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CulturalAccessWorldwide, Inc.
2200 Clarendon Blvd., 11th Floor, Arlington, VA 22201 * (800) 522-3447

The company is a rapidly growing outsourced marketing services company that assists Fortune 500 companies in penetrating complex and hard to reach market segments.

Primary Underwriting Group
ManagerTierPhone
Smith Barney Inc.Lead Manager (212) 723-7300
Bear, Stearns & Co. Inc.Co-manager (212) 272-4850

Offering Information
NASNTL:CAWW Service: SIC 7389
Type of Shares:Common Shares Filing Date:10/27/97
U.S. Shares:4,000,000 Offer Date:2/12/98
Non-U.S. Shares:0 Filing Range:$16.00 - $18.00
Primary Shares:4,000,000 Offer Price:$12.00
Secondary Shares:0 Gross Spread:$0.84
Offering Amount: $68,000,000 Selling:$0.50
Expenses:$0 Reallowance:$0.10
Post-IPO Shares:8,930,667

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Haythe & Curley
Bank's Law Firm: Duane, Morris & Heckscher
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:$16.29$15.03$8.08Assets:$16.30
Net Income:$0.25$0.66$1.02Curr Assets:$6.73
EPS:Liabilities:$28.12
Prior EPS:Curr Liab:$11.01
Cash Flow/Oper:$0.67$0.00-$0.10Equity:-$11.82
Cash Flow/Fin:-$0.04$8.32$0.00Cash:$1.64
Cash Flow/Inv:-$1.11-$6.98-$0.27Working Cap:-$4.29

Competition
The industry in which the Company operates is very competitive and highly fragmented. While many companies provide outsourced marketing services, management believes that no single company dominates the industry. The Company believes that it competes primarily on its ability to deliver marketing, sales and customer support solutions that enable its clients to penetrate niche markets that are disproportionately responsive when approached in a culturally sensitive manner. Companies targeting these niche Culture Markets require special knowledge and skills in order to penetrate them effectively and efficiently. The Company provides differentiated value-added services that help its clients attract new customers, protect existing customer relationships and increase the lifetime value of all customer relationships. The Company believes that its ability to provide both strategic and tactical solutions, supported by systems and technology, differentiates itself in the highly fragmented marketing services industry.

Business Plan
The Company, as well as the companies it has acquired, have experienced significant internal growth over the past several years. To continue its growth the Company intends to: (i) exploit niche market opportunities; (ii) pursue complementary acquisitions; (iii) drive internal growth; (iv) leverage management expertise and corporate infrastructure; and (v) maintain technological leadership.

Use of Proceeds
The proceeds from the proposed offering will be used to repay certain indebtedness, to finance future acquisitions and for general corporate purposes.

Principal and Selling Shareholders
Name of Shareholder% Owned
Before
% Owned
After
Stephen F. Nagy0.730.40
John H. Foster0.730.40
Abbingdon Venture Partners Limited Partnership-III0.420.23
Abbingdon Venture Partners Limited Partnership-II0.350.19
Joseph J. Morrow0.090.04
John Jordan0.080.04
John Fitzgerald0.050.03
Note: Represents ownership of 5% or more prior to the offering.
Executive Officers and Directors
Officer NameTitleAge
Stephen F. NagyChairman of the Board and Director53
Mary SanchezCorporate Controller37
John FitzgeraldPresident, Chief Executive Officer and Director50
Isabel ValdesPresident, Market Connections Group48
Douglas RebakPresident, Phoenix Marketing Group53
Lee EdelsteinPresident, Professional Markets Group and Director49
John JordanPresident, TelAcTeleservices Group38
Michael DinkinsSenior Vice President of Finance and Administration and Chief Financial Officer43
Beth BrodersonSenior Vice President, Strategic Planning41

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