Asha Corporation
Ticker:ASHA 600 C Ward Drive
Exchange:NASDAQ-Small Cap Market Santa Barbara, CA 93111
Industry:Manufacturing (SIC Code 3714) (805) 683-2331

Offering Information
Type of Shares:Common Shares Filing Date:3/25/97
U.S. Shares:1,250,000 Offer Date:6/30/97
Non-U.S. Shares:0 Filing Price:$4.88
Primary Shares:1,250,000 Offer Price:$4.00
Secondary Shares:0 Gross Spread:$0.40
Offering Amount: $6,093,750 Selling:$0.20
Expenses:$400,000 Reallowance:$0.10
Shares Out After:7,144,877

Primary Underwriting Group
ManagerTierPhone
H.J. Meyers & Company, IncorporatedLead Manager (212) 298-8942

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Krys Boyle Golz Reich Freedman Bean & Scott
Bank's Law Firm: Morse, Zelnick, Rose & Lander, LLP
Auditor: Arthur Andersen
Registrar/Transfer Agent: Transecurities International, Inc.

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
3 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
9/30/96 12/31/96 12/31/95 12/31/96
Revenue:$1.71$0.05$1.33Assets:$2.26
Net Income:-$1.81-$0.69$0.44Curr Assets:
EPS:-$0.26-$0.10$0.06Liabilities:$1.22
Prior EPS:$0.22-$0.24$0.65Curr Liabilities:
Cash Flow/Oper:$0.55Equity:$1.04
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company is an innovative engineering research and development company serving the global automotive and vehicular industries. The company is currently exploiting two proprietary technologies which it has developed and patented, its GERODISC traction control device which limits a vehicle's wheel spin and improves its traction and handling. GERODISC is the only technology known to the company that is compatible with all cars, vans, sports utility vehicles and trucks and can be used on all four types of platforms: front-wheel drive, rear-wheel drive, four-wheel drive and all-wheel drive. Management believes that, based on the testing it has conducted, GERODISC is superior to any other competing technology currently marketed, including electronic traction control. GERODISC has been and is being tested by the three major U.S. automobile manufacturers and most major European automobile manufacturers for use in future model designs.

Use of Proceeds
The proceeds from the proposed offering will be used to repay bridge financing notes, marketing of GERODISC, additional investments in the ASHA-TAISUN Joint Venture, and working capital.

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