InterGames, Inc.
(www.thegamemaster.com)
Proposed Ticker: - 3321 Westlake Drive
Exchange:None Austin, TX 78746
Industry:High-Tech (SIC Code 7375) (512) 306-8836

Filing Information
Type of Shares:Common Shares Filing Date:5/2/97
U.S. Shares Filed:400,000 Filing Price:$5.00
Non-U.S. Shares Filed:0 Offering Amount: $2,000,000
Primary Shares:400,000 Expenses:$110,000
Secondary Shares:0 Shares Out After:1,300,000

Primary Underwriting Group
ManagerTierPhone
A Non Underwritten OfferingLead Manager

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Winstead Sechrest & Minick
Auditor: BDO Seidman
Registrar/Transfer Agent: Self Administered

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
3/31/97 3/31/97
Revenue:$0.03Assets:$0.04
Net Income:-$0.04Curr Assets:
EPS:-$0.05Liabilities:$0.06
Prior EPS:-$0.01Curr Liabilities:
Cash Flow/Oper:Equity:-$0.02
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company is engaged in the creation, design, development and operation of an interactive entertainment site on the Internet, located at www.TheGameMaster.com. Internet users may access the Site and play games for no charge. Before playing a game on the Site, however, each user must complete a one-time registration process that requires the user to answer a series of lifestyle and demographic questions. The detailed data collected from individuals who complete the registration process is maintained by the company in a proprietary database called DeliveryMaster-TM-. The DeliveryMaster-TM- database is the foundation from which the company's revenues are to be generated. Management believes that the company's Site is the first interactive Internet site to provide both passive and moderated game programs in which participants can win instant prizes.

Use of Proceeds
The proceeds from the proposed offering will be used to repay indebtedness; to hire additional technical and administrative personnel for the purpose of expanding and improving programming; to hire additional sales personnel and to finance marketing activities; for general corporate purposes and to finance additional research and development.

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