Paradise Music & Entertainment, Inc.
Ticker:PDSE 420 West 45th Street, 5th Floor
Exchange:NASDAQ-Small Cap Market New York, NY 10036
Industry:Service (SIC Code 7929) (212) 957-9393

Offering Information
Type of Shares:Common Shares Filing Date:10/11/96
U.S. Shares:1,000,000 Offer Date:1/22/97
Non-U.S. Shares:0 Filing Range:$6.00 - $7.00
Primary Shares:1,000,000 Offer Price:$6.00
Secondary Shares:0 Gross Spread:$0.60
Offering Amount: $6,500,000 Selling:$0.30
Expenses:$600,000 Reallowance:$0.10
Shares Out After:2,072,000

Primary Underwriting Group
ManagerTierPhone
Donald & Co. Securities Inc.Lead Manager (212) 872-2000

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Rubin Baum Levin Constant & Friedman
Bank's Law Firm: Parker Duryee Rosoff & Haft

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
6/30/96 6/30/96
Revenue:$3.64Assets:$0.33
Net Income:$0.08Curr Assets:
EPS:$0.08Liabilities:$0.19
Prior EPS:-$0.10Curr Liabilities:
Cash Flow/Oper:Equity:$0.14
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company is a music and entertainment company focused on providing music driven content for the expanding music and entertainment industry. The company's current businesses include: the production of original music stores and advertising themes for television, radio and film; the production of music videos and music specials for television; and music artist management. The company's operations are currently conducted through its three wholly-owned operating subsidiaries: Rave, Picture Vision, and All Access. The company provides a range of in-house products and services necessary for music driven content production which range of in-house products and services are not typically provided by other independent music companies.

Competition
The company currently competes with numerous other businesses and individuals who produce original music scores and advertising themes for television, radio film, produce music videos and music specials for television and provide music artist management. Currently, the production of original music scores and advertising themes for television, radio and film, the production of music videos and music video specials for television, and music artist management are carried out by individuals and/or small privately held niche companies. Generally, each such individual and/or small company engages in only one of the business.

Use of Proceeds
The proceeds from the proposed offering will be used for the establishment of the company's recorded music business, the acquisition program, expanding existing businesses, the purchase of new equipment, and working capital and general corporate purposes.

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