Tuscany, Inc.
Proposed Ticker:BGEL Two Union Square, 601 Union Street, Suite 4620
Exchange:NASDAQ-Small Cap Market Seattle, Washington 98101
Industry:Retail (206) 292-1550

All share information is proposed
Type of Shares:Common Shares Filing Date:12/24/96
U.S. Shares Filed:1,600,000 Filing Price:$5.00
Non-U.S. Shares Filed:0 Offering Amount: $8,000,000
Primary Shares:1,600,000 Expenses:$644,000
Secondary Shares:0 Shs Out After:4,421,852

ManagerTierPhone
Paragon Capital CorporationLead Manager (212) 742-1500

Auditor: Deloitte & Touche
9 Month Ending Financials
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 9/30/96 9/30/95 9/30/96
Revenue:$2.49$3.32$1.68Assets:$6.62
Net Income:-$1.68-$2.08-$1.18Liabilities:$4.57
EPS:-$0.69-$0.80-$0.48Equity:$2.05

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

Business Description
The company operates 28 specialty coffee and bagel cafes and bars under the Tuscany name, all of which offer gourmet and specialty coffee beverages and coffee beans and 20 of which also offer fresh baked bagels and related food products. The company's stores are currently located in the Pittsburgh and Philadelphia, Pennsylvania; Cleveland, Ohio; St. Louis, Missouri; Denver, Colorado; and Dallas, Texas metropolitan areas. The company developed its Tuscany cafe concept by combining the relaxed atmosphere of a coffee house with the warm, inviting environment of a bagel bakery in a "cafe" style setting to differentiate its Tuscany cafes from other coffee stores and other bagel bakeries and to appeal to a broad range of customers. In an effort to increase the Tuscany name recognition and customer loyalty, the company has developed a prototypical image for its coffee and bagel cafes and bars. The company's 16 coffee and bagel cafes feature the use of rich woods, custom wall coverings, sconce lighting, tile and hardwood floors and comfortable seating.

Use of Proceeds
The proceeds from the proposed offering will be used to construct and open coffee and bagel cafes and bars; to repay indebtedness; to remodel certain existing Tuscany locations; and for working capital and general corporate purposes.

Last updated: 12/29/96

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