Prospectus Supplement No. 1 dated November 20, 1998 to the Prospectus of Pen
Interconnect, Inc., dated October 2, 1998 (the "Prospectus") included in
Registration Statement on Form S-3, No. 333-60451.
Capitalized terms used herein and not defined herein have the meanings
given in the Prospectus. The Prospectus is hereby modified in the following two
respects:
1) The last sentence of the first paragraph of the front page of the Prospectus
is modified to read in full as follows: "Of the Securities included herein, up
to 985,000 shares are issuable upon conversion of Convertible Debentures, and
490,000 shares are issuable upon conversion of warrants at prices ranging from
$.25 to $2.75 per share."
2) The table found under "Selling Security Holders" is modified with regard to
the information for JW Charles Securities, Inc. as indicated below. The
information for all other Selling Security Holders remains as stated in the
original Prospectus.
<TABLE>
<CAPTION>
Beneficial Beneficial
Ownership of Ownership of
Shares of Shares of
Common Stock Securities to Common Stock
Selling Security Holders Prior to Sale be Sold After Sale
- ------------------------------------- ------------------------- -------------------------- --------------------------
- ------------------------------------- ------------------------- -------------------------- --------------------------
<S> <C> <C> <C>
JW Charles Securities, Inc. 625,000 280,000 345,000
</TABLE>
The date of this Prospectus Supplement is November 20, 1998
