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Condor Technology Solutions, Inc.
1650 Tysons Boulevard, Suite 600, McLean, VA 22102 * (703) 847-3290

The company was established to create a leading provider of IT services and solutions to companies with revenues ranging from $100 million to $1 billion, divisions of larger companies and governmental entities.

Primary Underwriting Group
ManagerTierPhone
Volpe Brown Whelan & CompanyLead Manager (415) 274-4463
Furman Selz IncorporatedCo-manager (212) 309-8285

Offering Information
NASNTL:CNDR High-Tech: SIC 7379
Type of Shares:Common Shares Filing Date:10/3/97
U.S. Shares:5,900,000 Offer Date:2/4/98
Non-U.S. Shares:0 Filing Range:$13.00 - $15.00
Primary Shares:5,900,000 Offer Price:$13.00
Secondary Shares:0 Gross Spread:$0.91
Offering Amount: $82,600,000 Selling:$0.57
Expenses:$5,000,000 Reallowance:$0.10
Post-IPO Shares:10,100,000
Employees:525

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Morgan, Lewis & Bockius
Bank's Law Firm: Sachnoff & Weaver
Registrar/Transfer Agent: American Stock Transfer & Trust Co
Auditor: Price Waterhouse

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
6 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Audited
Income
Balance
Sheet
12/31/96 6/30/97 6/30/96 6/30/97
Revenue:$120.07$69.82$49.30Assets:$70.62
Net Income:$4.51$2.99$1.30Curr Assets:
EPS:$0.55$0.37$0.16Liabilities:$65.69
Prior EPS:Curr Liab:
Cash Flow/Oper:Equity:$4.93
Cash Flow/Fin:Cash:$2.22
Cash Flow/Inv:

Competition
The market for the Company's services is highly competitive. The Company's competitors vary in size and in the scope of the products and services they offer. Competitors generally include consulting and systems implementation firms, "Big Six" accounting firms, applications development firms, service groups of computer equipment companies, general management consulting firms, programming companies, temporary staffing firms and other IT service providers. Traditionally, the largest service providers have principally focused on providing full-service solutions to international Fortune 500 companies. There is an emerging group of smaller services companies (in terms of market share and scope and size of contracts) that are exploring opportunities in broader markets, including Cambridge Technology Partners, Perot Systems Corporation, The Registry and Technology Solutions Corp. There are relatively low barriers to entry into the Company's markets, and the Company expects to face competition from established and emerging companies. Increased competition may result in greater pricing pressure, which could adversely affect the Company's gross margins. In addition, many of the Company's competitors have greater financial, development, technical, marketing and sales resources than the Company. As a result, they may be able to respond more quickly to new or emerging technologies and changes in client requirements, or to devote greater resources to the development, promotion, sale and support of their products and services than the Company. In addition, there is a risk that clients may elect to increase their internal IT resources to satisfy their IT solutions needs. There can be no assurance that the Company will compete successfully with existing or new competitors. The Company believes that the principal competitive factors in the IT service industry include quality of service, availability of qualified technical personnel, responsiveness to client requirements and needs, price, ability to deliver on large multi-year contracts, breadth of product and service offerings, timely completion of projects, adherence to industry technical standards, capital resources and general market reputation. The Company also believes that a variety of competitive factors beyond its control, including the capabilities, resources and reputations of its competitors, may affect the Company's ability to compete effectively.

Business Plan
The Company's objective is to be a leading provider of IT offerings to middle market organizations with a focus on select vertical markets. Key elements of the Company's strategy are presented below. (I) Leverage Consulting Services, (ii) Expand Client Relationships, (iii) Recruit, Train and Retain Technical Personnel, (iv) Expand Service Offerings and Geographic Reach, (v) Implement Decentralized Management Philosophy and (vi) Pursue Strategic Acquisitions and Alliances.

Use of Proceeds
The proceeds from the proposed offering will be used to pay the cash portion of the purchase price for the Founding Companies, to repay expenses incurred in connection with the mergers and for working capital and for general corporate purposes.

Executive Officers and Directors
Officer NameTitleAge
Kennard F. HillChairman of the Board and Chief Executive Officer57
Santanu SarkerChief Fianncial Officer31
Daniel J. RochePresident and Chief Operating Officer35
C. Lawrence MeadorVice Chairman of the Board50

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