Fine.Com Corporation
(www.fine.com)
Ticker:FDOT 1118 Post Avenue
Exchange:NASDAQ-Small Cap Market Seattle, WA 98101
Industry:High-Tech (SIC Code 7379) (206) 292-2888

Offering Information
Type of Shares:Common Shares Filing Date:5/9/97
U.S. Shares:1,100,000 Offer Date:8/12/97
Non-U.S. Shares:0 Filing Range:$6.50 - $7.50
Primary Shares:1,100,000 Offer Price:$6.50
Secondary Shares:0 Gross Spread:$0.65
Offering Amount: $7,700,000 Selling:$0.32
Expenses: - Reallowance:$0.15
Shares Out After:2,115,065

Primary Underwriting Group
ManagerTierPhone
Coleman and Company Securities, Inc.Lead Manager (212) 506-0570
Oscar Gruss & CompanyCo-manager (212) 952-1220

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Cairncross & Hempelmann
Bank's Law Firm: Kelley Drye & Warren
Auditor: Ernst & Young
Registrar/Transfer Agent: ChaseMellon Shareholder Services, L.L.C.

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
1/31/97 1/31/97
Revenue:$1.49Assets:$0.87
Net Income:$0.12Curr Assets:
EPS:$0.11Liabilities:$0.41
Prior EPS:$0.03Curr Liabilities:
Cash Flow/Oper:-$0.10Equity:$0.45
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company plans, creates, maintains and hosts World Wide Web sites for major national and international corporate clients and others. The company's Web site development process utilizes marketing expertise and state of the art interactive database compilation and dissemination techniques and technologies. Through the planning, creation, maintenance and hosting of interactive Web presentations, the company enhances clients' marketing campaigns, fosters the collection of demographic data which is utilized by clients when allocating marketing resources and facilitates both internal and external corporate communications for clients. The company develops marketing driven, database oriented sites for businesses which establish commercial presences on, or conduct Internet commerce over, the Web.

Use of Proceeds
The proceeds from the proposed offering will be used for capital expenditures for the establishment of new and the expansion of existing facilities (including leasehold improvements); capital expenditures for the acquisition of new and upgraded computer hardware and software for existing and new facilities; working capital to finance work-in-progress prior to achieving payment milestones; and working capital to finance, among other things, increase in accounts receivable and other general corporate purposes.

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