Overseas Filmgroup previews 1996 year-end results and announces recent acquisitions of film rights.

LOS ANGELES--(BUSINESS WIRE)--March 17, 1997--Worldwide film distributor Overseas Filmgroup, Inc. (OTC BB: OSFG) the company resulting from the October 1996 combination of the publicly held, Specified Purpose Acquisition Company, Entertainment/Media Acquisition Corporation, with the privately held, independent motion picture distribution company, Overseas Filmgroup, Inc., announced today its expectations for 1996 year-end financial results.

Gross revenues for the year ended December 31, 1996 are expected to approximate $28.7 million, an all-time high for Overseas Filmgroup (the operations of which were established in 1980), compared to approximately $21.7 million in 1995. Income from operations for 1996 is expected to approximate $1.6 million, compared with income from operations of approximately $2.6 million in 1995. The Company will report a net loss of approximately $1.5 million for 1996, primarily resulting from an expected one-time, non-recurring deferred federal tax charge (approximately $2.6 million) due to Overseas Filmgroup's conversion from "S" Corporation to "C" Corporation status, effective upon consummation of the October 1996 business combination. The Company had pro forma net income of approximately $1.7 million in 1995 (reflecting an aggregate of approximately $715,000 in pro forma adjustments to provide for federal income taxes and interest expense).

Overseas Filmgroup attributed the decrease in its 1996 operating results primarily to the results of its distribution of two films, Infinity and The Big Squeeze, for which the Company expects to recognize losses of approximately $700,000 and $100,000, respectively, and to increased overhead (net of overhead capitalized to film costs) of approximately $875,000 over 1995 levels relating to increased staffing and infrastructure due to the expansion of the Company's business and certain merger-related expenses.

On March 17, 1997, at Variety's EDI Gold Reel Awards, First Look Pictures (the Company's domestic theatrical releasing operation) will receive the Reel Award for distributing last year's highest grossing foreign language film in the U.S. theatrical market, Antonia's Line.

Overseas Filmgroup also announced ongoing activities intended to further build its existing feature film library of distribution rights of over 200 titles. These activities include the formalization of representation agreements with Beth Polish in New York, Francesca Barra in London and Fran Lanigan in Australia, for representation in acquiring rights to new films. The Company's recent acquisitions of rights to new and upcoming films include:

-- North American rights to the Norwegian Film The Other Side of Sunday - a nominee for this year's Best Foreign Language Film Academy Award;

-- Worldwide rights to Lifebreath - starring Luke Perry (TV's "Beverly Hills 90210," Eight Seconds) and Gia Carides (Strictly Ballroom);

-- Worldwide rights to Virginia Woolf's Mrs. Dalloway - directed by Marleen Gorris (director of the Academy Award winning Antonia's Line) and starring Vanessa Redgrave and Natascha McElhone (starring with Harrison Ford and Brad Pitt in the upcoming The Devil's Own);

-- North American rights to Jerusalem - the official selection from Sweden for Academy consideration as the Best Foreign Language Film of 1996, directed by Bille August (the Oscar-winning director of Pelle the Conqueror and Smilla's Sense of Snow);

-- Worldwide rights to the film adaptation of George Orwell's 1936 novel, Keep the Aspidistra Flying - an international co-production, accessing government funding from the Arts Council of England, and starring Helena Bonham Carter and Richard E. Grant;

-- Worldwide rights to Eat Your Heart Out - starring Laura San Giacomo (NBC's new series "Just Shoot Me," Pretty Woman and sex, lies and videotape);

-- Worldwide rights to James - an international co-production underwritten in part by The Australian Film Finance Corporation;

-- North American Rights to Different For Girls - starring Rupert Graves (The Madness of King George and Room With A View), and Steven Mackintosh (winner of Best Actor Award, Brussels Film Festival);

-- North American Rights to Alive and Kicking (a.k.a. Indian Summer) - winner of The Audience Award at both The Hamptons International Film Festival and the London International Film Festival;

To continue building long-term film library value, Overseas Filmgroup also purchased the copyrights to several films including, Guncrazy (starring Drew Barrymore), The Web (starring Sandra Bullock), On the Line (starring Victoria Abril), and several action thrillers including Maniac Cop II, Distant Justice and New York Cop.

The Company has also recently acquired an option for worldwide rights to a screen adaptation of Titus Andronicus, Shakespeare's first tragedy, adapted and to be directed by Julie Taymor (acclaimed stage director of the upcoming Broadway version of Disney's The Lion King). Following a similar strategy to the Company's involvement with Richard III, Overseas Filmgroup currently intends to seek co-production arrangements for Titus Andronicus with various European production companies.

Overseas Filmgroup noted its larger capital base resulting from the October 1996 business combination is enabling it to acquire new product and build its operations and library of film rights while also further distinguishing its industry position both domestically and internationally. The Company believes the increased level of consumer and industry awareness accorded independent specialty films and the Company's long-term track record supported by the capital provided by the merger have enhanced its prominent industry position.

Headquartered in Los Angeles, Overseas Filmgroup, Inc. is a leading independent motion picture distribution company specializing in the acquisition and worldwide distribution of independently produced feature films of all genres. While historically Overseas has focused on international distribution, in 1994 First Look Pictures, its domestic theatrical releasing operation was launched.

This press release includes forward-looking statements that involve risks and uncertainties. Certain factors may cause actual results to differ materially from those contained in the forward looking statements, including, but not limited to, quarterly and annual fluctuations in results of operations, the unpredictability of audience acceptance of any particular motion pictures, the highly speculative and inherently risky and competitive nature of the motion picture industry, and other risks detailed from time to time in the Company's reports filed with the Securities and Exchange Commission including, but not limited to, its current report on Form 8-K dated February 25, 1997. Actual results may differ materially from management expectations expressed in the forward looking statements.

CONTACT: William F. Lischak

Chief Operating Officer, Chief Financial Officer

Overseas Filmgroup, Inc.

310/855-1475

or

Joseph N. Jaffoni, David C. Collins

Jaffoni & Collins Incorporated

212/505-3015 or [e-mail]