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Brightstar Information Technology Group, Inc.
10375 Richmond Avenue, Suite 1620, Houston, TX 77042 * (713) 361-2500

BrightStar was organized to provide a wide range of IT services to Fortune 1000 companies and other large organizations.

Primary Underwriting Group
ManagerTierPhone
CIBC Oppenheimer & CompanyLead Manager (212) 667-7400
Dain Rauscher IncorporatedCo-manager (612) 371-2818

Offering Information
NASNTL:BTSR High-Tech: SIC 7373
Type of Shares:Common Shares Filing Date:12/24/97
U.S. Shares:4,250,000 Offer Date:4/16/98
Non-U.S. Shares:0 Filing Range:$11.00 - $13.00
Primary Shares:4,250,000 Offer Price:$13.00
Secondary Shares:0 Gross Spread:$0.91
Offering Amount: $51,000,000 Selling:$0.55
Expenses:$3,100,000 Reallowance:$0.10
Post-IPO Shares:7,338,735
Employees:690

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Chamberlain, Hrdlicka, White, Williams & Martin
Bank's Law Firm: Baker & Botts
Auditor: Deloitte & Touche

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
Audited
Income
Balance
Sheet
12/31/96 9/30/97 9/30/96 9/30/97
Revenue:$31.38$37.74$22.39Assets:$54.60
Net Income:-$1.11-$0.50-$0.90Curr Assets:
EPS:-$0.15-$0.07-$0.12Liabilities:$44.46
Prior EPS:Curr Liab:
Cash Flow/Oper:Equity:$10.14
Cash Flow/Fin:Cash:$1.05
Cash Flow/Inv:

Competition
The market for IT services is highly competitive and fragmented, is subject to rapid change and has low barriers to entry. The Company competes for potential clients with providers of outsourcing services, multinational accounting firms, systems consulting and implementation firms, application software firms, service groups of computer equipment companies, facilities management companies, general management consulting firms and programming companies. Many of these competitors have significantly greater financial, technical and marketing resources and greater name recognition than the Company. In addition, the Company competes with its clients' internal management information systems ("MIS") departments. The Company believes the principal competitive factors in the IT services industry include responsiveness to client needs, availability of technical personnel, speed of applications development, quality of service, price, project management capabilities, technical expertise and ability to provide a wide variety of IT services. The Company believes that its ability to compete also depends in part on a number of competitive factors outside of its control, including the ability of its competitors to hire, retain and motivate qualified technical personnel, the ownership by competitors of software used by potential clients, the development of software that would reduce or eliminate the need for certain of the Company's services, the price at which others offer comparable services and the extent of its competitors' responsiveness to customer needs. The Company expects that competition in the IT services industry could increase in the future, partly due to low barriers to entry. Increased competition could result in price reductions, reduced margins or loss of market share for the Company. There can be no assurance that the Company will be able to compete successfully against current and future competitors. If the Company is unable to compete effectively, or if competition among IT services companies results in a deterioration of market conditions for IT services companies, there could be a material adverse effect on the Company.

Business Plan
The Company's growth strategy focuses on: (i) maximizing intrinsic growth opportunities by centralizing certain administrative functions; (ii) capitalizing on cross-selling opportunities; (iii) attracting, training, motivating and retaining highly skilled employees; (iv) commercializing products derived from software applications developed in the course of providing IT services; (v) cultivating and expanding alliances with leading developers and IT vendors; and (vi) aggressively continuing its acquisition program to broaden the Company's service and product offerings, enhance its position in or enter into new niche markets, expand its presence in existing geographic markets or enter into new geographic markets.

Use of Proceeds
The proceeds from the proposed offering will be used to pay the purchase price of the acquisitions, to repay certain indebtedness of the company, to repay transaction costs related to the offering and for general corporate purposes.

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