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The following is an excerpt from a S-1/A SEC Filing, filed by EDUTREK INT INC on 8/27/1997.
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EDUTREK INT INC - S-1/A - 19970827 - DILUTION

ABSENCE OF PRIOR PUBLIC MARKET; DILUTION

Prior to this Offering there has been no public market for shares of the Company's Class A Common Stock. Subject to notice of issuance, the Company has been approved for quotation and trading of its Class A Common Stock on the Nasdaq National Market. There can be no assurance, however, that an active trading market for the Class A Common Stock will develop or continue after the Offering. The initial offering price of the Class A Common Stock will be determined by negotiations among the Company, the Selling Shareholder and the Underwriters based on several factors and may not be indicative of the market price for the Class A Common Stock after this Offering. See "Underwriting." Investors in the Offering will experience immediate

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and substantial dilution, and present shareholders will receive a material increase in the book value of their shares of Class A Common Stock. See "Dilution."

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