Data Transmission Network Corporation (DTN), an electronic  information
and  communication  services company  headquartered in Omaha, NE, is a leader in
the electronic  satellite  delivery of  time-sensitive  information  (NEWS...NOT
HISTORY).  DTN is committed to providing our customers with the best information
and analysis  available,  as quickly as possible,  at an affordable  cost.  DTNs
services are tailored to meet our  subscribers  needs and are valuable  tools in
managing business and personal affairs.

        The company began operations in 1984, went public in January,  1987, and
has  continued  to  evolve  into  a   full-service   information   provider  and
communication  network.  DTN  distributes  information  via FM  radio  side-band
channels,   small  dish  Ku-band  satellite,  TV  cable  (VBI-vertical  blanking
interval), FAX, E-Mail and the Internet. Most subscribers utilize a DTN receiver
that captures  information around the clock and converts it into text,  graphics
and audio available at the subscribers convenience.

        Prior to 1992, DTN supported only a monochrome  receiver system with the
capability to receive and display  information.  In 1992, the company introduced
the  Advanced   Communications   EngineSM   (ACE)  receiver  that  expanded  the
information and communications  services provided by the company.  This receiver
has multiple  processors  that capture,  manipulate and display high  resolution
color video pictures,  graphics and text. In addition,  these processors provide
the ability to play audio clips and to utilize a phone  modem.  The ACE receiver
is equipped with an internal hard drive that allows processed  information to be
stored,  archived  and then  displayed by using the built-in  control  panel,  a
keyboard or a mouse at the subscribers convenience.

        DTNs  services  reach 95,900  subscribers  in the U.S.  and Canada.  The
company has services for the agriculture,  automotive,  energy,  farm implement,
financial,  mortgage,  produce  and weather  related  industries.  The  services
include DTN AgDaily, targeted for agribusinesses;  DTN Pro SeriesSM, an advanced
information service for  agribusinesses;  DTNstant/  Knight-Ridder,  a real-time
agriculture  ticker  service;  DTNironSM  for the  farm  implement  dealer;  DTN
PROduceSM for the produce industry; DTN Weather CenterSM, for the golf, aviation
and construction  industries;  DTN Wall Street for the financial  industry;  DTN
SPECTRUMSM,  an enhanced  version of DTN Wall Street on the ACE technology;  DTN
FirstRateSM  for the  mortgage  industry;  DTN  GovRateSM  for  U.S.  government
securities;  DTNergy for the  petroleum  and natural gas  industries;  DTNautoSM
linking auto auctions and auto  dealers;  and joint  ventures in the  electrical
equipment and trucking industries.
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<PAGE>
--------------------------------------------------------------------------------
                               TABLE OF CONTENTS
--------------------------------------------------------------------------------
Financial Highlights ......................................................    2

Five Years in Review ......................................................    2

Letter to Stockholders ....................................................    4

Business Review ...........................................................    6

Selected Financial Data ...................................................   16

Management's Discussion and Analysis ......................................   17

Management's Responsibilities .............................................   21

Independent Auditor's Report ..............................................   21

Financial Statements ......................................................   22

Notes to Financial Statements .............................................   26

Quarterly Data ............................................................   31

Trading Information .......................................................   31

Investor Information ......................................................   32

Directors and Officers ....................................................   32

Mission Statement .........................................................   33

                                       1

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<PAGE>
<TABLE>
<CAPTION>
---------------------------------------------------------------------------------------------------
                                          FINANCIAL HIGHLIGHTS
---------------------------------------------------------------------------------------------------

                                                         1995             1994             % Change
For the Year:
                                                    ------------     ------------          ----------
<S>                                                 <C>              <C>                       <C> 
        Revenues ................................   $ 62,287,989     $ 46,109,789              35 %
        Operating cash flow(1) ..................     23,154,402       15,750,727              47 %
        Income (loss) before income taxes .......       (397,076)      (2,422,738)             --
        Net income (loss) .......................       (283,076)      (1,602,738)             --
        Net income (loss) per share .............   $       (.09)    $       (.49)             --


At Year End:
        Total assets ............................   $ 92,672,050     $ 71,459,356              30 %
        Long-term debt and subordinated notes ...     47,020,527       33,982,814              38 %
        Stockholders equity .....................     12,876,965       12,706,978               1 %
        Book value per share ....................   $       3.88     $       3.86               1 %



Key Indicators:
        Total subscribers at year-end ...........         95,900           82,000              17 %
        Subscriber retention rate ...............          91.0%           89.8 %               1 %
        Net development costs(2) ................   $  3,733,530     $  4,334,950             (14)%
        Operating cash flow from core services(3)   $ 26,749,974     $ 20,035,025              34 %

As a percent of revenue:
        Operating cash flow(1) ..................          37.2 %          34.2 %
        Operating cash flow from core services(3)          44.4 %          43.8 %
        Depreciation and amortization ...........          30.2 %          32.7 %
        Interest ................................           7.7 %           6.8 %
        Net income (loss) before income taxes ...           (.6)%          (5.3)%

<FN>
     (1)  Operating income before depreciation and amortization expense.


     (2)  Net  Development  Costs are  defined as the sum of 1) market  research
          activities,  2)  hardware  and  software  engineering,   research  and
          development  and  3)  the  negative  operating  cash  flow  (prior  to
          corporate allocations plus interest) of new services.

     (3)  Core  services  are  services  no  longer in the  initial  development
          process.  Operating  cash  flow  from core  services  as a percent  of
          revenue is calculated on core services revenue.
</FN>
</TABLE>
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<PAGE>
--------------------------------------------------------------------------------
                              FIVE YEARS IN REVIEW
--------------------------------------------------------------------------------

GRAPHS IN TABULAR FORM:


                              1991      1992      1993      1994      1995
                              ----      ----      ----      ----      ----
Revenues ($ millions)         21.5      26.8      36.0      46.1      62.3


                              1991      1992      1993      1994      1995
                              ----      ----      ----      ----      ----
Operating Cash Flow
     ($ millions)              8.2       9.9      12.9      15.8      23.2



                              1991      1992      1993      1994      1995
                              ----      ----      ----      ----      ----
Operating Cash Flow
     (% of revenue)           38%       37%       36%       34%       37%

                                       2

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<PAGE>
--------------------------------------------------------------------------------
                              FIVE YEARS IN REVIEW
--------------------------------------------------------------------------------

GRAPHS IN TABULAR FORM:


                              1991      1992      1993      1994      1995
                              ----      ----      ----      ----      ----
Subscribers at Year End
     (thousands)              63.3      67.6      74.1      82.0      95.9




                              1991      1992      1993      1994      1995
                              ----      ----      ----      ----      ----
Subscriber Retention Rate
     (percent)                90.0      88.2      88.8      89.8      91.0



                              1991      1992      1993      1994      1995
                              ----      ----      ----      ----      ----
Net Development Costs
     ($ millions)              0.4       1.1       2.7       4.3       3.7



                              1991      1992      1993      1994      1995
                              ----      ----      ----      ----      ----
Primary Services at Year End   3         3         6         10        14



                              1991      1992      1993      1994      1995
                              ----      ----      ----      ----      ----
Annual Revenue per
  Subscriber ($ based
  on average subscribers)     371       409       507       591       700



                              1991      1992      1993      1994      1995
                              ----      ----      ----      ----      ----
Annual Operating Cash Flow
  per Subscriber ($ based 
  on average subscribers)     141       151       183       202       260

                                       3

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<PAGE>
--------------------------------------------------------------------------------
                             LETTER TO STOCKHOLDERS
--------------------------------------------------------------------------------
         Today is February 24th,  1996, it is Saturday and it is a beautiful day
in Omaha,  Nebraska (clear and about 70 degrees). A particularly  inviting break
in a very cold winter.  So, if this communication  becomes  abbreviated you will
know that temptation bested me.

         Your company  experienced  significant growth in 1995 and the following
highlights speak for themselves.

         -     Revenues rose 35% to $62,288,000.

         -     Operating cash flow  (operating  income before  depreciation  and
               amortization expense) grew 47% to $23,154,000.

         -     Operating cash flow before  expenses and revenue  associated with
               new services was 44.4% of revenue for 1995 vs. 43.8% for 1994.

         -     Total subscribers increased 17% to 95,900.

         -     Subscriber  retention improved to 91.0% in 1995 vs. 89.8% in 1994
               and 88.8% in 1993.

        One of the most important  components of the above financial  highlights
is an increase in our per subscriber,  per month subscription  revenue.  Average
per  subscriber,  per month revenue has increased  from $30.39 in 1993 to $36.14
for 1994 and $43.60 for 1995. The most influential  factor in these  incremental
increases is that the average per subscriber, per month subscription revenue for
new sales  continues to  increase.  For 1995,  this number was over  $61.00.  We
strive to solve more complex  information  needs for the industries we serve and
as such we are able to charge a little more.

         During 1995, the company introduced four new information services:  DTN
Weather Center, DTN Spectrum, DTN GovRate and DAT Transportation  Terminal. (See
Business Review section pages 8 thru 15 for service descriptions). The following
is a chronological list of all current DTN services.
<TABLE>
<CAPTION>
           Year/Month         Service
           ------------       ----------------------
<S>        <C>                <C>                     
           1984               Dataline/DTN  AgDaily
           1989               DTN Wall Street
           1991               DTNergy
           1993               DTNstant 
           1993               DTNauto 
           1993               DTNiron 
           1994/January       TracElectric
           1994/May           DTN  First  Rate
           1994/June          DTN  Pro  Series
           1994/October       DTN PROduce
           1995/April         DTN Weather Center
           1995/November      DTN Spectrum
           1995/November      DTN GovRate
           1995/December      DAT Transportation Terminal
</TABLE>
                                       4

                                      277
<PAGE>
         Our growth in new services offered is a result of our commitment to new
product research and development.

         Consistent  with our  strategy  to invest in the  future,  the  company
acquired  2,900 Knight Ridder  Commodity  News Service  subscribers  from Knight
Ridder  Financial.  All 2,900  subscribers use instant (vs. delayed) futures and
options quotes,  and, coupled with our DTNstant  subscribers make us the largest
supplier of instant futures and options quotes to the agricultural segment

         Our growth in services  offered  influenced  us to  increase  resources
allocated to our  distribution  capabilities.  As such,  during 1995,  we nearly
doubled  our  field  sales  force,  our  telemarketing   sales  force,  and  our
corresponding support staff. Growth in our distribution capability will continue
to be a high priority in 1996.

         As is  described in greater  detail in the  following  Business  Review
section,  your company uses a variety of technologies to deliver our information
services. Our primary technologies include: FM radio side-band channels, KU-band
satellite  and  TV  cable   (VBI-vertical   blanking   interval).   Lessor  used
technologies  by DTN are FAX and  E-mail,  and  like  virtually  all the rest of
planet  Earth we are  experimenting  with use of the  Internet.  For  1995,  all
communication  cost associated  with the delivery of our information  divided by
our total subscriber days equal $.06 per subscriber per day.

         The math demonstrates the economics of broadcast technology for sending
rapidly  changing  point  to  multi  point  information.  When,  or if,  another
medium/carrier/technology  can  deliver  as  much  information,  as  timely  and
economically, 24 hours per day we will use it.

         Busy people are increasingly seeking  comprehensive  sources of timely,
affordable,  relevant information. We feel we are in the catbirds seat to play a
major role in fulfilling this demand.

         Henry Ford is credited  with saying  enthusiasm is at the bottom of all
progress. If such is the case, we are about to experience considerable progress.
My hats off to our customers, employees, stockholders,  financiers and suppliers
for their loyalty, confidence and support.

                                             Very sincerely yours,

                                             /s/ Roger Brodersen
                                             ------------------------
                                             Chairman and CEO

                                       5

                                      278
<PAGE>
--------------------------------------------------------------------------------
                                BUSINESS REVIEW
--------------------------------------------------------------------------------

         Data Transmission  Network Corporation (DTN) began operations in April,
1984. The company is in the business of providing  information and communication
services.  During 1995, four new services were released: DTN Weather Center, DTN
SPECTRUM,  DTN GovRate and a joint  venture  DAT  (Dial-a-Truck)  Transportation
Terminal.  DTNs services reach 95,900 subscribers in the U.S. and Canada. All of
these services are discussed in this report.

         The  companys  subscription  services  are  targeted at niche  business
markets  and  designed to be timely  (NEWS...NOT  HISTORY),  simple to use,  and
convenient.   The  companys  information  distribution  technology  provides  an
efficient means of sending data and information  from point to multi-point.

         The  development  of a  cost-effective  electronic  satellite  delivery
system, plus a total commitment to customer service and information quality, has
enabled the company to become a major player in the communication  industry. The
company  continues  to  make a large  investment  to  develop  and  enhance  its
information distribution technology.  This investment has allowed the company to
take advantage of many engineering and software  advancements in an exciting and
growing industry.

INFORMATION DISTRIBUTION TECHNOLOGY

         The  company  is  committed  to  research  and to  develop  information
distribution  technologies to cost  effectively  deliver the timely  information
(NEWS...NOT  HISTORY) that the companys subscribers demand. DTN supports several
information distribution  technologies allowing the distribution  (transmission)
and  receiving  (capture,   manipulation  and  display)  of  information.  These
technologies  include,  FM radio  side-band  channels  (FM),  small dish Ku-band
satellite (Ku), FAX, E-Mail, TV cable (VBI) (VBI-vertical blanking interval) and
the Internet.

