Triton Systems, Inc.
Proposed Ticker:TRTN 522 East Railroad Street
Exchange:NASDAQ-National Market Long Beach, MS 39560
Industry:High-Tech (SIC Code 3578) (601) 868-1317

Filing Information (This offering has been withdrawn)
Type of Shares:Common Shares Filing Date:1/28/97
U.S. Shares Filed:3,000,000 Filing Range:$9.00 - $11.00
Non-U.S. Shares Filed:0 Offering Amount: $30,000,000
Primary Shares:3,000,000 Expenses:$600,000
Secondary Shares:0 Shares Out After:16,158,288

Primary Underwriting Group
ManagerTierPhone
Montgomery SecuritiesLead Manager (415) 627-2100
Dean Witter ReynoldsCo-manager (212) 392-3223
Smith Barney Inc.Co-manager (212) 723-7300

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Hutchins Wheeler & Dittmar
Bank's Law Firm: Hale and Dorr
Auditor: Deloitte & Touche
Registrar/Transfer Agent: First National Bank of Boston

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
12/31/96 12/31/96
Revenue:$40.97Assets:$13.68
Net Income:$8.22Curr Assets:
EPS:$0.50Liabilities:$11.40
Prior EPS:Curr Liabilities:
Cash Flow/Oper:-$0.85Equity:$2.27
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company is a leading manufacturer and marketer of automated teller machines in the United States. The company designs, manufactures, markets and sells primarily focused-function ATMs, which are intended to operate profitably at significantly lower transaction volumes than conventional ATMs. Conventional ATMs typically dispense cash, accept deposits, transfer funds between accounts and provide account balances. Focused-function ATMs, such as those manufactured by the company, perform all of these functions, other than accepting deposits. Focused-function ATMs are suitable for locations such as convenience stores, hotels, casinos, grocery stores, fast food restaurants, department stores, gas stations, malls, campuses and entertainment complexes, including movie theaters, amusement parks and race tracks, in addition to bank and credit union branches.

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

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