LYCOS INC
424B3, 1998-12-28
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                                   FILED PURSUANT TO RULE 424(b)(3) AND (c)
                                                      FILE NUMBER 333-61413



         TENTH PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED AUGUST 24, 1998

                                4,185,124 SHARES

                                   LYCOS, INC.

                                  COMMON STOCK



This Tenth Prospectus Supplement (the "Tenth Prospectus Supplement") supplements
the  Prospectus  dated  August  24,  1998  (the  "Prospectus"),  the  Prospectus
Supplement  dated September 15, 1998 (the "First  Prospectus  Supplement"),  the
Second  Prospectus  Supplement  dated  October 28, 1998 (the "Second  Prospectus
Supplement"),  the Third  Prospectus  Supplement  dated  November  12, 1998 (the
"Third Prospectus Supplement"),  the Fourth Prospectus Supplement dated November
18, 1998 (the "Fourth Prospectus  Supplement"),  the Fifth Prospectus Supplement
dated  November  19,  1998  (the  "Fifth  Prospectus  Supplement"),   the  Sixth
Prospectus   Supplement   dated   December  1,  1998  (the   "Sixth   Prospectus
Supplement"),  the Seventh  Prospectus  Supplement  dated  December 2, 1998 (the
"Seventh  Prospectus  Supplement"),   the  Eighth  Prospectus  Supplement  dated
December 4, 1998 (the "Eighth  Prospectus  Supplement") and the Ninth Supplement
dated  December  21, 1998 (the "Ninth  Prospectus  Supplement")  of Lycos,  Inc.
("Lycos" or the "Company")  relating to the public offering,  which is not being
underwritten,  and sale of up to  4,185,124  shares of Common  Stock,  par value
$0.01 per share (the  "Shares")  of the  Company,  which may be offered and sold
from time to time by certain stockholders of the Company or by pledgees, donees,
transferees or other  successors in interest that receive such shares as a gift,
partnership  distribution  or other  non-sale  related  transfer  (the  "Selling
Stockholders").  The Company will receive no part of the proceeds of such sales.
The Shares were  originally  issued or reserved  for  issuance by the Company in
connection  with the  Company's  acquisition  of  WhoWhere?  Inc.,  a California
corporation, by and through a merger of a wholly-owned subsidiary of Lycos, What
Acquisition  Corp.,  with and  into  WhoWhere?  Inc.  (the  "Acquisition").  The
"Selling   Stockholders"  Section  of  the  Prospectus,   the  First  Prospectus
Supplement,  the Second Prospectus Supplement,  the Third Prospectus Supplement,
the Fourth Prospectus  Supplement,  the Fifth Prospectus  Supplement,  the Sixth
Prospectus Supplement,  the Seventh Prospectus Supplement, the Eighth Prospectus
Supplement  and the Ninth  Prospectus  Supplement  are  hereby  supplemented  to
reflect  the  gift  made by (i) Dale Fuller to the Dale L. Fuller and Jennifer 
R. Fuller TTEES Fuller Family Trust Dtd. 8/21/98 in the amount of
120,468 Shares and (ii) Audrey MacLean and Michael M. Clair as trustees, or 
their successors, of the Audrey MacLean and Michael M. Clair Trust 
Agreement UAD 12/01/92 to Stanford University for the School of
Engineering in the amount of 740 Shares after the date of the  Prospectus,  
the First Prospectus Supplement,  the  Second  Prospectus Supplement,  the 
Third Prospectus Supplement,  the Fourth Prospectus Supplement, the Fifth 
Prospectus Supplement, the Sixth Prospectus  Supplement,  the Seventh 
Prospectus Supplement, the Eighth Prospectus Supplement and the Ninth 
Prospectus Supplement. This


<PAGE>



Tenth Prospectus  Supplement  should be read in conjunction with the Prospectus,
the First Prospectus  Supplement,  the Second Prospectus  Supplement,  the Third
Prospectus Supplement,  the Fourth Prospectus  Supplement,  the Fifth Prospectus
Supplement,  the Sixth Prospectus Supplement, the Seventh Prospectus Supplement,
the Eighth  Prospectus  Supplement and the Ninth Prospectus  Supplement,  and is
qualified by reference to the Prospectus,  the First Prospectus Supplement,  the
Second  Prospectus  Supplement,  the Third  Prospectus  Supplement,  the  Fourth
Prospectus  Supplement,  the Fifth Prospectus  Supplement,  the Sixth Prospectus
Supplement,  the Seventh Prospectus Supplement, the Eighth Prospectus Supplement
and the Ninth Prospectus  Supplement,  except to the extent that the information
herein  contained  supersedes the information  contained in the Prospectus,  the
First  Prospectus  Supplement,  the  Second  Prospectus  Supplement,  the  Third
Prospectus Supplement,  the Fourth Prospectus  Supplement,  the Fifth Prospectus
Supplement,  the Sixth Prospectus Supplement, the Seventh Prospectus Supplement,
the  Eighth   Prospectus   Supplement  and  the  Ninth  Prospectus   Supplement.
Capitalized  terms used in this Tenth  Prospectus  Supplement  and not otherwise
defined herein have the meanings specified in the Prospectus.




<PAGE>


        THE DATE OF THIS NINTH PROSPECTUS SUPPLEMENT IS DECEMBER 28, 1998

                              SELLING STOCKHOLDERS

         On October 30, 1998, one hundred twenty thousand four hundred
sixty-eight (120,468) of the Shares beneficially owned by Dale Fuller reflected
in the Prospectus and the supplements thereto were gifted to the Dale L. Fuller
and Jennifer R. Fuller TTEES Fuller Family Trust Dtd. 8/21/98.  On December 21,
1998, seven hundred forty (740) of the Shares beneficially owned by Audrey
MacLean and Michael M. Clair as trustees, or their successors, of the Audrey
MacLean and Michael M. Clair Trust Agreement UAD 12/01/92 reflected in the 
Prospectus and the supplements thereto were gifted to Stanford University for 
the School of Engineering.  The table of Selling Stockholders in the Prospectus 
and the supplements thereto are hereby amended to reflect such gifts and 
supplemented to specifically include Shares received in such gifts.
HWD:  378964-1


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