         The first  technology used by the company was FM. The Ku technology was
added in 1989,  providing the ability to reach customers  outside the geographic
territory of the signal of the FM stations.  FAX, TV cable (VBI), E-Mail and the
Internet have since been added to further expand our distribution network.

         The company provides all of the equipment  necessary for subscribers to
receive their  service based on FM, Ku, TV cable (VBI) and E-Mail  technologies.
This equipment includes a receiver,  specifically built for the company, a video

                                       6

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<PAGE>
monitor,  an FM antenna or a small 30 Ku-band satellite dish. A keyboard,  mouse
and printer may be provided depending on the service. DTN is responsible for the
normal maintenance and repair of the subscriber equipment.

         Prior  to  1992,  the  company  utilized  a  page-based   receiver  and
monochrome  system.  The monochrome  system  translates the companys data stream
into text and has the capability,  depending on capacity, to receive and display
from 126 to 246 different pages of information.  The monochrome receiver has the
capability to download information to a printer or computer.

         In 1992, the company introduced the Advanced  Communications  Engine SM
(ACE) receiver,  a color graphics receiver system,  that expanded the ability to
provide  information  and  communications  services.  This receiver has multiple
processors that capture,  manipulate and display high resolution color pictures,
graphics and text. A separate processor provides the ability to play audio clips
such as weather  forecasts,  voice  advertisements  or audio  alarms used when a
futures contract  reaches a pre-set price. In addition,  this processor may send
and retrieve information by using an internal modem.

         The  receiver has the ability to download  information  to a printer or
computer.  This  receiver  is equipped  with an internal  hard drive that allows
processed  information to be stored,  archived (versus frequent  rebroadcasting)
and then displayed using the receivers  built-in  control panel, a keyboard or a
mouse at the subscribers convenience.

         One of the unique  aspects  of the  companys  information  distribution
technology is the computer  software  developed by the company  specifically for
use with the DTN receivers.  This software manages information from a wide array
of  input   sources,   runs  routines,   sets   priorities  and  then  initiates
transmissions  to  the  satellite.  The  software  provides  the  capability  to
individually address each receiver unit placed with a subscriber, permitting the
company to transmit specific information to a specific subscriber(s).

         The company leases FM radio side-band channels,  satellite channels and
TV cable (VBI) to deliver the information to the companys  receivers used by its
subscribers.  All  information is up-linked from Omaha to satellite  (except FAX
and other telephone  delivery  technology) and down-linked from the satellite to
the subscriber based on the distribution technology.

         The FM monochrome  subscribers  receive their  information  using an FM
antenna that receives the information via the side-band signal  transmitted from
the radio stations.  On December 31, 1995, 19,000 subscribers were receiving the
companies services via FM distribution technology.  The Ku subscribers utilize a
30 satellite dish, a direct down-link, to receive their information. On December
31, 1995,  74,400  subscribers  were  receiving  the  companies  services via Ku
distribution technology.

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<PAGE>
         Early in 1994,  the  company  began  using a new TV cable  distribution
technology   involving  vertical  blanking  intervals  (VBI).  The  company  has
contracted with a major cable TV superstation to transmit information along with
the stations TV signal. This technology eliminates the need for an FM antenna or
satellite  dish and is available to businesses or residences  that are wired for
cable TV and receive the  superstations  service.  On December 31,  1995,  2,500
subscribers   were  receiving  the  companies   services  by  VBI   distribution
technology.

         The company has approximately 8,000 FAX customers receiving information
using FAX  technology.  The E-Mail business is primarily a subscriber (an E-Mail
source)  communicating  specific messages to a group of subscribers.  Currently,
there are over 200 E-Mail sources  delivering over 1,000 pages of information to
subscribers.  The company began to deliver  services on the Internet in 1995 and
plans to continue researching this information distribution technology.

SERVICES OFFERED

         The  companys  revenue  is derived  mainly  from five  categories:  (1)
monthly, quarterly or annual subscriptions,  (2) optional service subscriptions,
(3) communication services, (4) advertising and (5) service initiation fees.

         The  percentage  of total revenue for each category over the last three
fiscal years was:
<TABLE>
<CAPTION>
                                   1995      1994      1993
                                   ----      ----      ----
<S>                                 <C>       <C>       <C>
Subscriptions                       74%       73%       72%
Optional services                    6%        8%        7%
Communication services              11%       10%        9%
Advertising                          3%        5%        7%
Service Initiation Fees              6%        4%        5%
</TABLE>


         The subscription  revenue is monthly,  quarterly or annual subscription
fees for one of the companys services. A more detailed review of each service is
found later in this report.

         Optional  services are offered to  subscribers  on an a la carte basis,
similar to premium  channels on cable TV. The  information for these services is
primarily  provided  by a  third  party  with  DTN  receiving  a  share  of  the
subscription revenue paid by the subscriber. Optional services revenue continues
to grow but has decreased as a percentage of total revenue  primarily due to the
growth in subscriptions revenue.

         The  company  sells  communication  services  that allow  companies  to
cost-effectively  communicate  a  large  amount  of  time-sensitive  information
                                       7

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<PAGE>
(NEWS...NOT HISTORY) to their customers or field offices. This category includes
revenue generated from FAX and E-Mail services.

         The company sells  advertising  space  interspersed  among the pages of
news and  information,  similar to a newspaper or magazine.  The advantage of an
electronic   advertisement  over  typical  print  media  is  the  time-sensitive
(NEWS...NOT  HISTORY)  delivery  of the ad, as well as the ability to change the
advertising  message  quickly  and as  frequent  as market  conditions  dictate.
Advertising revenue continues to grow but has decreased as a percentage of total
revenue primarily due to the growth in subscriptions revenue.

         Service  initiation  fees  are  one-time  charges  to  new  subscribers
depending on the service and the information distribution  technology.  DTN also
charges an initiation fee for those  subscribers  who convert to another service
(ie: from a monochrome FM to a Ku color service)

DTN AGRICULTURAL SERVICES

        The   DTN   Agricultural   related   services   include   DTN   AgDaily,
DTNstant/Knight-Ridder, DTNironSM, DTN Pro Series, DTN PROduceSM and DTN Weather
CenterSM.


GRAPH IN TABULAR FORM:

                              1991      1992      1993      1994      1995
                              ----      ----      ----      ----      ----
DTN Ag Services Revenue
     ($ million)              18.8      20.6      27.0      33.7      45.0


DTN AGDAILY SERVICE

SERVICE REVIEW
         The companys  first service,  DTN AgDaily,  is an  agricultural  market
information and quotes service.  Monochrome (FM and Ku) DTN AgDaily  subscribers
receive  delayed  commodity  futures  and options  quotes;  local cash grain and
livestock prices;  selected regional and world weather updates; and a variety of
daily analysis, commentary and news that affects grain and livestock prices.

        The DTN AgDaily color Ku graphics  system  includes an advanced  weather
segment  with  national  and  regional  radar maps  (updated  every 15 minutes),
satellite cloud cover maps,  precipitation  and temperature  maps and much more.
The  subscriber  can custom design high  resolution  charts and/or select from a
library that holds over 1,000 charts. Subscribers can custom program the futures
quotes pages to display only the quotes they desire.  The service also  includes
information segments for specific crop and livestock enterprises.

         Subscribers can select from more than 100 different  optional services.
The majority of these  services have  information  provided by third parties and
range from more advanced weather  information to advisory  services for specific
commodities.
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<PAGE>
         Approximately 80% of the services  subscribers are farmers or livestock
producers   with  the  balance   consisting   primarily   of  grain   elevators,
agribusinesses,  and financial  institutions.  DTN AgDaily  subscribers farm one
quarter of the nations total  cropland and market 50% of the nations  cattle and
hogs. This service has approximately  70% of the market for  satellite-delivered
agricultural news and information services.  Subscribers can be found all across
the U.S and Canada.

         The  biggest  competitors  to this  service  are  considered  to be the
combination of printed advisory services,  radio, television,  telephone,  other
satellite  information  services,  on-line  services  and  the  changing  of old
information  gathering  habits.  The  company  believes  it  provides a superior
service compared to the services available by its leading competitors.

        New  subscriptions  are  primarily  sold by a sales  force  of  employee
district sales representatives as well as by independent,  commission-only sales
representatives.   The  company  obtains  leads  for  the  sales  force  through
telemarketing,  direct mail, print media advertising and customer referrals. The
price of the  monochrome  FM service  is $25.99 per month,  $32.99 per month for
monochrome  Ku service  and $45.99 per month for color Ku  service.  The company
offers a discount to subscribers who pre-pay their subscriptions annually.

1995 HIGHLIGHTS
         DTN  AgDaily  remains  the  companys   largest  service  and  its  1995
performance  met  managements  expectations.  Twenty percent  operating  revenue
growth  (total  revenue less service  initiation  fees) and over six percent net
subscriber  growth  demonstrated   acceptance  of  higher-priced   services  and
increased subscriptions to optional services. Subscribers continue to convert to
the color system and represent 60% of the services total subscribers compared to
50% in 1994.

         The company  doubled the number of the district sales  representatives,
positioning the company to cover more territory within the U.S. and Canada.  The
                                       8

                                      283
<PAGE>
number  of  subscribers  in  Canada  increased  61% in 1995  compared  to  1994.
Management  will  continually  analyze  the  markets  in the U.S.  and Canada to
determine   the   optimum   district   sales   representatives    necessary   to
cost-effectively maximize sales.

         DTN AgDaily  introduced a number of  enhancements to the service during
1995.  The  service  began  offering  crop  liability  insurance  and  livestock
profitability  calculators  by using the  inter-activity  feature  that allows a
subscriber  to  search a  comprehensive  database.  This  feature  also  allowed
subscribers  to  search  a  comprehensive  seed  catalog.   Weather  information
advancements  increased the  sensitivity of radar maps,  increased the number of
weather reporting stations and added new maps for 30 and 90 day forecasts.

         In 1995, the ag related  services sold over $1.9 million in advertising
space. The companies purchasing  advertising are considered major players in the
agriculture,  ag chemicals,  seeds, equipment and finance businesses.  The color
system  capabilities,  such as inter-activity and animation,  continue to entice
new  advertisers.  Advertising  research in 1995  confirmed that the company has
become a major player in the farm media field.

         DTN AgDaily  management  believes the trend toward  consolidation  into
larger farms is expanding the market for agricultural information services. This
expansion  should  provide  steady  growth  for DTN  AgDaily  as well the  other
agricultural related services; DTN Pro Series, DTNstant/Knight-Ridder,  DTNiron,
DTN PROduce, and DTN Weather Center.


DTNSTANT/KNIGHT-RIDDER SERVICE

SERVICE REVIEW
         DTNstant/Knight-Ridder(formerly  DTNstant)  is  a  color  service  that
provides a selection  of  real-time  futures  and options  quotes from the major
commodity  exchanges.  The service also provides headline commodity news, market
leading  cash  information,   in-depth   charting   capabilities  plus  all  the
information  available on the DTN AgDaily color service. The primary subscribers
are commercial grain companies and elevators,  feedlots,  commodity  brokers and
commodity  speculators.  Due to the  character  of this  industry,  the  company
provides on-site service and installation by professional service technicians.

         DTNstant/Knight-Ridder  operates  in a  very  competitive  market  with
numerous  national and  regional  providers of instant  commodity  quotes.  This
service is the leader in the satellite  delivery of instant  futures and options
quotes.  New  subscriptions are primarily sold by the district sales force which
is  supported  by  telemarketing  and direct  mail  campaigns.  This  service is
available only by color Ku-band satellite  transmission and is priced at $160.00
a month.

1995 HIGHLIGHTS
         In  July  of  1995,   the   acquisition  of  2,900   subscribers   from
Knight-Ridder  Commodity  Center  made the  DTNstant/Knight-Ridder  service  the
leader in the instant commodity information industry. This acquisition more than
doubled the  subscriber  base with revenue  increasing  84% in 1995  compared to
1994.  The  transition  of the acquired  subscribers  to the DTN ACE receiver is
moving forward as planned.

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<PAGE>
         As a result of the  Knight-Ridder  acquisition,  subscribers  have seen
several  notable  enhancements  to the service.  The addition of the  Associated
Press,  Futures World News,  Knight-Ridder and DTN news services are among these
enhancements.  This service also provides  information  for the energy,  metals,
softs (ie: orange juice, coffee,  cocoa),  transportation and lumber industries.
There are no other services in the industry offering a more  comprehensive  news
and information source.

DTNIRON SERVICE

SERVICE REVIEW
        DTNiron is a color  service  providing  a  cost-effective  communication
resource for the farm implement  industry.  DTNiron is an equipment  locator and
inventory  management  service  providing  a  communication  tool  for the  farm
implement dealers  throughout the U.S and Canada.  The service allows dealers of
all makes of farm implement equipment to work together to manage their inventory
resulting in increased sales and  profitability.  This service provides valuable
information on the national outlook for farm equipment sales.
                                       9

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<PAGE>
         DTNiron provides detailed listings of farm implement equipment for sale
by dealers as well as equipment  needed by other  dealers.  Subscribers  receive
industry news, financial  information,  economic indicators and information from
the DTN AgDaily color  service.  This service is only available by color Ku-band
satellite transmission and costs $94.50 a month.

