FILED PURSUANT TO RULE 424(b)(3) AND (c)
FILE NUMBER 333-47679
FIFTH PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED MARCH 19, 1998
2,425,726 SHARES
LYCOS, INC.
COMMON STOCK
This Fifth Prospectus Supplement (the "Fifth Prospectus Supplement") supplements
the Prospectus dated March 19, 1998 ("Prospectus"), the Prospectus Supplement
dated April 6, 1998 ("Prospectus Supplement"), the Second Prospectus Supplement
dated April 23, 1998 ("Second Prospectus Supplement"), the Third Prospectus
Supplement dated September 15, 1998 ("Third Prospectus Supplement"), and the
Fourth Prospectus Supplement dated January 12, 1999 (the "Fourth Prospectus
Supplement", and together with the Prospectus, First Prospectus Supplement,
Second Prospectus Supplement, and Third Prospectus Supplement, the "Supplemented
Prospectus") of Lycos, Inc. ("Lycos" or the "Company") relating to the public
offering, which is not being underwritten, and sale of up to 2,425,726 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.
Of the Shares offered under the Supplemented Prospectus, 2,225,602 Shares
(post-split) were originally issued or reserved for issuance by the Company in
connection with the Company's acquisition of Tripod, Inc. ("Tripod"), a Delaware
corporation, by and through a merger of a wholly-owned subsidiary of Lycos, Pod
Acquisition Corporation, with and into Tripod (the "Acquisition"). An aggregate
of 274,518 Shares (post-split) issued or reserved for issuance by the Company in
connection with the Acquisition were placed in escrow (the "Escrow Shares") to
secure the respective indemnification obligations of the Selling Stockholders.
The "Selling Stockholders" Section of the Supplemented Prospectus with respect
to certain Selling Stockholders is hereby further supplemented to reflect the
release of the Escrowed Shares from escrow as of February 11, 1999. This Fifth
Prospectus Supplement should be read in conjunction with the Supplemented
Prospectus, and is qualified by reference to the Supplemented Prospectus except
to the extent that the information herein contained supersedes the information
contained in the Supplemented Prospectus. Capitalized terms used in this Fifth
Prospectus Supplement and not otherwise defined herein have the meanings
specified in the Supplemented Prospectus.
<PAGE>
THE DATE OF THIS FIFTH PROSPECTUS SUPPLEMENT IS FEBRUARY 16, 1999
SELLING STOCKHOLDERS
The table of Selling Stockholders in the Supplemented
Prospectus is hereby amended to reflect the release of the Escrowed Shares held
in escrow on behalf of certain Selling Stockholders and supplemented to
specifically include Shares released in such distribution. The following table
sets forth as of February 16, 1999 the name of each of the entities and
individuals who received Shares through the distribution effected by the release
of Escrowed Shares, the number of shares of Common Stock that such Selling
Stockholder beneficially owns, the number of shares of Common Stock beneficially
owned by each such Selling Stockholder that may be offered for sale from time to
time by the Supplemented Prospectus and this Fifth Prospectus Supplement, the
number of shares of Common Stock to be beneficially owned by each such Selling
Stockholder assuming the sale of all of the Shares offered by such Selling
Stockholders and the percentage of the outstanding shares of the Company's
Common Stock to be beneficially owned by each such Selling Stockholder after
