<PAGE>
HERTZ TECHNOLOGY GROUP, INC.
PROSPECTUS SUPPLEMENT, DATED MARCH 5, 1997
1. On February 25, 1997, the Underwriter released an aggregate of 62,500 Shares
from its lock-up of the 750,000 Shares being offered by the Selling
Shareholders under the alternate prospectus. These 62,500 Shares are being
sold by the Selling Shareholders in a privately negotiated transaction.
2. On February 13, 1997, Robert J. Cohen was elected Controller and Principal
Financial Officer of the Company. He succeeded Mr. John C. Rudy who had
earlier resigned as Vice President and Principal Financial Officer. Mr.
Cohen is a certified public accountant who, from 1991 to 1996, had been
Controller of Merlite Industries Inc., a company engaged in the jewelry
importing and marketing business.