1995 HIGHLIGHTS
         The  subscriber  growth for 1995 was a 44%  increase  over 1994.  Total
implement and equipment  listings on the service reached a record high of 11,000
at year end, and averaged  2,500-3,500  new listings each month. A listing stays
on the system for a minimum of 30 days, renewable at the dealers request.

         The DTNiron  service  opened its  listings to  construction  equipment,
trucks,  trailers and other equipment that is found in the agriculture industry.
The service also started  providing  listings for implement and equipment parts,
especially  hard to find  parts.  In  addition,  the  service  regionalized  the
listings  and  started  hourly  updates  to keep the  information  as current as
possible. All of these new features have been well received.

DTN PRO SERIES SERVICE

SERVICE REVIEW
         The DTN Pro Series services are an advanced information source designed
for agricultural  subscribers who require more extensive information that can be
customized for their specific needs and operations. The Pro Series includes five
services: Weather Pro, News Pro, Chart Pro, Intraday Pro and Stock Pro.

         Weather Pro is the meteorological connection to the most complete array
of current  weather,  forecast and  satellite  radar  information.  This service
allows the subscriber to choose from over 70 new weather maps including detailed
regional, state and zone forecasts. The Weather Pro service gives the subscriber
32 programmable pages to create their own unique weather information chapter.

         News Pro is the  broadcast  connection  to the most timely  (NEWS...NOT
HISTORY) business,  sports,  entertainment,  financial,  and general news of the
day. The service also provides an audio summary of the days  agricultural  news.
News Pro subscribers  receive AP Online, a service of the Associated Press, as a
news source.
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<PAGE>
         Chart Pro is the graphic  connection  bringing a variety of information
to the screen in an organized  format to allow the subscriber to analyze trends,
patterns and cycles.  This  service  includes 40 pages for  programmable  charts
allowing the subscriber to create an extensive chart book.

         Intraday Pro is the trading  connection  to the first  low-cost  system
with the ability to chart market  sessions  minute-by-minute  during the trading
day. This service allows the subscriber to choose the time intervals they desire
to chart and keep them abreast of the markets.

         Stock Pro is the market connection  providing access to prices for over
50,000 issues of stocks,  bonds and funds.  This service  includes  stock quotes
using  either  the  quick  quote  feature  or  the  programmable  quotes  pages.
Additional  features are the personal library used to store news and information
and the high interest  windows that allows the subscriber to constantly  monitor
up to six futures, options, stock or bond quotes.

         The individual Pro Series services are bundled with DTN Ag Daily.  Each
individual  Pro Series service is $58.99 per month except the Stock Pro which is
$66.00 a month.  DTN Premier is the package of Weather Pro, News Pro,  Chart Pro
and Intraday  Pro,  priced at $73.99 per month.  DTN Premier Plus is the package
DTN  Premier  and Stock  Pro,  priced at $78.00 a month.  This  service  is only
available by color Ku-band satellite transmission.

1995 HIGHLIGHTS
         The DTN Pro Series had a very successful 1995. The number of Pro Series
subscribers  more than doubled  during the year due to excellent  sales combined
with upgrades from lower priced services, primarily color DTN AgDaily. The Stock
Pro service was released late in the year, therefore,  it is too soon to measure
customer acceptance.
                                       10

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<PAGE>
         Our research  shows that  customer  satisfaction  for the Pro Series is
very  favorable.  This  research is  confirmed  by the fact that our  subscriber
retention rate for these services is very high.

DTN PRODUCE SERVICE

SERVICE REVIEW
         DTN PROduce is the authority in providing the produce industry with the
most timely weather,  prices,  transportation  and news  information  available.
There are four major  components  to the DTN PROduce  service.  First is weather
information, providing the single most important piece of information for anyone
in the produce  business.  Second is pricing  information,  providing  immediate
updates upon release  formatted by commodity,  growing area and terminal market.
Third is  transportation  information,  providing  freight rates and daily truck
availability  by  the  major  growing  areas.   Finally,  the  service  provides
comprehensive industry specific and general news.

         The market for the service is the entire produce food chain of growers,
shippers,  packers,  brokers,  retailers and institutions.  This service is only
available via color Ku-band satellite and is priced at $84.50 per month.

1995 HIGHLIGHTS
         DTN PROduce has incurred  better than expected  acceptance  relative to
sales  and  marketing  resources  devoted  to this  service.  This  service  has
attracted a high  percentage of the major players in this  industry,  yielding a
very impressive subscriber list.
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<PAGE>
         DTN PROduce developed a price discovery network,  the DTNdex,  that has
been  accepted as an industry  standard.  Competition  in this industry is still
focused on older technology, such as FAX machines.

DTN WEATHER CENTER (NEW SERVICE)

SERVICE REVIEW
         DTN Weather Center was unveiled at the corporations annual meeting held
in April 1995. This service  combines many of DTNs most popular weather features
with several new features  that allow the service to be marketed to a variety of
industries, such as golf course management,  construction, emergency management,
aviation and public  works.  This service can be sold to virtually  any industry
where timely (NEWS...NOT  HISTORY),  accurate,  accessible  weather  information
would cause a decision to be made concerning the deployment of manpower.

         DTN Weather Center provides 80 weather maps, 20 regional radar maps and
four satellite maps. The service provides  short-range  (24-48 hours) forecasts,
long-range  (3-10 day)  outlooks,  and  five-day  city  forecasts  in three hour
intervals for 223 different  cities in the U.S. and Canada.  DTN Weather  Center
features  the new  Insta-Rad  radar  maps that  allow the  company  to send this
information within five minutes to the subscriber.

         This service is available only via color Ku-band satellite transmission
and is priced at $68.00 per month.

1995 HIGHLIGHTS
         DTN Weather  Center  exceeded the sales goals for 1995. The progress in
1995  suggests  that  this  could be a very  successful  service  and led to the
decision to double the size of the sales and  marketing  staff for this service,
including  the  addition  of sales  coordinators  for the turf and  construction
industries.

         DTN Weather  Center has been well  received by the  aviation  industry.
These subscribers  account for more than 25% of the services total  subscribers.
Government (public works,  transportation and emergency  management) offices are
showing  interest  in this  service  and now  rank  second  on the list of total
subscribers to the service. A contract in the fourth quarter of 1995 placed over
100 units with the Iowa Department of Transportation.

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<PAGE>
OPTIONAL SERVICES

SERVICE REVIEW
         Optional Services include advisory, educational and other informational
services offered to DTN subscribers on an a la carte basis.  Additional Services
are marketed by advertising on DTN services,  direct mail,  invoice stuffers and
free trials. An Additional  Service is featured on a regular basis providing all
subscribers  a  three-day  free  trial.  Subscribers  can  request and receive a
two-week free trial of any Additional Service.

         New  Additional  Services  are  developed  and  added to meet  customer
requests for information. Additional Services range in price from $6 to $300 per
quarter depending on the service.

1995 HIGHLIGHTS
         The total number of additional services grew to over 100 compared to 80
in 1994.  Subscription  sales,  revenue and the number of  services  offered all
increased to make 1995 a positive year compared to 1994.


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<PAGE>
DTN FINANCIAL SERVICES

         DTN  Financial  Services has grown from a single  service in 1989,  DTN
Wall Street, to four services, DTN Wall Street, DTN SPECTRUMSM,  DTN FirstRateSM
and DTN  GovRateSM.  DTN Financial  Services also includes a variety of optional
advisory and fundamental market information services.

GRAPH IN TABULAR FORM:


                              1991      1992      1993      1994      1995
                              ----      ----      ----      ----      ----
DTN Financial Services
  Revenue ($ million)          1.9       3.3       4.1       5.1       6.1


         The  financial  services  compounded  revenue  growth for the past five
years was a very bullish 41%. The financial  services  objective is to provide a
comprehensive  in-depth  service at an affordable cost to the  subscriber.  This
objective  will remain very  important due to the highly  competitive  nature of
this business. The a la carte optional services are offered to the subscriber to
give  them an even  larger  variety  of  information.  The  contents  of all DTN
Financial  Services  are  broader  in scope  and cost  less per  month  than the
services  offered  by  competitors.  This  combination  allows the  services  to
maintain a competitive advantage.

1995 HIGHLIGHTS
         In November  1995,  DTN  Financial  Services  released  the service DTN
Spectrum,  an extensive  enhanced  version of DTN Wall Street  utilizing the ACE
technology.  This service was in  development  for three years to ensure that it
was as  comprehensive  as  subscribers  have come to demand and at an affordable
price.  This service has been well  received by the market  during it brief time
since release.

         DTN  Financial  Services  expanded  sales and  marketing  operations by
opening  an office in Salt Lake  City,  Utah.  This  expansion  accompanied  the
establishment of a new business  relationship  with Zions First National Bank to
offer  executable U.S.  government  security  quotes through a new service,  DTN
GovRate.

DTN WALL STREET SERVICE

SERVICE REVIEW
         DTN Wall Street  provides  exchange  delayed  quotes on stocks,  bonds,
mutual and money market funds, futures, interest rates, currencies and real-time
index  quotes.  This service also  provides  in-depth  economic,  financial  and
business news and other  time-sensitive  (NEWS...NOT  HISTORY)  financial market
information  such as  company-specific  news and  earnings.  The service  allows
subscribers to custom  program the system to track their  selection of financial
quotes.

         The subscribers to DTN Wall Street have a variety of optional  services
from which to choose providing stock selection and timing advice, U.S. Treasury,
Agency, mortgage-backed securities quotes and other financial related services.

         The  majority of  subscribers  are  individual  investors,  independent
brokers, financial advisors and financial institutions.  The primary competition
for DTN Wall Street are  satellite,  TV cable (VBI) and dial-up quote  services.
New subscribers to this service are obtained through direct response  marketing,
primarily print media, television advertising and telemarketing.

         This service is available by monochrome  Ku-band satellite and TV cable
(VBI) and is priced at $41.95 per month.
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1995 HIGHLIGHTS
         During 1995,  an effort was made to increase the  subscriber  retention
rate through improved content and customer service  resulting in an 11 % decline
in the  cancellation  rate of the DTN  Wall  Street  service.  The  content  and
customer service will continue to be a focus area in 1996.

         Total  revenues  for DTN Wall  Street  service  grew nearly 20% in 1995
compared to 1994.  Optional  services revenue  increased 18% in 1995 compared to
1994.

         In May,  1995, DTN Wall Street became  available on the Internet.  This
information  distribution technology will allow millions of on-line users access
to 15 independent  information  segments priced from $12.00 to $40.00 per month.
The company continues to research the Internet for additional applications.

DTN SPECTRUM  (New Service)

SERVICE REVIEW
         DTN SPECTRUM was an important focus of the new service development team
at DTN during 1995. This service was released during  November,  1995, and is an
enhanced  version of DTN Wall Street  utilizing the ACE technology.  The service
provides many  additional  features and functions that appeal to a wider market.
This service provides advanced quote selection and custom programming along with
alarms and charting capability.  The service will continue to be enhanced during
1996.

         This  service  was well  received  in the short  time it was  available
during 1995. All indications are that subscription sales will be strong in 1996.

         An extension  of DTN  SPECTRUM is the DTN  SPECTRUM  R-T service.  This
marks the entry by the DTN Financial  Services into the real-time quotes market.
The  service  will  provide  a mix of  exchange-delayed  quotes  along  with the
subscribers choice of real-time  commodities and futures quotes. This service is
expected to be well received by the market in 1996.

         The DTN SPECTRUM  and DTN  SPECTRUM R-T services are only  available by
color  Ku-band  satellite  and are  priced  at $68.00  and  $118.00  per  month,
respectively.  These  services  will become  available  by TV cable (VBI) during
1996.

DTN FIRSTRATE SERVICE

SERVICE REVIEW
         DTN  FirstRate  is  a  service  for  the  mortgage  industry  providing
wholesale  price  information  in an  easy-to-use  standard  format and intraday
interest rate  information to indicate the direction of wholesale  prices.  This

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<PAGE>
service also provides  subscribers  with business,  economic and financial news,
analysis, and commentary including leading economic indicators, employment rates
and government economic reports and trend analysis.

         Sales for DTN FirstRate are slow.  Company research  suggests we should
expect modest success with this service;  however, the company is continuing the
search for more cost effective sales and marketing programs.

         This service is available by monochrome  Ku-band  satellite or TV cable
(VBI) and is priced at $111.95 per month.

DTN GOVRATE  (NEW SERVICE)

SERVICE REVIEW
         DTN GovRate provides  executable U.S.  government  security quotes from
Zions First  National  Bank.  The  real-time  prices are provided from a primary
dealer,  the former Discount  Corporation of New York (DCNY), now operating as a
division of Zions First National Bank.

         The  company  views  this  service  as  an  important  development  for
financial institutions.  The service will provide the ability for more than just
large, money-center banks and institutions to have access to competitive pricing
of U.S. government securities.

         DTN GovRate will open  opportunities  for smaller to  mid-sized  banks,
public and corporate treasurers,  and independent brokerage firms to participate
in the trading of U.S.  government  securities.  Zions First  National Bank will
facilitate this by offering odd lot trading and repurchase agreements.

