Group Long Distance, Inc.
Ticker:GLDI 1451 West Cypress Creel Road, Suite 200
Exchange:NASDAQ-Small Cap Market Fort Lauderdale, FL 33309
Industry:Service (SIC Code 4812) (954) 771-9696

Offering Information
Type of Shares:Common Shares Filing Date:
U.S. Shares:1,250,000 Offer Date:3/24/97
Non-U.S. Shares:0 Filing Price:$4.50
Primary Shares:1,250,000 Offer Price:$4.50
Secondary Shares:0 Gross Spread:$0.45
Offering Amount: $5,625,000 Selling:$0.25
Expenses:$657,500 Reallowance:$0.10
Shares Out After:3,462,354

Primary Underwriting Group
ManagerTierPhone
L.T. Lawrence & CompanyLead Manager (212) 361-6552

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Orrick, Herrington & Sutcliffe
Bank's Law Firm: Tenzer, Greenblatt, Fallon & Kaplan
Auditor: Grant Thornton
Registrar/Transfer Agent: Continental Stock Transfer & Trust Co

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
9 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
4/30/96 9/30/97 9/30/96 9/30/97
Revenue:$12.37$17.10$9.19Assets:$8.79
Net Income:$0.20-$2.15$0.25Curr Assets:
EPS:$0.10-$0.97$0.13Liabilities:$9.06
Prior EPS:$0.15-$0.06$0.40Curr Liabilities:
Cash Flow/Oper:$0.95Equity:-$0.27
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company provides long distance telephone and other telecommunications services and products to approximately 41,000 customers as of January 31, 1997. The company's customers are primarily small and medium-sized businesses located principally in the Southeastern United sTates. In addition to its basic "1plus" and "800" long distance services, the company offers local, Internet international call-back, e-mail and data services and prepaid long distance calling cards. The ocmpany markets its services an dproducts primarily through independent distributors, agents and telemarketers. The company's sales increased by 30% to $12.4 million for the fiscal year ended April 30, 1996 from the prior fiscal year and icnreased by 86% to $17 million for the nine months ended January 31, 1997 from the corresponding prior period. The company has entered into agreements with long distance carriers and other service providers, including Tel-Save, Inc., Intermedia Communications Inc. and UUNET Technologies, Inc., to provide its customers directly from carriers.

Competition
The company faces intense competition in the marketing of its services and products. The company's long distance, prepaid long distance calling cards, Internet and other services and products compete for consumer recognition with other long distance, calling card, Internet and other services and products which have achieved significant international, national and regional consumer loyalty. Many of these services and products are marketed by companies which are well-established, have reputations for success in the development and sale of services and products and have significantly greater financial, marketing, distribution, personnel and other resources than the company. These resources permit such companies to implement extensive advertising and promotional campaigns, both generally and in response to efforts by additional competitiors to enter into new markets and introduce new services and products. The company's success will depend on the company's ability to anticipate and respond to these and other factors affecting the industry, including changes in customer preferences, business and demographic trends, unfavorable general economic conditions and discount pricing strategies by competitors.

Business Plan
The company intends to actively pursue a strategy of continued growth and will seek to expand the distribution of its services and products and maximize penetration of new and existing geographic markets. Key elements of the company's growth strategy include: (I) Expand Distribution Channels, (ii) Emphasize Product and Service "Bundling", (iii) Develop Strategic Marketing Relationships, (iv) Improve Operating and Network Efficiencies and (v) Expand Through Acquisitions.

Use of Proceeds
The proceeds from the proposed offering will be used for marketing and sales and the balance for working capital and general corporate purposes including potential acquisitions of resellers and customer bases.

Additional Underwriter Compensation
Additional compensation of $172,500.
Warrant to purchase 125,000 shares/units at $125.00 per share/unit.
Exercise price of $4.95 for 3 year(s), 0 year(s) from 3/24/97.

©1997 IPO Data Systems, Inc. - All rights reserved.