Diamond Technology Partners Incorporated
Ticker:DTPI 875 North Michigan Avenue, Suite 3000
Exchange:NASDAQ-National Market Chicago, IL 60611
Industry:Service (SIC Code 8742) (312) 255-5000

Offering Information
Type of Shares:Class A Common Shares Filing Date:12/13/96
U.S. Shares:3,255,000 Offer Date:2/24/97
Non-U.S. Shares:0 Filing Range:$5.00 - $6.00
Primary Shares:1,705,000 Offer Price:$5.50
Secondary Shares:1,550,000 Gross Spread:$0.38
Offering Amount: $17,902,500 Selling:
Expenses:$700,000 Reallowance:
Shares Out After:11,256,398
Spin out parent firm: Safeguard Scientifics, Inc.

Primary Underwriting Group
ManagerTierPhone
Tucker Anthony IncorporatedLead Manager (800) 453-8205
Robert W. Baird & CompanyCo-manager (414) 765-3632

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Morgan, Lewis & Bockius
Bank's Law Firm: Drinker Biddle & Reath
Auditor: KPMG Peat Marwick
Registrar/Transfer Agent: Not Available

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
6 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
3/31/96 9/30/96 9/30/95 9/30/96
Revenue:$26.34$16.09$11.84Assets:$10.47
Net Income:$1.24-$1.10$0.47Curr Assets:
EPS:$0.12-$0.11$0.05Liabilities:$3.42
Prior EPS:-$0.04Curr Liabilities:
Cash Flow/Oper:$1.75Equity:$7.06
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company is a management consulting firm that devises business strategies enabled by information technology and manages the implementation of those strategies. The company was founded upon, and continues to stress, a business culture in which strategic consulting and IT expertise are optimally integrated to provide superior client solutions. The company believes that the distinguishing qualities of its consulting process are its ability to synthesize strategy with technology, deliver solutions with measurable results, deliver services through small multidisciplinary project teams and maintain objectivity in solution recommendations. The company leads its clients through a process which broadens their understating of the ways that IT can be incorporated into their businesses to gain competitive advantage in their markets.

Competition
While the company believes that no one firm competes with it in all service areas, several firms compete with it in one or more areas. The company's primary competitors include management consulting firms, systems integrators and firms that provide both management-consulting and systems-integration services. The company believes that it competes favorably with these firms. In addition, Diamond believes that future competition will also come from new entrants into the market.

Business Plan
The company's goal is to become the leader in the development and deployment of business strategies that are enabled by IT. As a professional services firm, there are two constituencies critical to the realization of this goal: the company's professionals and its clients. Accordingly, each of the following strategies focus on developing, attracting and retaining the company's professional and clients. 1) Develop a culture of multidisciplinary teams, 2) develop long-term client relationships, 3) identify and disseminate intellectual capital, 4) develop diamond brand image, 5) refrain from entering into hardware or software agreements.

Use of Proceeds
The proceeds from the proposed offering will be used for the repayment of debt to Safeguard and the remainder for capital expenditures and general corporate purposes including acquisitions, although the company is not currently engaged in any acquisition negotiations.

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