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Harvey Electronics, Inc.
205 Chubb Avenue, Lyndhurst, NJ 07071 * (201) 842-0078

The company is engaged in the retail sale, service and custom installation of high quality audio, video and home theater equipment.

Primary Underwriting Group
ManagerTierPhone
Thornwater Company, L.P., TheLead Manager

Offering Information
NASSCM:HRVE Retail: SIC 5731
Type of Shares:Common Shares Filing Date:12/12/97
U.S. Shares:1,200,000 Offer Date:3/31/98
Non-U.S. Shares:0 Filing Price:$5.00
Primary Shares:1,200,000 Offer Price:$5.00
Secondary Shares:0 Gross Spread:$0.50
Offering Amount: $6,000,000 Selling:$0.00
Expenses:$443,000 Reallowance:$0.00
Post-IPO Shares:3,109,368
Employees:70

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Ruskin, Moscov, Evans & Faltischek
Bank's Law Firm: Gersten, Savage, Kaplowitz & Curtin
Registrar/Transfer Agent: Registrar and Transfer Company, New Jersey
Auditor: Ernst & Young

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
1/27/96 8/2/97 7/27/96 8/2/97
Revenue:$15.87$11.60$10.93Assets:$7.21
Net Income:-$3.42-$0.90-$1.64Curr Assets:
EPS:-$1.08-$0.42-$0.52Liabilities:$4.70
Prior EPS:-$0.29Curr Liab:
Cash Flow/Oper:-$0.88Equity:$2.51
Cash Flow/Fin:$0.81Cash:
Cash Flow/Inv:$0.03

Competition
The retail consumer electronics industry is extremely competitive. Although the Company has sought to distinguish itself by emphasizing high quality products, custom installation, and service, the Company nonetheless competes with a number of mass merchants including, but not limited to, Circuit City, Nobody Beats the Wiz, P.C. Richard & Son, J&R; Music World, Tops Appliance City, and a large group of boutique stores. Many of these competitors have greater financial and management resources and marketing capabilities, including name recognition, than the Company. Additionally, there is likely to be a significant change in the local competitive environment because a national consumer electronics chain has begun to open stores in the New York Metropolitan market. In order to succeed, the Company must be able to compete effectively with existing and new competitors for customers. There is no assurance that the Company will be able to successfully execute its marketing strategy and compete effectively.

Use of Proceeds
The proceeds from the proposed offering will be used to pay for the expenses of the offering, for consulting fees, to open or acquire additional retail stores, to promote their openings, and for working capital and for general corporate purposes.

Principal and Selling Shareholders
Name of Shareholder% Owned
Before
% Owned
After
Harvey Acquisition Company, LLC100.00%
Note: Represents ownership of 5% or more prior to the offering.
Executive Officers and Directors
Officer NameTitleAge
Michael ReccaChairman and Director47
William F. Kenny, IIIDirector66
Stewart L. CohenDirector43
Roland W. HiemerDirector of Inventory Control36
Joseph J. CalabreseExecutive Vice President, Chief Financial Officer, Treasurer, Secretary and Director38
Franklin C. KarpPresident and Director43
Michael A. BeckVice President of Operations38

Additional Underwriter Compensation
Warrant to purchase 85,000 shares/units at a nominal price.
Exercise price of $6.00
$87,600.00 consulting agreement for 3 year(s).

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