Vision Twenty-One, Inc.
Ticker:EYES 7209 Bryan Diary Road
Exchange:NASDAQ-National Market Largo, FL 34647
Industry:Service (SIC Code 8741) (813) 545-4300

Offering Information
Type of Shares:Common Shares Filing Date:6/13/97
U.S. Shares:2,100,000 Offer Date:8/18/97
Non-U.S. Shares:0 Filing Range:$11.00 - $13.00
Primary Shares:2,100,000 Offer Price:$10.00
Secondary Shares:0 Gross Spread:$0.70
Offering Amount: $25,200,000 Selling:$0.40
Expenses:$900,000 Reallowance:$0.10
Shares Out After:7,616,124

Primary Underwriting Group
ManagerTierPhone
Prudential Securities IncorporatedLead Manager (212) 778-5420
Wheat First Butcher & Singer Capital MarketsCo-manager (804) 782-3278

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Shumaker, Loop & Kendrick, LLP
Bank's Law Firm: King & Spalding
Auditor: Ernst & Young
Registrar/Transfer Agent: American Stock Transfer & Trust Co

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
12/31/96 3/31/97 3/31/96 3/31/97
Revenue:$9.56$7.72$2.10Assets:$19.99
Net Income:-$6.12-$0.45-$0.82Curr Assets:
EPS:-$0.45-$0.01Liabilities:$16.59
Prior EPS:-$0.27$0.07Curr Liabilities:
Cash Flow/Oper:-$4.17Equity:$3.40
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company provides a wide range of management and administrative services to local area delivery systems. LADS are integrated networks of optometrists, ophthalmologists, ASCs and retail optical centers designed to offer full eye care services. The company began operations in 1984, providing management services to seven optometrists practicing at eight clinic locations. The company currently provides its services to 11 LADS located in six states through which 659 Affiliated Providers deliver eye care services. Of these Affiliated Providers, 62 are Managed Providers, consisting of 41 optometrists and 21 ophthalmologists practicing at 39 clinic locations and two ASCs, and 597 are Contract Providers, consisting of 260 optometrists and 337 ophthalmologists practicing at 308 clinic locations and 38 ASCs. The company signed its first managed care contract in 1988 for 18,000 patient lives serviced through the company's network of optometrists practicing within retail optical locations.

Use of Proceeds
The proceeds from the proposed offering will be used to repay indebtedness and to finance the acquisition and development of optometry and ophthalmology clinics and ASCs.

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