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FILED PURSUANT TO RULE 424(b)(3)
SEC REGISTRATION NO. 333-43384
SUPPLEMENT
to
FORM S-4
REGISTRATION STATEMENT
UNDER
SECURITIES ACT OF 1933
OF
MUSE TECHNOLOGIES, INC.
MUSE Technologies, Inc. hereby supplements its registration statement on
Form S-4 under the Securities Act of 1933 filed with the Securities and Exchange
Commission on September 13, 2000 and the proxy statement/prospectus contained
therein. Unless the context otherwise requires, all terms used but not otherwise
defined in this Supplement shall have the meanings set forth in the proxy
statement/prospectus. The information contained herein should be read in
conjunction with the proxy statement/prospectus previously sent to AVS
Stockholders, including information contained therein relating to the procedure
for revoking a previously executed proxy.
1. MUSE expects that its fourth fiscal quarter revenues and earnings will
be inconsistent with recent quarterly performance and that it anticipates a
considerable loss from operations for its fourth fiscal quarter and fiscal year
ended September 30, 2000 due primarily to poor performance by MUSE Virtual
Presence. The net loss for such periods will also include one-time charges
associated with the pending merger with AVS, severance and other costs estimated
at $2.1 million. MUSE management does not believe that such poor operating
results are indicative of a continuing trend with respect to MUSE Virtual
Presence operations. However, no assurance can be given with respect to the
future operations and prospects of MUSE Virtual Presence. Accordingly,
historical performance is not likely to be indicative of future operating
results and should not be relied upon in making an investment decision.
2. Upon consummation of the Merger, it is anticipated that John William
Poduska, Sr., Chairman of the Board of Directors of AVS, and Russell G. Barbour,
President and Chief Executive Officer of AVS, and Ian R.G. Edmonds, a Director
of AVS, will be appointed to the Board of Directors of MUSE. In addition, it is
anticipated that Steve Sukman, Senior Vice President of MUSE, will also be
appointed to the Board of Directors of MUSE and Russell G. Barbour will be
appointed as Chief Executive Officer of MUSE.
* * * * * * *
MUSE Technologies, Inc.
November 1, 2000
