First Sierra Financial, Inc.
Ticker:FSFH 600 Travis Street
Exchange:NASDAQ-National Market Houston, TX 77002
Industry:Financial (SIC Code 6159) (713) 221-8822

Offering Information
Type of Shares:Common Shares Filing Date:2/28/97
U.S. Shares:2,000,000 Offer Date:5/15/97
Non-U.S. Shares:0 Filing Range:$8.00 - $10.00
Primary Shares:2,000,000 Offer Price:$8.00
Secondary Shares:0 Gross Spread:$0.56
Offering Amount: $18,000,000 Selling:$0.33
Expenses:$740,000 Reallowance:$0.10
Shares Out After:8,140,754

Primary Underwriting Group
ManagerTierPhone
Friedman, Billings, Ramsey & Co., Inc.Lead Manager (703) 312-9571

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Vinson & Elkins
Bank's Law Firm: McDermott, Will & Emery
Auditor: Arthur Andersen

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:$11.36Assets:$103.83
Net Income:$1.16Curr Assets:
EPS:$0.20Liabilities:$77.69
Prior EPS:$0.14Curr Liabilities:
Cash Flow/Oper:$6.21Equity:$26.14
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company is a specialized finance company that acquires and originates, sells and services equipment leases. The underlying leases financed by the company relate to a wide range of equipment, including computers and peripherals, computer software, medical, dental and diagnostic, telecommunications, office, automotive, servicing, hotel security, food services, tree service and industrial, as well as specialty vehicles. The equipment generally has a purchase price of less than $250,000 (with an average of approximately$17,000), and thus the company's leases are commonly referred to as "small ticket leases." The company initially funds the acquisition of its leases through its warehouse credit facilities and, upon achieving a sufficient portfolio size, sells such receivables in the public and private markets, principally through its securitization program.

Use of Proceeds
The proceeds from the proposed offering will be used to repay all outstanding amounts under the Subordinated Note and a portion of the amounts outstanding under one of the company's warehouse facilities, and to fund the cash portion of the consideration in the Heritage Acquisition.

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