Rule 424(b)(3)
Registration No. 333-29297
BIG CITY BAGELS, INC.
SECOND SUPPLEMENT TO PROSPECTUS DATED JULY 9, 1997
This Second Supplement to the Prospectus, dated July 9, 1997, of Big
City Bagels, Inc. ("Company") provides information with respect to the current
exercise price of the Class A Redeemable Common Stock Purchase Warrants ("Class
A Warrants").
During the Special Exercise Period described in the Prospectus that
expired on October 8, 1997, an aggregate of 798,945 Class A Warrants were
exercised, from which the Company derived gross proceeds of $1,997,362.50. As
disclosed in the Prospectus, pursuant to the offer extended to holders of the
Class A Warrants, if in an aggregate of at least $2,000,000 of gross proceeds
was received by the Company from the exercise of the Class A Warrants during the
Special Exercise Period, the exercise price of the Class A Warrants would be
permanently reduced to $2.50 per share. Although $2,000,000 of gross proceeds
was not received by the Company, the Company determined on October 14, 1997 to
reduce the exercise price of the Class A Warrants to $2.50 per share, which
price will remain in effect until the Class A Warrants expire on May 6, 2000.
This exercise price reduction also applies to the additional Class A Warrants
issued to holders of Class A Warrant that were exercised during the Special
Exercise Period. The Company has taken no action to permanently reduce the
exercise price of the Company's Class B Redeemable Common Stock Purchase
Warrants ("Class B Warrants"), and the exercise provisions of the Class B
Warrants have returned to their original terms, which require two Class B
Warrants to be exercised in tandem with an aggregate exercise price of $8.00 per
share.
The date of this Second Supplement is October 21, 1997
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