         This service is available by monochrome  Ku-band  satellite or TV cable
(VBI) transmission for $34.95 per month. The service is also currently available
on color Ku-band satellite for $68.00 per month.

DTN ENERGY SERVICES


GRAPH IN TABULAR FORM:

                              1991      1992      1993      1994      1995
                              ----      ----      ----      ----      ----
DTN Energy Services
  Revenue ($ million)          0.8       2.9       4.9       7.2      10.0

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<PAGE>
The energy related  services  include  DTNergy for the refined fuels and natural
gas industries.

DTNERGY SERVICE

SERVICE REVIEW
        DTNergy is a service  providing pricing  information and  communications
services for the petroleum  industry.  This service consists of several pages of
delayed  energy  futures and options  quotes plus  selected  news and  financial
information.  DTNergy is  designed  to connect  refiners  (producers  of refined
fuels) to wholesalers  (distributor of refined fuels). The refiner sends refined
fuel prices to wholesalers they have authorized to receive this information. The
refiner  also has the  capability  to send  terminal  alerts,  electronic  funds
transfer  notifications,  invoices,  and other communications to the wholesaler.
DTNergy  subscribers can select from a variety of optional services to give them
even more prices or news related to the petroleum industry.

         The strength of the DTNergy  service is the ability to deliver,  within
seconds,  accurate refiner terminal prices and other vital communications to the
wholesalers.  This service is more reliable,  timely and less expensive than the
competition,  which utilize  telephone  delivered  printer-only  systems and FAX
services.

         DTNergy generates revenue from two primary sources,  the wholesaler and
the refiner.  The wholesaler pays a monthly  subscription  fee of $36.00 for the
monochrome  Ku-band  satellite  service.  The  refiner  pays fees based upon the
number and length of communications sent to wholesalers.

         DTNergy  developed a service for the natural gas industry.  Subscribers
receive  natural  gas flow data,  instant or delayed  NYMEX  energy  options and
futures  quotes,  weather and  industry  specific  information.  This service is
marketed to natural gas producers, distributors and large consumers. The service
is only  available by color Ku-band  satellite and is priced at $129 a month for
30-minute delayed quotes and $160 a month for real-time quotes.

1995 HIGHLIGHTS
         The DTNergy  services had another very good year in 1995.  This service
reaches an estimated 90% of the major U.S. petroleum industry wholesalers. These
wholesalers receive direct communication from 120 refiners, including nearly all
the major U.S. oil refiners.  The number of wholesalers showed modest growth but
the number of other customers (FAX, Printer,  E-Mail and the Internet) increased
to 8,500 in 1995 compared to 7,500 in 1994.

         Total  revenue  grew 38% and  communication  revenue grew nearly 50% in
1995  compared to 1994.  The  company  expects  wholesaler/subscriber  growth to
decline but expects communications revenue to continue to grow in 1996.

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<PAGE>
         DTNergy  continued  to develop the service  targeted at the natural gas
and electric  power  industries,  which are dependent on current  information to
make daily operating decisions.  This service showed only moderate growth during
1995.  During 1995,  DTNergy  completed  implementation  of new FAX, Printer and
E-Mail services.

DTN AUTO SERVICES


GRAPH IN TABULAR FORM:



                                   1993      1994      1995
                                   ----      ----      ----
DTN Auto Services Revenue
  ($ millions)                      0.0       0.0       0.7


DTNAUTO SERVICE

SERVICE REVIEW
         DTNauto  (SM)  is a  communication  and  information  service  for  the
automobile   industry.   This  service  offers   automobile   dealers  precision
information to value  trade-ins,  locate used car inventory plus a host of other
information  and  convenient   features.   Automobile   auction   companies  and
manufacturers are able to communicate directly with the dealers.

         DTNauto  provides  information  on  pre-auction   automobile  listings,
results of past  auctions,  new and used car  industry  news,  weather and other
news.  The  service  allows  subscribers  to  perform  searches  of the  auction
listings, upcoming and past, for specific automobile information.

         The service offers a variety of optional services providing information
on credit reporting (CREDCO),  vehicle histories (CARFAX),  warranty information
(The Warranty Guide) and residual value of leased  vehicles  (Lease Guide).  The
CARFAX and CREDCO optional  services  extensively  utilize the internal modem to
send  and  receive  information.  These  services  create  a more  comprehensive
information service that puts the subscriber in the drivers seat.

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<PAGE>
         This service is being marketed by the DTNauto sales force to automobile
dealers  across the United  States.  This  service  is only  available  by color
Ku-band satellite transmission and is priced at $98.00 per month.

1995 HIGHLIGHTS
         The  driving  force  that  fuels  the  DTNauto   service   remains  the
pre-auction  listings of used cars at more than 125 auctions  across the country
and  AuctionNet,  a wholesale  pricing  service.  In 1995,  DTNauto  established
remarketing and  communication  networks giving the manufacturers the ability to
communicate with the dealers.  These networks included Lexus,  Mazda,  Chrysler,
American  Honda,  Subaru and Kia (added January 1996),  all major players in the
auto  industry.  A  remarketing  segment  was also  established  for  Enterprise
Rent-a-Car.  Additionally,  DTNauto added a damaged  vehicle network serving the
salvage auto industry.

         DTNauto expanded its optional services by adding the Warranty Guide and
Lease Guide to help dealers establish accurate auto values.  Also, by subscriber
demand, the DTN SPECTRUM service was made available to automobile dealers.

JOINT VENTURE SERVICES

         DTN has joined  forces with other  companies to market  their  services
using the companys  technology.  These services are TracElectric,  a service for
the electric equipment industry, and DAT Transportation  Terminal, a service for
the trucking industry.

TRACELECTRIC SERVICE

SERVICE REVIEW
         TracElectric  is  an  equipment  locator  service  for  the  electrical
equipment industry. This service provides over 100 pages of new, remanufactured,
surplus and used electrical equipment listings.  The service connects buyers and
sellers throughout the U.S. and Canada.

         This service is available only by monochrome  Ku-band satellite and DTN
receives a percentage of the revenue.

DAT TRANSPORTATION TERMINAL (NEW SERVICE)

SERVICE REVIEW
         The  DAT  (Dial-A-Truck)  Transportation  Terminal  (DAT)  service  was
introduced  in the fourth  quarter of 1995 and is an  information  communication
system for the trucking  industry.  This service is a joint  venture with DAT in
Beaverton, OR and DTN. The service provides load and truck matching performed on
a database of 25,000 listings updated daily.

         DAT service allows subscribers to input their own listings into the ACE
receiver and send this  information  to the database  using the internal  modem.
This service provides the subscriber the ability to perform  extensive  searches
to locate  loads and  trucks  and set  alarms to alert the user that a match has
occurred.  The service also provides  regional  radar maps of major highways and
interstates,  transportation  news,  diesel  fuel  prices  and  other  financial
information related to the trucking industry.

         The target market includes all freight brokers and carriers  throughout
U.S. and Canada.  This service is only available by color Ku-band  satellite and
DTN receives a monthly fee per receiver.

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<PAGE>
--------------------------------------------------------------------------------
                            SELECTED FINANCIAL DATA
--------------------------------------------------------------------------------

GRAPHS IN TABULAR FORM:


% of Total Revenues:
                              1995      1994      1993
                              ----      ----      ----   
DTN Ag Services                72%       73%       75%
DTN Financial Services         10%       11%       11%
DTN Energy Services            16%       16%       14%
Other Services                  2%        0%        0%


% of Suscribers at Year End:
                              1995      1994      1993
                              ----      ----      ----   
DTN Ag Services                89%       81%       82%
DTN Financial Services         10%       10%       10%
DTN Energy Services             7%        8%        8%
Other Services                  3%        1%        0%


<TABLE>
<CAPTION>


                                        1995            1994            1993           1992            1991
--------------------------------------------------------------------------------------------------------------
For the Year:

<S>                                 <C>             <C>             <C>            <C>            <C>         
Revenues ........................   $ 62,287,989    $ 46,109,789    $ 35,992,754   $ 26,816,254   $ 21,464,580
Operating income ................      4,343,252         694,560       2,408,868      2,995,319      2,658,280
Income (loss) before income taxes       (397,076)     (2,422,738)      1,020,831      2,051,352      1,476,398
Net income (loss) ...............       (283,076)     (1,602,738)        663,831      1,351,352      1,426,398

Net income (loss) per share .....           (.09)           (.49)            .20            .41            .43
Dividends per share .............           --              --              --             --             --


At Year End:

Total assets ....................   $ 92,672,050    $ 71,459,356    $ 57,242,313   $ 38,260,351   $ 30,549,390
Long-term debt and
   subordinated notes ...........     47,020,527      33,982,814      25,375,000     13,677,083      9,719,490
Stockholders equity .............     12,876,965      12,706,978      12,780,477     12,167,584     12,007,741
</TABLE>
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<PAGE>
--------------------------------------------------------------------------------
                     MANAGEMENTS'S DISCUSSION AND ANALYSIS
--------------------------------------------------------------------------------

FINANCIAL CONDITION

         The equipment used by subscribers is a large capital investment for the
company.  This  equipment  accounts for 75% of the companys  total  assets.  The
company  does not have a large  amount of  current  assets  compared  to capital
equipment.

         Net cash  provided  by  operating  activities  in 1995 was  $16,623,300
compared to  $14,376,300  in 1994. The increase was primarily due to an increase
in operating  income.  The increase in operating  income was partially offset by
the increase in interest expense and the change in assets and liabilities.

         Net cash used by investing  activities in 1995 was $29,427,900 compared
to $29,961,200 in 1994. The investment in equipment used by subscribers declined
due to a reduction in color  equipment  inventory that was built up in the later
part of 1994. The  expenditures  on equipment used by subscribers  are primarily
for color  receivers and related  equipment.  In addition,  approximately  4,000
monochrome  system (FM and Ku) subscribers  upgraded to the color Ku-band system
with over 90% of these conversions involving DTN AgDaily subscribers.

         DTN reduced its inventory of color  receivers  and  components to build
color receivers during 1995. At December 31, 1995, the company had approximately
$5,000,000 of inventory  compared to $10,000,000 in 1994. The reduction occurred
in the first half of 1995 and reduced the companys  borrowing  requirements  for
the year.

         The  company  utilizes  monochrome  receiver  equipment  coming in from
conversions  for new DTN AgDaily,  DTN Wall Street or DTNergy  subscribers.  DTN
continues to research new markets for monochrome system services.

         The company had negative working capital of $10,471,900 at December 31,
1995,  compared to $10,237,200 in 1994.  Accounts  payable at December 31, 1995,
included $3,202,600 for the purchase of Knight Ridder Financial  subscribers and
$2,190,600  to vendors for  equipment  used by  subscribers,  compared to $0 and
$1,106,000 at December 31, 1994,  respectively.  This combination  increased the
working capital deficiency from the prior year by $4,287,200.

         An increase of $3,178,800 in accounts receivable from December 31, 1994
to 1995 was primarily the offset for the negative working capital created by the
increase in  accounts  payable.  Accounts  receivable  increased  due to general
business expansion, the acquisition of Knight-Ridder Financial (KRF) subscribers
and a  changing  subscriber  base  due to the  expansion  of  the  companys  new
services.
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<PAGE>
         Effective July 26, 1995, the company entered into an agreement with KRF
to acquire 2,900 Knight Ridder Commodity News Service  subscribers.  The company
agreed to pay KRF approximately $4,970,000 over two years, made up of $3,000,000
for the  subscribers and $1,970,000 for future revenue  sharing.  The $3,000,000
for the  subscribers  is to be paid  one-half at the  closing and the  remaining
one-half  due one year from the  closing.  The  $1,970,000  for  future  revenue
sharing is based on a company estimate and is paid quarterly. The purchase price
is being  capitalized  as an intangible  asset and amortized  using the straight
line method over eight years.

         Net cash provided by financing activities of $12,864,300 was the result
of an increase in total debt outstanding (current and long-term) of $12,531,300.
The increase in debt  outstanding was used to fund capital  expenditures and the
acquisition of subscribers. The company made principal payments of $8,718,800 on
bank term debt during 1995.

         DTN anticipates that the internally generated cash flow and bank credit
lines will be sufficient to fund operating activities,  capital expenditures and
principle payments on long-term debt.

         The company believes that inflationary  trends have a limited affect on
the  business.  However,  since the  majority of the  companys  subscribers  and
revenues are related to the ag industry,  the general state of the  agricultural
economy may impact the companys business.

RESULTS OF OPERATIONS

         In many  respects,  the  financial  dynamics  of DTN are similar to the
cable TV industry.  The financial dynamics are similar due to the requirement of
an initial  investment of variable marketing costs to obtain new subscribers and
capital expenditures to provide them with the necessary equipment to receive the
companys services.

         In  addition,  DTN  has a  level  of  fixed  costs,  such  as FM and KU
satellite leases,  news and quote providers,  and administrative  expenses,  not
directly affected by the number of subscribers receiving the companys services.

GRAPH IN TABULAR FORM:

                              1991      1992      1993      1994      1995
                              ----      ----      ----      ----      ----
Operating Cash Flow
  ($ million)                  8.2       9.9      12.9      15.8      23.2

                                       17

                                      299
<PAGE>
         DTNs operating cash flow, a key indicator  monitored by DTN management,
has increased at a compounded  growth rate of 28% from 1991 to 1995.  This trend
is primarily the result of a growing base of  subscribers  covering the companys
fixed expenses.

