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Filed Pursuant to Rule 424(b)(3)
File No. 333-88199
PROSPECTUS SUPPLEMENT
(TO PROSPECTUS DATED DECEMBER 13, 1999)
POPMAIL.COM, INC.
4,353,049 SHARES OF COMMON STOCK
Our common shares are traded on the NASDAQ SmallCap Market under the
symbol "POPM." The last reported sale price of our common shares on August 22,
2000 was $0.92 per share. Selling shareholders identified in this prospectus are
offering all of the shares to be sold in the offering. The Company will receive
proceeds from the exercise of warrants in this offering.
This prospectus supplement reflects a change to the prospectus dated
December 13, 1999 with respect to the exercise price for the Warrant held by
certain selling shareholders. This prospectus supplement should be read together
with the prospectus, and highlights and replaces some information in the
prospectus dated December 13, 1999.
On August 18, 2000, the Company agreed to amend Warrant No. D-1 to
purchase 300,000 shares of the Company's Common Stock at an exercise price of
$3.00, held by The Shaar Fund, Ltd., to change the exercise price to $0.625.
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NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE
SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THESE
SECURITIES OR DETERMINED IF THIS PROSPECTUS SUPPLEMENT OR THE
ACCOMPANYING PROSPECTUS IS TRUTHFUL OR COMPLETE.
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The date of this prospectus supplement is August 23, 2000
