<PAGE>
Prospectus Supplement Filed Pursuant To Rule 424(b)(3)
(To Prospectus Dated June 25, 1999) Registration No. 333-79059
$250,000,000
EXODUS COMMUNICATIONS, INC.
5% Convertible Subordinated Notes Due March 15, 2006 and 5,473,150 Shares
of Common Stock Issuable Upon Conversion of the Notes
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This prospectus supplement relates to the resale by the holders of 5%
Convertible Subordinated Notes due March 15, 2006 of Exodus Communications,
Inc. and the shares of common stock of Exodus issuable upon the conversion of
the notes.
This prospectus supplement should be read in conjunction with the prospectus
dated June 25, 1999, which is to be delivered with this prospectus supplement.
All capitalized terms used but not defined in this prospectus supplement shall
have the meanings given them in the prospectus.
The information in the table appearing under the heading "Selling Holders"
in the prospectus is superseded in part by the information appearing in the
table below:
<TABLE>
<CAPTION>
Common Stock
Principal Amount Common Stock Owned After
of Notes Owned Completion
Beneficially Owned Prior to the Common Stock of the
Name and Offered (1) Offering (1)(2) Offered (2) Offering
---- ------------------ --------------- ------------ ------------
<S> <C> <C> <C> <C>
Argent Classic
Convertible Arbitrage
Fund L.P. ............. $ 6,250,000 136,828 136,828 --
Goldman, Sachs & Co..... 22,078,000 439,559 439,559 --
Lipper Convertibles,
L.P. .................. 13,250,000 290,076 290,076 --
Lipper Offshore
Convertibles #2, L.P.
....................... 1,800,000 39,406 39,406 --
</TABLE>
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(1) Includes common stock into which the notes are convertible.
(2) Assumes a conversion price of 21.8926 shares per $1,000 principal amount of
notes and a cash payment in lieu of any fractional interest
Investing in our Common Stock or our convertible subordinated notes involves
a high degree of risk. Please carefully consider the "Risk Factors" beginning
on Page 4 of this prospectus.
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Neither the Securities and Exchange Commission nor any state securities
commission has approved or disapproved of these securities or passed upon the
adequacy or accuracy of this prospectus or this prospectus supplement. Any
representation to the contrary is a criminal offense.
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The date of this prospectus supplement is July 6, 1999.