         The  company  has  operating  leverage  due to low  variable  costs per
subscriber.  This leverage is present when a growth in  subscribers  and related
revenue has a direct impact on operating cash flow. This leverage appeared to be
declining  from 1992 through 1994 as operating cash flow as a percent of revenue
was declining.  The following graph details this trend.  The declining trend was
primarily  due to the company  spending  an  increasing  amount on research  and
development activities.

GRAPHS IN TABULAR FORM:


                              1991      1992      1993      1994      1995
                              ----      ----      ----      ----      ----
Operating Cash Flow
  (percent of revenue)        38%       37%       36%       34%       37%


         DTN accumulates research and development  activities as Net Development
Costs.  The  company  defines  Net  Development  Costs  as  1)  market  research
activities, 2) hardware and software engineering,  research and development, and
3) the  negative  operating  cash flow  (prior  to  corporate  allocations  plus
interest)  of new  services.  The  company  includes  new  services  in the  Net
Development  Costs  classification  until the service  shows  positive cash flow
prior to corporate  allocations  plus interest for a full  quarter.  The service
becomes a core service  after  reaching this level in the  development  process.
During the 1992 through 1995 time period, the company was expanding  development
activities (see chart on page 3) therefore  negatively  impacting operating cash
flow both on a total and percentage of revenue basis.

         During 1995, the success of subscription sales of the new developmental
services decreased net development costs. While the overall development expenses
increased,  the growth rate of  development  related  expenses  declined in 1995
compared  to 1994.  The  result,  operating  cash flow as a percent  of  revenue
increased to 37% in 1995 compared to 34% in 1994.  Another  contributing  factor
for the rise was operating  cash flow from core services as a percentage of core
service revenue improved to 44.4% in 1995 compared to 43.8% in 1994.

1995 COMPARED TO 1994

         The growth in  subscribers,  revenues and  operating  cash flow,  three
major  indicators  used  by  DTN  management  to  monitor  company  performance,
highlighted an outstanding  year.  Operating  income improved  dramatically  but
higher interest expense led to a net loss for the year.

                                      300
<PAGE>
<TABLE>
<CAPTION>
(In thousands)

                         1995           1994           % Change
                      --------        --------         -------- 
<S>                   <C>             <C>                <C>
Subscribers              95.9            82.0             17%
Revenues              $62,288         $46,110             35%
Operating cash flow    23,154          15,751             47%
Operating income        4,334             695            524%
Net loss                 (283)         (1,603)            82%

</TABLE>

Total  revenue  increased  35% in 1995  compared  to 1994 due to  growth  in all
operating revenue  categories.  Operating revenues  consisting of subscriptions,
additional  services,  communications  and  advertising  increased to $55.70 per
subscriber per month in 1995 compared to $46.74 in 1994.

         A 17% growth in total subscribers  combined with subscribers  upgrading
to higher priced services led to a 36% growth in subscription  revenue.  In July
1995, the company acquired  approximately 2,900 subscribers  receiving real-time
futures and option  quotes from Knight Ridder  Financial  Commodity  Center.  At
December 31, 1995, 77% of total  subscribers were receiving  service via Ku-band
satellite  transmission  compared to 72% in 1994.  Subscription revenue on a per
subscriber per month basis increased to $43.60, compared to $36.14 in 1994.

         The price of Ku-band  satellite  delivered  services ranged from $32.99
for  monochrome  DTN AgDaily to $159.99 for the color  DTNstant  service  during
1995. The price of Ku-band satellite  delivered  services ranged from $30.99 for
monochrome  DTN AgDaily to $159.99 for the color  DTNstant  service during 1994.
The price of the  monochrome  FM delivered DTN AgDaily (the only FM service) was
$25.99 in 1995 and $23.99 in 1994.

         The subscribers converting to higher priced services primarily switched
from the  monochrome FM or Ku-band  satellite  DTN AgDaily  service to the color
Ku-band  satellite DTN AgDaily,  priced at $45.99 in 1995 and 1994 ($43.99 prior
to August 15,  1994).  Subscribers  continued to convert from the color  Ku-band
satellite  DTN AgDaily  service to the color  Ku-band  satellite  DTN Pro Series
which ranged in price from $58.99,  for one Pro Series services,  to $73.99, for
all four Pro Series  services (DTN  Premier),  in 1995 and 1994. The DTN Premier
and Stock Pro, DTN Premier Plus, was priced at $78.00 a month in 1995.

                                       18

                                      301
<PAGE>
         The company continued to increase the offering of information  services
through a la carte optional services (100 in 1995 versus 80 in 1994). The growth
in services  combined  with the growth of total  subscribers  resulted in an 11%
growth  in  additional  services  revenue  to  $3,917,600  in 1995  compared  to
$3,526,300 in 1994. The Ag, Wall Street and Energy  services all  contributed to
this growth.  The revenue decreased on a per subscriber per month basis to $3.70
in 1995 compared to $3.76 in 1994.

         The growth in  communications  revenue  was  primarily  in the  DTNergy
service.  The DTNergy service  transmits  refiner prices and  communications  to
wholesalers/subscribers.  The  number of  refiner  communications  continued  to
increase in 1995.  The revenue  increased on a company wide per  subscriber  per
month basis to $6.49 in 1995, up from $4.99 in 1994.

         Advertising  revenue  grew  16%  to  $2,022,500  in  1995  compared  to
$1,738,800 in 1994. The growth was due to increased  acceptance of the DTN color
receiver system as a medium for advertising  agricultural products and services.
Other contributing  factors were a positive agriculture economy and modest price
increases for advertising on the color system.

         Service  initiation fees, the companys up-front one-time charges to new
subscribers  ranged from $150 to $295  depending on the service and  information
distribution  technology in 1994 and 1995.  Initiation fees for subscribers that
convert to another service or change delivery  technology (FM to Ku) ranged from
$50 to $100  depending on the service in 1994 and 1995. The total fees collected
increased 51% in 1995 to $3,357,300 compared to $2,227,500 in 1994. The increase
was  primarily  due to an  increase  in new  subscription  sales.  The  companys
discounting of initiation  fees to respond to competition or slower sales in the
ag market during the seasonally slower summer months was consistent with 1994.

         Total operating expenses increased 28% in 1995 over 1994. This increase
was due to a 27% increase in selling,  general and  administrative  costs, a 46%
increase in sales commissions and a 25% increase in depreciation. These expenses
(excluding the sales  commission  costs) increased on a per subscriber per month
basis to $49.75 in 1995 compared to $44.49 in 1994.

         Selling,  general and  administrative  expenses on a per subscriber per
month basis  increased  to $31.97,  up from $28.45 in 1994.  This  increase  was
primarily the result of the increase in variable costs to support a 17% increase
in subscribers,  sales force expansion and teleservices  support  (telesales and
customer  service),  internal  administrative  enhancements  and net development
costs  related  to new  service  development.  All of  these  expenditures  were
important for the company to accomplish the  aggressive  sales growth planned in
1995 and beyond.

         Sales commissions are generated from increased subscribers and revenues
in the DTNergy service.  Sales commissions increased 46% during 1995 compared to
1994. This increase is due to higher  subscription  sales,  continued  incentive
programs to the sales force and 39% higher  revenues in DTNergy.  DTNergy  sales
commissions are based on a combination of total subscribers and revenues.

         Depreciation and amortization  expense  primarily  increased due to the
purchase of over  $23,700,000 of new equipment used by subscribers.  The company
began using a six year life for  depreciation  purposes in July of 1992 compared
to an eight year life prior to the change.

                                      302
<PAGE>
         Operating income increased  significantly due to the companys growth in
total revenues and a declining growth rate in the operating  expenses  discussed
above. Operating cash flow grew 47% to $23,154,400, up from $15,750,700 in 1994.

         Interest  expense  increased  52% in  1995  over  1994.  The  rise  was
primarily due to borrowings  necessary to finance the purchase of new subscriber
equipment,  an  increase  in the prime rate  during 1994 and 1995 along with the
addition of $15,000,000 of 11.25% subordinated debt in July of 1994.

         The companys  federal and state effective tax rate was 29% for 1995 and
35% for 1994.

1994 COMPARED TO 1993

         Growth in revenue,  operating cash flows and total  subscribers,  which
are three major  indicators  used to monitor the financial  performance  of DTN,
highlighted a year of good performance.  Due to the continued  investment in new
service  development,  enhancements in transmitting  technology,  administrative
computer  information  systems,  equipment  used by our  subscribers  and higher
interest expense, the companys operating and net taxable income were lower.

<TABLE>
<CAPTION>
(In thousands)
                         1994          1993    % Change
                      --------      --------   ---------
<S>                   <C>           <C>         <C> 
Total subscribers        82.0          74.1       11 %
Revenues              $46,110       $35,993       28 %
Operating cash flow    15,751        12,940       22 %
Operating income          695         2,409      (71)%
Net income (loss)      (1,603)          664     (342)%
</TABLE>

         Total revenue  increased 28% in 1994 over 1993 due to continued  growth
in all  operating  revenue  categories.  Operating  revenues  which  consist  of
subscriptions,  additional  services,  communications  services and advertising,
increased to $46.74 per subscriber per month in 1994 up from $39.06 in 1993.

         The 11% growth in total subscribers and subscribers upgrading to higher
priced services  resulted in a 31% growth in subscription  revenue.  At December
31, 1994, 72% of total  subscribers were receiving service via Ku-band satellite
transmission  compared to 61% in 1993.  Subscription revenue on a per subscriber
per month basis increased to $36.14, up from $30.39 in 1993.

                                       19

                                      303
<PAGE>
         The  price of the  Ku-band  satellite-delivered  services  ranged  from
$30.99 for  monochrome  DTN  AgDaily to $159.99 for the color  DTNstant  service
during  1994 and 1993.  The price of the  monochrome  FM-delivered  DTN  AgDaily
service  was  $23.99  during  1994  and  1993.  The  subscribers   switching  to
higher-priced  services  primarily  switched  from the  monochrome FM or Ku-band
satellite DTN AgDaily service to the color Ku-band satellite DTN AgDaily,  which
was priced at $45.99 in 1994  ($43.99  prior to August  15,  1994) and $43.99 in
1993.

         The company continued to increase the offering of information  services
through a la carte  additional  services  (80 in 1994  versus  55 in 1993).  The
growth of services combined with the growth of total subscribers  provided a 42%
growth in additional  services revenue to $3,526,000 in 1994, up from $2,485,000
in 1993. The Ag, Wall Street and Energy services all contributed  solid gains to
achieve this  outstanding  growth.  On a per  subscriber  per month basis,  this
revenue increased to $3.76, up from $2.91 in 1993.

         The 45% increase in communication services revenue was primarily due to
the DTNergy service.  DTNergy transmits refiner prices and other  communications
to   wholesalers/subscribers.   The  refiner   communication   volume  increased
significantly  and provided on a company wide basis a revenue  increase to $4.99
per subscriber per month in 1994, up from $3.78 in 1993.

         Advertising  revenue showed a marginal  increase in 1994 over 1993. The
company believes that competition from other  communication  companies  affected
the growth in advertising.  The company also believes  advertising revenues will
grow as subscriptions to the color services increase.

         Service  initiation fees, the companys up-front one-time charges to new
subscribers  ranged from $150 to $295  depending on the service and  information
distribution  technology in 1994 and 1993.  Initiation  fees to subscribers  who
change their service or delivery  technology  (FM to Ku) ranged from $50 to $100
depending on the service in 1995 and 1994. The total fees collected  declined in
1994  compared to 1993.  The decline was  primarily  due to an increase in sales
promotions reducing the fees to attract new subscribers.  This strategy was used
to keep new sales  strong  during the  seasonally  slow  months of summer and to
answer competitive pressures.

         Total operating expenses increased 35% over 1993. This increase was due
to a 30% increase in selling,  general and administrative  costs, a 49% increase
in sales commissions and a 43% increase in depreciation. On a per subscriber per
month basis, these expenses  (excluding the sales commission costs) increased to
$44.49, up from $36.51 in 1993.

         Selling,  general and  administrative  expenses on a per subscriber per
month basis  increased  to $28.45,  up from $24.16 in 1993.  This  increase  was
primarily  due to the  expenses  related to new  product  development,  internal
administrative  enhancements,  fixed costs related to enhancing current services
and  variable  costs  to  support  the  11%  increase  in   subscribers.   These
expenditures  are  important for the company to remain a leader in providing new
communication and information services.

                                      304
<PAGE>
         Sales  commissions  are a direct  result of increased  subscribers  and
revenues in the DTNergy service. DTNergy sales commissions are based on a mix of
total  subscribers and revenues.  Total sales  commissions  rose 49% during 1994
from 1993.  This  increase  is due to  increased  subscription  sales along with
incentive programs to the sales force to keep sales strong during the seasonally
slower summer months and significant increases in DTNergy revenues.

         Depreciation  expense increased due to the purchase of over $27,000,000
of new equipment  used by  subscribers.  The company began using a six year life
for  depreciation  purposes in July of 1992 compared to an eight year life prior
to the change.