completion of the offering. Entries for all Selling Stockholders listed in the
Supplemented Prospectus other than those listed below is not amended hereby:
<TABLE>
<CAPTION>
SHARES SHARES
BENEFICIALLY BENEFICIALLY
OWNED(1)(2) SHARES WHICH OWNED AFTER
PRIOR TO OFFERING MAY BE SOLD OFFERING(1)(2)(3)
PURSUANT TO -------------------------
SELLING STOCKHOLDER NUMBER PERCENT THIS PROSPECTUS(2) NUMBER PERCENT
<S> <C> <C> <C> <C> <C>
Michael Agger 408 * 408 --- *
Daniel Beck 388 * 388 --- *
Berkshire Capital Investors 9,216 * 9,216 -- *
Boston Safe Deposit and Trust 23,780 * 23,780 --- *
Company of New York, Custodian
of the Individual Retirement Account
for Michael R. Lissack
Jonathan K. Butler 608 * 608 --- *
Michelle Chihara 162 * 162 --- *
Jane Forbes Clark 38,598 * 38,598 --- *
William P. Collatos 6,458 * 6,458 --- *
Cowen Investment Partners XXVII 64,602 * 64,602 --- *
Janet M. Daly 556 * 556 --- *
Andrew G. Ferguson 1,620 * 1,620 --- *
John O. Fox 35,020 * 35,020 --- *
Myra D. Fox 1,944 * 1,944 --- *
Gabelli Multimedia Partners, L.P. 12,918 * 12,918 --- *
<PAGE>
Richard A. Gause 1,944 * 1,944 --- *
Matthew C. Harris 6,484 * 6,484 --- *
Brian R. Hecht 15,518 * 15,518 --- *
Allison Hershey 6,484 * 6,484 --- *
Janet Hershey 6,484 * 6,484 --- *
Nancy and Charles Hershey 6,484 * 6,484 --- *
Brett P. Hershey 54,050 * 54,050 --- *
The Interpublic Group of Companies, Inc. 310,064 * 310,064 --- *
Dr. Rob C. Jandl 19,456 * 19,456 --- *
Nathan Kurz 6,680 * 6,680 --- *
John LaPann 5,836 * 5,836 --- *
Ann Leibowitz 6,484 * 6,484 --- *
Massachusetts Capital Resource Company 64,594 * 64,594 --- *
David Mayer 12,970 * 12,970 --- *
Donna Damico 6,484 * 6,484 --- *
Michael Mayer, Profitsharing 6,484 * 6,484 --- *
Walter C. Minnick 15,558 * 15,558 --- *
Amy L. Minnick 678 * 678 --- *
Adam W. Minnick 678 * 678 --- *
Sally D. Mole 1,698 * 1,698 --- *
Mavis K. Morris 678 * 678 --- *
Courtenay E. Morris 678 * 678 --- *
Virginia B. Morris 2,316 * 2,316 --- *
Kenneth Morris 53,172 * 53,172 --- *
Charles H. Mott 9,380 * 9,380 --- *
Matthew E. Nelson 1,620 * 1,620 --- *
Bo Peabody 199,560 * 99,780 99,780 *
Bill Peabody 4,864 * 4,864 --- *
Margaret Peabody 4,864 * 4,864 --- *
Grace and Wilbur Peabody 3,242 * 3,242 --- *
Margaret and Bill Peabody 6,484 * 6,484 --- *
Mark Peabody 12,970 * 12,970 --- *
<PAGE>
Peretz Family Investments, L.P. 129,708 * 129,708 --- *
James and Marcia Plunkett 6,484 * 6,484 --- *
James W. Plunkett 3,242 * 3,242 --- *
Marcia Weintraub Plunkett 3,242 * 3,242 --- *
Richard J. Provenzano, M.D. 2,832 * 2,832 --- *
Anthony A. Qaiyum 2,210 * 2,210 --- *
Rho Management Trust I 581,366 * 581,366 --- *
Ricardo Rosenberg Revocable Trust 15,808 * 15,808 --- *
DTD 10/16/92
Jane and Al Riehl 3,242 * 3,242 --- *
Susan Roe 324 * 324 --- *
Ann Rosenberg 3,242 * 3,242 --- *
David Rothschild 2,832 * 2,832 --- *
Frederick Rudolph 3,906 * 3,906 --- *
Richard H. Sabot 187,076 * 93,538 93,538 *
Sabot Family Irrevocable Trust dated 21,402 * 21,402 --- *
October 17, 1997
Sheafe Satterthwaite 6,484 * 6,484 --- *
Michael S. Seckler 6,484 * 6,484 --- *
Zelda Stern 3,748 * 3,748 --- *
Melanie A. Stowell 3,242 * 3,242 --- *
Laurie and Mark Strunsky 6,484 * 6,484 --- *
Peter S. Willmott 58,328 * 58,328 --- *
Gordon C. Winston and Mary B. Winston 2,838 * 2,838 --- *
</TABLE>
The Company may amend or supplement the Supplemented Prospectus and this Fifth
Prospectus Supplement from time to time to update the disclosure set forth
therein and herein.
