Carey International, Inc.
Ticker:CARY 4530 Wisconsin Avenue, N.W.
Exchange:NASDAQ-National Market Washington, DC 20016
Industry:Transportation (SIC Code 4119) (202) 895-1200

Offering Information
Type of Shares:Common Shares Filing Date:3/3/97
U.S. Shares:2,900,000 Offer Date:5/27/97
Non-U.S. Shares:0 Filing Range:$11.00 - $13.00
Primary Shares:2,900,000 Offer Price:$10.50
Secondary Shares:0 Gross Spread:$0.74
Offering Amount: $34,800,000 Selling:$0.42
Expenses:$1,200,000 Reallowance:$0.10
Shares Out After:6,315,844

Primary Underwriting Group
ManagerTierPhone
Montgomery SecuritiesLead Manager (415) 627-2100
Ladenburg, Thalmann & Co. Inc.Co-manager (212) 409-2300

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Nutter, McClennen & Fish
Bank's Law Firm: Fulbright & Jaworski
Auditor: Coopers & Lybrand

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
11/30/96 11/30/96
Revenue:$59.51Assets:$42.53
Net Income:$2.82Curr Assets:
EPS:Liabilities:$35.85
Prior EPS:Curr Liabilities:
Cash Flow/Oper:$4.56Equity:$6.67
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company is one of the world's largest chauffeured vehicle service companies, providing services through a worldwide network of owned and operated companies, licensees and affiliates servings 420 cities in 65 countries. The "Carey" brand name has represented quality chauffeured vehicle service since the 1920s. The company owns and operates its service providers in New York, San Francisco, Los Angeles, London, Washington D.C., South Florida and Philadelphia. In addition, the company generates revenues from licensing the "Carey" name and providing central reservation, billing and sales and marketing services to its licensees. The company's worldwide network also includes affiliates in locations in which the company has neither owned and operated companies nor licensees. Over the past five years, the company has invested significant capital in developing its reservation, central billing and worldwide service infrastructure.

Use of Proceeds
The proceeds from the proposed offering will be used to repay certain indebtedness, redeem certain shares of Preferred stock, pay the cash portions of the purchase price for Manhattan Limousine, fund other acquisitions and for general corporate purposes including working capital.

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