         Operating  income declined by 71%,  primarily due to the investments in
new  services,  internal  operations  improvements  and  increased  depreciation
expense.  Operating cash flow grew 22% over 1993.  Interest expense rose 122% in
1994 over  1993.  This  significant  increase  was due to  borrowings  needed to
finance the purchase of new  subscriber  equipment,  a 42% increase in the prime
rate during 1994 and the addition of $15,000,000 of 11.25% subordinated debt.

         The company  federal and state effective tax rate for 1994 and 1993 was
35%.
                                       20

                                      305
<PAGE>
--------------------------------------------------------------------------------
                                RESPONSIBILITIES
--------------------------------------------------------------------------------
Managements Responsibility for Financial Statements

To Our Stockholders:

         The management of Data Transmission  Network Corporation is responsible
for the  preparation,  integrity and objectivity of the  accompanying  financial
statements  and related  notes.  To meet these  responsibilities,  we maintain a
system of internal  controls  to provide  reasonable  assurance  that assets are
safeguarded and transactions are properly authorized and recorded.
         The  financial   statements  have  been  prepared  in  conformity  with
generally  accepted  accounting  principles  and include  amounts based upon our
estimates and judgments, as required. The financial statements have been audited
by Deloitte & Touche LLP who have expressed their opinion, presented below, with
respect to the fairness of the statements.  Their audit included a review of the
system  of  internal  control  and  tests of  transactions  to the  extent  they
considered necessary to render their opinion.
         The Audit  Committee of the Board of  Directors  is composed  solely of
outside  directors.  The Audit Committee meets periodically with our independent
auditors and management to review  accounting,  auditing,  internal  control and
financial reporting matters.




/s/ Roger R. Brodersen                 /s/ Brian L. Larson
    Chairman of the Board                  Vice President
    Chief Executive Officer                Chief Financial Officer
                                           Secretary and Treasurer

--------------------------------------------------------------------------------
Independent Auditors' Report

Board of Directors and Stockholders
Data Transmission Network Corporation

         We have audited the  accompanying  balance sheets of Data  Transmission
Network Corporation as of December 31, 1995 and 1994, and the related statements
of operations,  stockholders'  equity and cash flows for each of the three years
in the period ended  December  31,  1995.  These  financial  statements  are the
responsibility of the Company's management.  Our responsibility is to express an
opinion on these financial statements based on our audits.
         We conducted our audits in accordance with generally  accepted auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

                                      306
<PAGE>
         In our  opinion,  such  financial  statements  present  fairly,  in all
material  respects,   the  financial  position  of  Data  Transmission   Network
Corporation  as of December 31, 1995 and 1994, and the results of its operations
and its cash flows for each of the three years in the period ended  December 31,
1995, in conformity with generally accepted accounting principles.




January 30, 1996                        /s/ Deloitte and Touche LLP
Deloitte and Touche LLP                     Omaha, Nebraska


                                       21

                                      307
<PAGE>
<TABLE>
<CAPTION>
Balance Sheets
---------------------------------------------------------------------------------------------
As of December 31,                                                     1995            1994
---------------------------------------------------------------------------------------------
ASSETS
<S>                                                              <C>             <C>         
Current Assets:
        Cash .................................................   $    780,018    $    720,343
        Accounts receivable, net of allowance for
                doubtful accounts of $300,000 and $220,000 ...      6,476,576       3,297,773
        Prepaid expenses .....................................        474,135         189,332
        Deferred commission expense ..........................      2,076,262         629,925
                                                                 ------------    ------------
                Total Current Assets .........................      9,806,991       4,837,373

Equipment Used By Subscribers, net of accumulated depreciation
        of $60,622,532 and $43,710,079 .......................     69,644,260      61,449,931

Equipment and Leasehold Improvements, net of accumulated
         depreciation of $7,286,887 and $4,729,831 ...........      6,665,286       4,666,742

Intangible Asset, net of accumulated amortization 
         of $258,850 .........................................      4,711,150            --

Other Assets .................................................      1,844,363         505,310
                                                                 ------------    ------------
                                                                 $ 92,672,050    $ 71,459,356
LIABILITIES AND STOCKHOLDERS EQUITY
Current Liabilities:
        Accounts payable .....................................   $  9,385,812    $  4,493,796
        Accrued expenses .....................................      1,856,659       1,117,206
        Current portion of long-term debt ....................      9,036,458       9,463,541
                                                                 ------------    ------------
                Total Current Liabilities ....................     20,278,929      15,074,543

Long-Term Debt ...............................................     32,536,457      19,578,124
Subordinated Long-Term Notes, net of unamortized
        discount of $515,930 and $595,310 ....................     14,484,070      14,404,690
Equipment Deposits ...........................................        541,720         542,102
Unearned Revenue .............................................     11,953,909       9,152,919

Stockholders Equity:
        Common stock, par value $.001, authorized
                20,000,000 shares, issued 3,375,408 ..........          3,375           3,375
        Paid-in capital ......................................     14,422,689      14,302,689
        Retained earnings (deficit) ..........................       (497,687)       (217,501)
        Treasury stock, at cost, 60,315 and 83,723 shares ....     (1,051,412)     (1,381,585)
                                                                 ------------    ------------
                Total Stockholders Equity ....................     12,876,965      12,706,978
                                                                 ------------    ------------
                                                                 $ 92,672,050    $ 71,459,356
<FN>
The accompanying notes are an integral part of these financial statements.
</FN>
</TABLE>
                                       22

                                      308
<PAGE>
<TABLE>
<CAPTION>
Statements of Operations

Years Ended December 31,                          1995            1994            1993
                                              -------------   -------------  --------------
REVENUES:
<S>                                           <C>             <C>             <C>         
        Subscriptions .....................   $ 46,126,332    $ 33,936,160    $ 25,924,520
        Additional services ...............      3,917,631       3,526,295       2,484,675
        Communication services ............      6,864,275       4,680,987       3,227,881
        Advertising .......................      2,022,440       1,738,830       1,673,075
        Service initiation fees ...........      3,357,311       2,227,517       2,682,603
                                              -------------   -------------  --------------
                                                62,287,989      46,109,789      35,992,754
EXPENSES:
        Selling, general and administrative     33,827,282      26,715,251      20,602,329
        Sales commissions .................      5,306,305       3,643,811       2,450,718
        Depreciation and amortization .....     18,811,150      15,056,167      10,530,839
                                              -------------   -------------  --------------
OPERATING INCOME ..........................      4,343,252         694,560       2,408,868

        Interest expense ..................      4,798,112       3,158,106       1,421,299
        Other income, net .................         57,784          40,808          33,262
                                              -------------   -------------  --------------
INCOME (LOSS) BEFORE INCOME TAXES .........       (397,076)     (2,422,738)      1,020,831

        Income tax (benefit) provision ....       (114,000)       (820,000)        357,000

NET INCOME (LOSS) .........................   $   (283,076)   $ (1,602,738)   $    663,831


EARNINGS (LOSS) PER SHARE .................   $      (0.09)   $      (0.49)   $       0.20


Weighted Average Number of Shares
        Outstanding .......................      3,302,864       3,253,400       3,286,850

<FN>
The accompanying notes are an integral part of these financial statements.
</FN>
</TABLE>
                                       23

                                      309
<PAGE>
<TABLE>
<CAPTION>
Statements of Stockholders Equity
-----------------------------------------------------------------------------------------------------------------------
Years Ended December 31, 1995, 1994 and 1993
-----------------------------------------------------------------------------------------------------------------------
                                                                             Retained                         Total
                                                Common      Paid -in         Earnings        Treasury      Stockholders
                                                 Stock       Capital         (Deficit)         Stock          Equity
                                           ------------   -------------    -----------    ------------    -------------
<S>                                        <C>            <C>              <C>            <C>             <C>         
Balance, January 1, 1993 ...............   $      3,375   $ 13,493,689     $   855,635    $ (2,185,115)   $ 12,167,584

Treasury stock issued on exercise of
     employee stock options and warrants           --           12,195            --           147,621         159,816

Tax benefit related to exercise of
     employee stock options and warrants           --           20,000            --              --            20,000

Purchase of treasury stock .............           --             --              --          (230,754)       (230,754)

Net income .............................           --             --           663,831            --           663,831
                                           ------------   -------------    -----------    ------------    -------------
Balance, December 31, 1993 .............          3,375     13,525,884       1,519,466      (2,268,248)     12,780,477

Treasury stock issued on exercise of
     employee stock options and warrants           --          (12,195)       (134,229)      1,420,663       1,274,239

Tax benefit related to exercise of
     employee stock options and warrants           --          154,000            --              --           154,000

Purchase of treasury stock .............           --             --              --          (534,000)       (534,000)

Issuance of warrants in connection
     with subordinated debt ............           --          635,000            --              --           635,000

Net loss ...............................           --             --        (1,602,738)           --        (1,602,738)
                                           ------------   -------------    -----------    ------------    -------------
Balance, December 31, 1994 .............          3,375     14,302,689        (217,501)     (1,381,585)     12,706,978

Treasury stock issued on exercise of
     employee stock options and warrants           --             --             2,890         330,173         333,063

Tax benefit related to exercise of
     employee stock options and warrants           --          120,000            --              --           120,000

Net loss ...............................           --             --          (283,076)           --          (283,076)

                                           ------------   -------------    -----------    ------------    -------------
Balance, December 31, 1995 .............   $      3,375   $ 14,422,689    $   (497,687)   $ (1,051,412)   $ 12,876,965

<FN>
The accompanying notes are an integral part of these financial statements.
</FN>
</TABLE>
                                       24

                                      310
<PAGE>
<TABLE>
<CAPTION>
Statements of Cash Flows
-------------------------------------------------------------------------------------------------------------------------
Years Ended December 31,                                                           1995           1994             1993
-------------------------------------------------------------------------------------------------------------------------
Cash Flows From Operating Activities:
<S>                                                                          <C>             <C>             <C>         
        Net income(loss) .................................................   $   (283,076)   $ (1,602,738)   $    663,831
        Adjustments to reconcile net income(loss) to
          net cash provided by operating activities:
          Depreciation and amortization ..................................     18,811,150      15,056,167      10,530,839
          Amortization of debt issue costs and discount ..................        128,760          64,380            --
          Deferred income taxes ..........................................       (239,000)       (802,000)        332,000
          Change in assets and liabilities:
            Accounts receivable ..........................................     (3,178,803)     (1,003,263)       (731,281)
            Prepaid expenses .............................................       (284,803)        (58,262)       (311,418)
            Deferred commission expense ..................................     (1,446,337)        (22,215)       (119,593)
            Deferred debt issuance costs .................................           --          (395,000)           --
            Other assets .................................................     (1,029,433)           --              --
            Accounts payable .............................................        604,791       1,183,434         668,794
            Accrued expenses .............................................        739,453         143,249         247,994
            Equipment deposits ...........................................           (382)        (37,269)        (60,618)
            Unearned revenue .............................................      2,800,990       1,849,771       2,047,982

          Net Cash Provided By Operating Activities ......................     16,623,310      14,376,254      13,268,530

Cash Flows From Investing Activities:

        Capital expenditures:
          Equipment used by subscribers ..................................    (23,746,086)    (27,354,107)    (24,175,363)
          Equipment and leasehold improvements ...........................     (3,914,442)     (2,607,100)     (2,040,607)
        Acquisition of Subscribers .......................................     (1,767,420)           --              --

          Net Cash Used By Investing Activities ..........................    (29,427,948)    (29,961,207)    (26,215,970)

Cash Flows From Financing Activities:

        Proceeds from long-term debt .....................................     21,250,000      20,250,000      16,000,000
        Principal payments on long-term debt .............................     (8,718,750)    (20,333,334)     (3,052,083)
        Proceeds from subordinated long-term notes .......................           --        15,000,000            --
        Proceeds from the exercise of stock options and warrants .........        333,063       1,274,239         159,816
        Purchase of treasury stock .......................................           --          (534,000)       (230,754)

          Net Cash Provided By Financing Activities ......................     12,864,313      15,656,905      12,876,979

Net Increase (Decrease) in Cash ..........................................         59,675          71,952         (70,461)

Cash at Beginning of Period ..............................................        720,343         648,391         718,852

Cash at End of Period ....................................................$       780,018 $       720,343 $    648,391
<FN>
The accompanying notes are an integral part of these financial statements 
</FN>
</TABLE>
                                       25

                                      311
<PAGE>
--------------------------------------------------------------------------------
                         NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
--------------------------------------------------------------------------------
1.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

REVENUE  RECOGNITION - The company  provides its  subscribers  with equipment to
receive  information  and  communications  services.  DTN  charges  a  recurring
subscription  fee and in most instances a one-time  service  initiation fee. The
subscriptions are contracted for an initial period of one year and are generally
billed quarterly in advance.  Accounts  receivable  consists  primarily of these
advance  billings.  Payments received in advance for  subscriptions,  additional
services  and  advertising  are  deferred  and  recognized  as the  services are
provided to the  subscribers.  Service  initiation fees in excess of the related
marketing  and set-up  costs,  excluding  sales  commissions,  are  deferred and
recognized into income over the initial twelve-month  subscription period. These
revenues  no longer  exceed the costs and  therefore  beginning  in 1995 are not
being deferred.  Communication  services are generally billed monthly in arrears
based on the number and length of communications to subscribers.

