exchange: NASDAQ-National Market Brea, California 92823
Industry: High-Tech (714) 579-0412

Type of Shares:Common Shares Filing Date:8/29/96
U.S. Shares:3,600,000 Offer Date:10/25/96
Non-U.S. Shares:0 Filing Range:$8.00 - $10.00
Primary Shares:2,750,000 Offer Price:$9.00
Secondary Shares:850,000 Gross Spread:$0.63
Offering Amount: $32,400,000 Selling:$0.36
Expenses:$1,000,000 Reallowance:$0.10
Shares Out After:9,471,803

ManagerTierPhone
Alex. Brown & Sons IncorporatedLead Manager (410) 727-1700
Wessels, Arnold & HendersonCo-manager (612) 373-6121

Auditor: Deloitte & Touche
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 6/30/96 6/30/95 6/30/96
Revenue:$33.12$21.79$15.25Assets:$22.60
Net Income:$1.36$0.81$0.62Liabilities:$11.87
EPS:$0.17$0.10Equity:$10.72

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 commercial simulation software and related services to the process industries, including the petroleum, petrochemical and industrial chemicals process industries and the engineering and construction firms. The company's windows-based geographical user interface and simulation software products are designed to provide the information necessary to increase profitability by reducing capital investment costs, improving plant yields and enhancing management decision making. In addition, the company's Open Simulation Application Framework enables companies in the process industries to integrate their software with the company's and other third-party software, thereby maximizing their investments in existing technology. The company has over 500 customers throughout the process industries and has offices in seven countries supporting sales in over 70 countries worldwide. In February 1996, the company entered into a joint development agreement with Shell Oil Company to develop a new, real-time simulation and optimization software product.

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

Last updated: 12/1/96

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