Vari-Lite International, Inc.
Proposed Ticker:LITE 201 Regal Row
Exchange:NASDAQ-National Market Dallas, TX 75247
Industry:Manufacturing (SIC Code 3648) (214) 630-1963
# of Employees:481

Filing Information
Type of Shares:Common Shares Filing Date:8/13/97
U.S. Shares Filed:2,000,000 Filing Range:$11.50 - $13.50
Non-U.S. Shares Filed:0 Offering Amount: $25,000,000
Primary Shares:2,000,000 Expenses:$600,000
Secondary Shares:0 Shares Out After:

Primary Underwriting Group
ManagerTierPhone
A.G. Edwards & Sons, Inc.Lead Manager (314) 955-3039

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Gardere & Wynne
Bank's Law Firm: Vinson & Elkins
Auditor: Deloitte & Touche
Registrar/Transfer Agent: ChaseMellon Shareholder Services, L.L.C.

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
6/30/96 6/30/97 6/30/96 6/30/97
Revenue:$77.14$67.09$53.43Assets:$89.92
Net Income:$3.12$2.78$1.14Curr Assets:$18.80
EPS:Liabilities:$62.36
Prior EPS:$4.73$3.50Curr Liabilities:$18.32
Cash Flow/Oper:$7.31$7.67$3.06Equity:$27.56
Cash Flow/Fin:$2.56-$14.85-$9.13Cash:$0.00
Cash Flow/Inv:-$11.21-$14.85Working Cap:$0.48

Business Description
The company is a leading international provider of proprietary automated lighting systems and related services to the entertainment industry, servicing markets such as concert touring, theatre, television and film and corporate events. In 1981, the Company revolutionized the professional entertainment lighting industry by inventing the VARI*LITE-Registered Trademark- system, the first automated lighting system that allowed real-time, computerized, remote control of light beam features such as color, size, shape, position and intensity. As a result, the VARI*LITE-Registered Trademark- brand name has become recognized as the preeminent brand name for automated lighting. The Company rents its VARI*LITE-Registered Trademark- automated lighting systems exclusively through a domestic and international network of Company-owned offices and independent distributors. The Company believes that its position as an industry leader results from its broad range of innovative and technologically superior products, its longstanding collaborative relationship with participants in the entertainment industry, its worldwide distribution system and its dedication to customer service.

Competition
There is significant competition in many of the Company's markets, based primarily on product capability, quality and reliability, price, worldwide distribution capabilities, brand name recognition and reputation and customer service and support. In the Company's rental businesses, there are a number of competitors, particularly in the concert touring market. The Company competes in some cases with companies that are larger or have greater development, marketing and financial resources than the Company. There can be no assurance that the Company will be able to compete successfully in its markets or that the competitive pressures will not have a material adverse effect on the Company.

Business Plan
The company's principal objectives are to maintain its worldwide leadership positions in its existing markets and to create demand for its products in new markets. The key elements of this strategy include: (I) Maintaining Its Commitment To Innovation, (ii) Expanding Its Worldwide Distribution Capabilities and (iii) Continuing To Offer Value-Added Complementary Services.

Use of Proceeds
The proceeds from the proposed offering will be used to repay indebtedness under the company's credit agreement.

Executive Officers and Directors
Officer NameTitleAge
H.R. Brutsche IIIChairman of the Board, President and Chief Executive Officer of the Company52
John D. MaxsonDirector of the Company; Chairman of the Board of Showco and Ignition57
David W. AlleyExecutive Vice President--International Operations and Director of Vari-Lite52
Loren J. HaasExecutive Vice President--North American Operations of Vari-Lite39
Brian L. CroftManaging Director of VLEH58
Keizo AkimotoPresident and Representative Director of Vari-Lite Asia63
J. Scott ThompsonPresident, Chief Executive Officer and Director of Ignition45
Richard W. Bratcher, Jr.President, Chief Executive Officer and Director of Showco37
James M. BornhorstVice President and Chief Science Officer of the Company and Vice President--Advanced Technology and Director of Vari-Lite51
Robert V. DunganVice President, General Manager and Director of Irideon44
Janis C. PestingerVice President--Administration and Assistant Secretary of the Company45
James P. BatesVice President--Information Technology and Chief Information Officer of the Company50
T. Clay PowersVice President--Product Development and Manufacturing of Vari-Lite and Director of Showco38
Michael P. HermanVice President-Finance, Chief Financial Officer and Secretary of the Company54

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