DEFERRED COMMISSION EXPENSE - Commissions and bonuses which are paid at the time
of the initial  subscription  to sales  representatives  or to  subscribers  for
successful  customer  referrals,  are  deferred  and  expensed  over the initial
twelve-month subscription period.

EQUIPMENT  USED BY  SUBSCRIBERS  -Equipment  used by  subscribers to receive the
company's electronically  transmitted information service is stated at cost less
accumulated  depreciation.  Depreciation is calculated  using the  straight-line
method over a useful  life of three to eight years for assets  placed in service
prior to July 1,  1992,  and  three to six years for  assets  placed in  service
subsequent to July 1, 1992.

EQUIPMENT AND LEASEHOLD  IMPROVEMENTS - Equipment and leasehold improvements are
stated at cost less accumulated  depreciation.  Depreciation is calculated using
the  straight-line  method over the estimated useful lives of the assets,  which
range from two to seven years,  or the related  lease,  which range from five to
ten years.

INTANGIBLE  ASSETS - Intangible assets for acquisition of subscribers are stated
at cost less  accumulated  amortization.  These  costs are  amortized  using the
straight-line method over eight years.

INCOME TAXES - Income taxes are computed in  accordance  with the  provisions of
Statement of Financial  Accounting  Standard 109,  "Accounting for Income Taxes"
(SFAS 109).  The  objective of the statement is to recognize the amount of taxes
payable  or  refundable  in the  current  year  and to  recognize  deferred  tax
liabilities and assets for the future tax  consequences of events that have been
recognized in the financial statements or tax returns.

EARNINGS  PER  SHARE -  Earnings  per  share is  calculated  on the basis of the
weighted  average   outstanding  common  shares  and,  when  applicable,   those
outstanding options and warrants that are dilutive.

                                      312
<PAGE>
STATEMENT  OF CASH FLOWS - For  purposes of the  statement  of cash  flows,  the
company  considers all highly liquid  investments  purchased  with a maturity of
three months or less to be cash  equivalents.  During the periods ended December
31, 1995,  1994 and 1993,  the company  made  interest  payments of  $4,386,000,
$3,165,000 and $1,493,000,  respectively.  Capital  expenditures  for subscriber
equipment  included  in  accounts  payable  at  year  end  totalled  $2,191,000,
$1,106,000 and $3,455,000 at December 31, 1995, 1994 and 1993, respectively. The
company paid  $1,146,000 of federal income taxes in 1995 relating to recoverable
Alternative  Minimum  Taxes (AMT) for prior  periods  which is included in other
assets.  The  company  paid no federal  income  taxes  during  1994 or 1993.  At
December 31, 1995, $3,202,580 of the purchase price for the subscribers acquired
was not yet paid and is included in accounts payable.

RESEARCH  AND  DEVELOPMENT  -  Research  and  development  costs are  charged to
earnings as incurred and  approximated  $1,596,000,  $1,493,000 and $899,000 for
the periods ended December 31, 1995, 1994, and 1993.

ESTIMATES - The preparation of financial statements in conformity with generally
accepted  accounting  principles  requires  management  to  make  estimates  and
assumptions  that  affect the  reported  amounts of assets and  liabilities  and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the  reported  amounts  of  revenues  and  expenses  during  the
reporting period. Actual results could differ from these estimates.

ACCOUNTING  PRONOUNCEMENTS - In March 1995, the Financial  Accounting  Standards
Board (FASB)  issued  Statement of Financial  Accounting  Standards  (SFAS) 121,
Accounting for the Impairment of Long Lived Assets.  SFAS 121 required that long
lived assets and certain identifiable  intangibles held and used by an entity be
reviewed for impairment. The Company will adopt SFAS 121 as required in 1996 but
does not expect any  adjustments  to the value of long lived assets.

                                       26

                                      313
<PAGE>
In October 1995, FASB issued SFAS 123,  Accounting for Stock Based Compensation.
Beginning  in 1996,  SFAS  123  requires  expanded  disclosures  of  stock-based
compensation  arrangements with employees and encourages,  but does not require,
the recognition of employee  compensation  expense related to stock compensation
based on the fair value of the equity instrument granted.  Companies that do not
adopt the fair value  recognition  provisions of SFAS 123 and continue to follow
the existing APB Opinion 25 rules to recognize and measure compensation, will be
required to disclose the pro forma  amounts of net income and earnings per share
that would have been  reported had the company  elected to follow the fair value
recognition of SFAS 123.  Management  has  determined  that the Company will not
adopt  the  fair  value  recognition  provisions  of SFAS 123 so the  impact  of
adopting this statement  beginning in 1996 will only be the expanded  disclosure
requirements.

2.      ACQUISITIONS

Effective   July  26,  1995,   the  Company   entered  into  an  agreement  with
Knight-Ridder  Financial  (KRF) to acquire 2,900  Knight-Ridder  Commodity  News
Service Subscribers.  The Company will pay KRF approximately $4,970,000 over two
years,  made up of $3,000,000  for the  subscribers  and  $1,970,000  for future
revenue  sharing.  The $3,000,000 for the  subscribers is to be paid one-half at
closing and the remaining one-half due one year from closing. The $1,970,000 for
future  revenue  sharing  is based  upon a  company  estimate  and is to be paid
quarterly.

3.      LONG-TERM DEBT AND LOAN AGREEMENTS
<TABLE>
<CAPTION>

                                               December 31,
                                     --------------------------------
                                         1995                1994
                                     ------------         -----------
<S>                                  <C>                 <C>  
Bank operating line     
        agreement                    $21,250,000         $ 2,250,000
Term notes, due in monthly
        installments thru October
        1998 at 6.75% to 9.25%        19,322,915          25,291,665
Stock repurchase term
        notes, due in quarterly
        installments from
        January 1994 thru December
        1997, 7.69% to 8.0%            1,000,000           1,500,000
                                     ------------         -----------
                                      41,572,915          29,041,665
Less current portion                   9,036,458           9,463,541
                                     ------------         -----------                         
Total Long-Term Debt                 $32,536,457          $19,578,124
                                     ============         ===========

</TABLE>

                                      314
<PAGE>
The company has a senior loan  agreement  with a group of seven  regional  banks
(the "senior loan agreement"). The senior loan agreement, which expires June 30,
1996 unless  extended,  provides for a total  commitment of up to $34,500,000 in
new borrowings. As of December 31, 1995, $21,250,000 of the total commitment had
been borrowed,  with the remaining  $13,250,000 available to the company subject
to certain restrictions as discussed below.

Additional  borrowings  under the senior loan  agreement  are  available  to the
company,  as long as at the time of the  advance,  no default  exists  under the
senior loan agreement or under the  subordinated  notes  agreement (see Note 3),
and total debt  outstanding  (including  term notes  outstanding  but  excluding
long-term  subordinated debt) does not exceed thirty-six times monthly operating
cash flow as defined.  As of December 31, 1995 based on current  operating  cash
flow,  the  company  would be able to borrow  all of the  $13,250,000  remaining
commitment available.

Substantially  all of the company's  assets are pledged as collateral  under the
senior loan  agreement.  In addition to the  restrictions  mentioned  above with
respect to advances,  total debt outstanding  (excluding long-term  subordinated
debt) is limited to forty-eight  times monthly  operating cash flow or three and
one-half times stockholders'  equity (defined to include long-term  subordinated
debt),  whichever  is less.  Additionally,  total  debt  outstanding  (including
subordinated  debt) is limited to sixty times monthly  operating  cash flow. The
company is also  required to  maintain  total  stockholders'  equity of at least
$11,000,000  through June 30, 1996 and, a ratio of quarterly operating cash flow
to interest expense (as defined) of at least 2.25 to 1. The company is currently
restricted to paying no cash dividends.

Interest on the outstanding  borrowings  (prior to when the borrowings  might be
converted to term loans, as discussed below) is at a variable rate, depending on
the ratio of the company's total borrowings  (excluding  long-term  subordinated
debt) to  stockholders  equity  (including  long-term  subordinated  debt)  (the
"Ratio"). So long as the Ratio is below 2.0 to 1, interest is at prime. When the
Ratio is  between  2.0 to 1 and 2.49 to 1, the  interest  rate is at prime  plus
1/4%. When the Ratio is between 2.50 to 1 and 2.99 to 1, the interest rate is at
prime plus 3/4%. When the Ratio is at or above 3.0 to 1, the interest rate is at
prime plus 1 1/4%.  The prime rate is adjusted  monthly,  with the interest rate
adjustment (as defined above)  changed  quarterly.  As of December 31, 1995, the
variable rate borrowings  outstanding are accruing interest at the prime rate of
8.75%.

The company has the option to convert the  outstanding  borrowings to term loans
at any time, payable in forty-eight equal principal installments, plus interest.
Interest on the converted term loans is at a variable interest rate of 1/4% over
the base rate (as  determined in the preceding  paragraph)  or, at the company's
option,  may be at a fixed rate of 3/4% over the base rate,  or,  2.50% over the
average of the 3 and 5 year U. S. treasury securities,  whichever is greater. As
of December 31, 1995,  $21,250,000 of the total  borrowings  outstanding had not
been converted to term loans.  The remainder of the  borrowings  were term loans
with interest rates ranging from 6.75% to 9.25%.

                                       27

                                      315
<PAGE>
The company  pays a  commitment  fee of 1/4% on the unused  portion of the total
commitment.  Additionally, once the Ratio (as described previously) reaches 2.50
to 1, the  company  will be  required  to pay a  closing  fee of 1/2% on all new
borrowings made after that point in time.

During 1992, the company entered into a loan agreement to be used solely for the
repurchase of the  company's  outstanding  common stock (the "Stock  Repurchase"
line).  The company  borrowed  $2,000,000  of this Stock  Repurchase  commitment
during 1992.

For the first year  after  each  Stock  Repurchase  advance,  the  company  pays
interest  only.  After the first year,  each  advance  will be repaid in sixteen
equal quarterly  principal payments plus interest.  Interest will accrue for the
first three years of each advance at a fixed rate equal to the quoted  Five-Year
Treasury  Note Rate on the date of the advance,  plus 2%. For the last two years
interest will accrue at either a floating rate of national  prime plus 3/4% or a
fixed rate of the then current Five-Year Treasury Note Rate plus 2%. The company
has the option of determining  which rate will apply.  The  $2,000,000  borrowed
under this Stock Repurchase line, is accruing interest at 7.69% and 8.00%.

The minimum  principal  maturities of long-term  debt,  excluding bank operating
line  agreement,  are  as  follows:  1996 - $9,036,000;1997  - $7,010,000;  1998
- $4,229,000; 1999 - $47,000.

4.      SUBORDINATED LONG-TERM NOTES

On June 30, 1994,  the company sold to one  investor  $15,000,000  of its 11.25%
subordinated   long-term  notes  in  a  private   placement   transaction   (the
"subordinated  debt"). The subordinated debt is subordinated in right of payment
to all current and future senior debt.  Interest on the subordinated  debt is to
be  paid  quarterly,  with  principal  due in  five  equal  annual  installments
beginning on June 30, 2000.

The  company  has the option to prepay the  subordinated  debt on any date after
June 30,  1997 at a premium  beginning  at 7.5% of the  principal  prepaid,  and
decreasing  by 1.5% per year  until June 30,  2002 when no premium is  required.
There are provisions for mandatory prepayment upon a change in ownership control
(as defined),  at a premium  beginning at 12.0% of the principal  prepaid during
the period  ended June 30, 1995 and  decreasing  by 1.5% per year until June 30,
2002 when no premium is required.  The  subordinated  debt agreement  contains a
cross-acceleration clause, whereby the subordinated debt will become immediately
due and  payable  upon a payment  default on the senior debt  outstanding  Other
subordinated  debt  financial  covenants and  restrictions  are  generally  less
restrictive than those of the senior loan agreement.

The company also issued a warrant to the investor to purchase  25,000  shares of
the company's $.001 par value common stock at $22.17 per share on or before June
30, 2004.  In  connection  with the  issuance of the warrant to purchase  common
stock,  the company recorded a $635,000 credit to additional paid in capital and
a related debt discount,  which  represents an estimate of the fair value of the
warrant issued. Expenses of the subordinated debt offering of $395,000 have been
capitalized as deferred debt issuance costs,  and will be amortized,  along with
the debt discount,  over the life of the  subordinated  debt using a level-yield
method.  The  unamortized  portion of the debt issue  costs  were  $321,000  and
$370,000 for 1995 and 1994, respectively.

                                      316
<PAGE>
5.      INCOME TAXES

Components of the income tax (benefit) provision are as follows:
<TABLE>
<CAPTION>

                               1995                  1994              1993
                           ------------         -------------      ------------
<S>                        <C>                  <C>                 <C>   
Current tax expense  
        (benefit)          $   125,000          $    (18,000)       $   25,000

Deferred tax expense
        (benefit)             (239,000)             (802,000)          332,000
                           ------------         -------------      ------------
                           $  (114,000)         $   (820,000)       $  357,000
                           ============         =============      ============
</TABLE>
The income tax  (benefit)  provision  differs  from the  (benefit)  provision at
federal statutory rates for the following reasons:
<TABLE>
<CAPTION>
                                    1995            1994             1993
                                 ----------      ----------       ---------
<S>                              <C>             <C>              <C>      
Tax expense (benefit) at
   federal statutory rate        $(139,000)      $(824,000)       $ 347,000

State taxes                          1,000         (24,000)          10,000

Other                               24,000          28,000            --
                                 ----------      ----------       ---------
                                 $(114,000)      $(820,000)       $ 357,000
                                 ==========      ==========       =========
</TABLE>
The components of deferred tax liability (asset) are as follows:
<TABLE>
<CAPTION>
                                  1995          1994
                             ------------   ------------
<S>                          <C>            <C>        
Depreciation                 $ 4,880,000    $ 2,958,000

Net operating
   loss carryforwards         (5,383,000)    (3,093,000)

Other                              9,000           --
                             ------------   ------------
Net Deferred Asset           $  (494,000)   $  (135,000)
                             ===========    ============
</TABLE>
The Company had  approximately  $15,000,000  of unused net operating  loss (NOL)
carryforwards  at December 31,  1995.  The NOLs will expire in the years 2002 to
2010. In addition,  the Company is reflecting in the Other Assets  approximately
$1,029,000 relating to pending IRS refund claims.

                                       28

                                      317
<PAGE>
6.      CAPITAL STOCK

The  company's  articles  of  incorporation  provide  for the  authorization  of
1,000,000  shares of $.50 par value per share  preferred  stock.  The  preferred
stock,  none of which has been issued,  presently  has no voting rights or other
features,  although the articles of  incorporation  contain  provisions to adopt
various features or privileges at the discretion of the Board of Directors.

In September 1992, the company's Board of Directors authorized the repurchase of
up to 350,000 shares of the company's  outstanding  common stock.  The purchases
are to be made from time to time in the open market or in arranged  transactions
at such price or prices as company officers may deem advisable. The common stock
repurchased  may be used to provide  shares  for the  company's  existing  stock
options and warrants  outstanding.  During 1994, the company  repurchased 24,000
shares of its common stock.

7.      COMMON STOCK WARRANTS

In conjunction with a private placement offering of Subordinated Long-Term Notes
in 1988, the company granted  warrants to purchase 80,325 shares of common stock
at a price  of  $10.00  per  share.  These  warrants  were  exercisable  through
September 30, 1994. During 1992, 7,500 of these warrants were exercised.  During
1994, all of the remaining warrants granted were either exercised or expired.

In conjunction with a private placement offering of subordinated Long-Term Notes
in June 1994, the company granted warrants,  to the single investor, to purchase
25,000 shares of common stock at a price of $22.17 per share. These warrants are
exercisable through June 30, 2004.

8.      STOCK OPTION PLANS

The company has employee and director stock option plans with  aggregate  limits
of 700,000  shares for the employee plan and 70,000 shares for the  non-employee
director  plan.  The exercise  price of the stock options is equal to the market
value of the  company's  common  stock on the date of  grant.  The  options  are
exercisable  for a period  of up to ten  years  from the date of grant  and vest
equally over a period of up to four years.



                                      318
<PAGE>
The following  table  summarizes the stock options as of December 31, 1995, 1994
and 1993:
<TABLE>
<CAPTION>

                                                     Option Price
                                        Shares        Per Share
                                      ---------     --------------
<S>                                    <C>          <C>     
Balance at
Jan. 1, 1993                           213,506      11.75 - 18.00

Granted                                114,950      13.50 - 15.50
Exercised                              (11,818)     11.75 - 14.50
Cancelled                              (24,561)     11.75 - 18.00

Balance at
Dec. 31, 1993                          292,077      11.75 - 18.00

Granted                                 91,250      22.00 - 29.15
Exercised                              (43,142)     11.75 - 18.00
Cancelled                              (10,790)     12.00 - 26.50

Balance at
Dec. 31, 1994                          329,395      11.75 - 29.15

Granted                                133,750      16.50 - 35.75
Exercised                              (23,408)     11.75 - 26.50
Cancelled                              (14,084)     12.00 - 26.50
 
Balance at
Dec. 31, 1995                          425,653      11.75 - 35.75
                                      =========
Exercisable at
Dec. 31, 1995                          209,937      11.75 - 29.15
                                      =========
</TABLE>
At December 31,  1995,  shares of the Companys  authorized  but unissued  common
stock were reserved for issuance as follows:
                                             Shares
                                           -----------
Employee stock option plan                   217,936
Non-employee director plan                    47,001
                                           -----------
Total                                        264,937
                                           ===========

9.      LEASES

The company leases the right to subsidiary channel  authorizations from FM radio
stations and satellite network transmission  capacity to broadcast the company's
information  service  to its  subscribers.  These  leases are  accounted  for as
operating  leases and are for  varying  periods of one to ten years and  contain
annual renewal options for periods of up to five years.

                                       29

                                      319
<PAGE>
The  company  also has  various  operating  leases for office  space,  warehouse
facilities and equipment.  These leases expire on various dates through 2005 and
generally  provide for renewal  options at the end of the lease.  The company is
generally obligated to pay the cost of property taxes, insurance,  utilities and
maintenance on the leases.

Future  minimum lease  payments  under all  non-cancelable  operating  leases at
December 31, 1995 are as follows:

Year Ending December 31,                   Amount
------------------------                ------------
        1996                             $2,664,000
        1997                              2,319,000
        1998                              2,026,000
        1999                              1,703,000
        2000                              1,507,000
        2001 and after                    5,328,000
                                        ------------
Total future minimum lease payments     $15,547,000
                                        ============

Total  rent  expense on all  operating  leases was  $2,712,000,  $2,369,000  and
$1,856,000 for the years ended December 31, 1995, 1994 and 1993, respectively.

10.     BENEFIT PLAN

The company has a defined contribution plan under provisions of Internal Revenue
Code  Section  401(k).  All  employees  with at least  one year of  service  may
participate in the plan. The company  matches the employee's  contribution up to
4% of  the  employee's  compensation,  and  may  make  additional  discretionary
contributions.  During 1995,  1994 and 1993, the company  contributed  $482,000,
$344,000 and $236,000, respectively, to the plan as matching contributions.


--------------------------------------------------------------------------------
                                     NOTES
--------------------------------------------------------------------------------



                                       30

                                      320
<PAGE>
<TABLE>
<CAPTION>
----------------------------------------------------------------------------------------------------------
                                       QUARTERLY DATA (UNAUDITED)
----------------------------------------------------------------------------------------------------------
                                                                         Net Income (loss)
                                       Operating      Pre-Tax          --------------------       Total
                         Revenues      Cash Flow(1)   Income (loss)    Amount   Per Share(2)   Subscribers
----------------------------------------------------------------------------------------------------------
<S>                     <C>           <C>            <C>             <C>           <C>            <C>   
Fiscal 1995
        First           $13,617,210   $ 4,967,889    $  (426,972)    $  (272,972)  $  (.08)       84,600
        Second           14,739,450     5,591,904         51,802          32,802       .01        86,700
        Third            16,168,251     6,173,867        150,556          96,556       .03        92,400
        Fourth           17,763,078     6,420,742       (172,462)       (139,462)     (.04)       95,900
                        -----------   -----------    ------------    ------------  --------       ------
Year .........          $62,287,989   $23,154,402    $  (397,076)    $  (283,076)  $  (.09)       95,900
                        -----------   -----------    ------------    ------------   --------       ------
Fiscal 1994
        First           $10,548,771   $ 3,951,157    $    56,485     $    36,485   $   .01        76,500
        Second           11,396,005     3,865,963       (430,472)       (279,472)     (.09)       78,300
        Third            11,684,670     3,516,059     (1,295,675)       (842,675)     (.26)       80,200
        Fourth           12,480,343     4,417,548       (753,076)       (517,076)     (.16)       82,000
                        -----------   -----------    ------------    ------------  --------       ------
Year .........          $46,109,789   $15,750,727    $(2,422,738)    $(1,602,738)  $  (.49)       82,000
                        -----------   -----------    ------------    ------------  --------       ------
<FN>
(1) Operating income before depreciation and amortization expense.
(2) Net  income  per  share for each of the four  quarters  may not agree to net
income per share for the year due to rounding.
</FN>
</TABLE>
<TABLE>
<CAPTION>
--------------------------------------------------------------------------------
TRADING INFORMATION
                              Market Price 1995                  Market Price 1994
                        ----------------------------       -------------------------------
Quarter Ended           High        Low        Last         High        Low        Last
------------------------------------------------------------------------------------------
<S>                     <C>        <C>         <C>         <C>          <C>         <C>
        March 31....... 25         16 1/2      24 3/4      27 1/2       21          21

        June 30........ 26         23 3/4      25 1/2      24 1/2       20          22 1/2

        September 30... 36 3/4     25 1/2      35 3/4      22 1/2       18 1/2      18 1/2

        December 31.... 50 1/4     33 1/8      49 1/4      18 3/4       16 1/8      17
</TABLE>

The  companys  common  stock  trades on the Nasdaq  National  Market tier of the
Nasdaq Stock MarketSM under the symbol:  DTLN. On December 31, 1995,  there were
approximately 525 stockholders of record, not including beneficial holders whose
shares are held in names other than their own.

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<PAGE>
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                              INVESTOR INFORMATION
--------------------------------------------------------------------------------

CORPORATE HEADQUARTERS:
        9110 West Dodge Road, Suite 200
        Omaha, NE 68114
        (402) 390-2328

INDEPENDENT AUDITORS:
        Deloitte & Touche LLP

STOCK TRANSFER AGENT:
        First National Bank of Omaha
        Attn: Corporate Trust Services
        One First National Center
        Omaha, Nebraska 68102

ANNUAL STOCKHOLDERS MEETING:
     The annual stockholders  meeting will be held on Wednesday,  April 24, 1996
     at 10:00 A.M.,  at the Holiday  Inn-Old Mill,  655 N. 108th Avenue,  Omaha,
     Nebraska.

FORM  10-K:
     A COPY OF THE  COMPANYS  FORM 10-K FILED WITH THE  SECURITIES  AND EXCHANGE
     COMMISSION IS AVAILABLE WITHOUT CHARGE UPON WRITTEN REQUEST TO:

     Secretary
     Data Transmission Network Corporation
     9110 West Dodge Road, Suite 200
     Omaha, Nebraska 68114

DIVIDENDS:
     The Company has never paid any dividends and has no present intention of so
     doing.  Payment of cash dividends in the future, if any, will be determined
     by the Board of  Directors  in light of the  companys  earnings,  financial
     condition and other relevant considerations.


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<PAGE>
<TABLE>
<CAPTION>
----------------------------------------------------------------------------------------------------------------------------
                                           DIRECTORS AND OFFICERS
----------------------------------------------------------------------------------------------------------------------------
Board of Directors:                        Corporate Officers:
--------------------------------           ---------------------------------------------------------------------------------
<S>                                        <C>                                        <C>
Roger R. Brodersen                         Roger R. Brodersen                          Keith A. Cook
  Chairman of the Board                      Chairman of the Board                       Vice President
  Chief Executive Officer                    Chief Executive Officer                     President, Auto Services
  Data Transmission Network Corp.
                                           Greg T. Sloma                               H. Wade German
Robert S. Herman                             President                                   Vice President
  Senior Vice President                      Chief Operating Officer                     Business Research
  Data Transmission Network Corp.
                                           Robert S. Herman                            Brian L. Larson
David K. Karnes                              Senior Vice President                       Vice President
  President                                  Research and Technology                     Chief Financial Officer
  Chief Executive Officer                                                                Secretary and Treasurer
  The Fairmont Group Inc.                  Roger W. Wallace
  Of Counsel, Kutak Rock law firm            Senior Vice President                     Gordon R. Lundy
                                             Co-President, Ag Services                   Vice President
J. Michael Parks                                                                         President, Energy Services
  Former President                         James J. Marquiss
  Former Chief Operating Officer             Senior Vice President                     Charles E. McQuinn
  First Data Resources, Inc.                 Co-President, Ag Services                   Vice President
                                                                                         President, West Financial Services    
Jay E. Ricks                               Charles R. Wood
  Chairman of the Board                      Senior Vice President                     James G. Payne
  Douglas Communications Corp.               President, Financial Services               Vice President
                                                                                         Administrative Operations Manager   
Greg T. Sloma
  President
  Chief Operating Officer
  Data Transmission Network Corp.

Roger W. Wallace
  Senior Vice President
  Data Transmission Network Corp.
</TABLE>
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<PAGE>
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                               MISSION STATEMENT
--------------------------------------------------------------------------------

     Led  by  customer  suggestions  and  demands,   Data  Transmission  Network
Corporation  has  engineered  growth and  evolution  from what we werethe  first
low-cost,   electronically   delivered  agricultural   commodities   information
serviceto  what we are todaya  multi-faceted  information  provider  utilizing a
full-service  communication  technology  system to deliver that most valuable of
all commodities, timely information (NEWS...NOT HISTORY).

     We are committed to providing the best information and analysis  available,
as quickly as possible,  at an affordable cost to our customers.  Among the many
things that are critical to successfully  meeting those  commitments,  the three
most important are customer service,  customer service, and customer service!

     As fellow  shareholders of the company,  DTN employees have as their number
one goal the long-term enhancement of the value of our company.


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<PAGE>