<PAGE> 1
Filed Pursuant to Rule 424(b)(3)
Registration No. 333-39010
Prospectus Supplement No. 1, dated August 21, 2000,
to Prospectus dated August 11, 2000
[Getty Images Logo]
$250,000,000
5% Convertible Subordinated Notes due 2007
and
the Common Stock Issuable upon Conversion of the Notes
---------------------------
This prospectus supplement relates to the resale by the holders of 5%
convertible subordinated notes due 2007 of Getty Images, Inc. and the shares of
common stock issuable upon conversion of the notes. You should read this
prospectus supplement in conjunction with the prospectus dated August 11, 2000,
which is to be delivered with this prospectus supplement.
The information contained in the table appearing under the heading
"Selling Securityholders" on pages 35-37 of the prospectus is hereby amended to
include the following information:
<TABLE>
<CAPTION>
NUMBER OF
PRINCIPAL SHARES OF
AMOUNT OF PERCENTAGE OF COMMON STOCK PERCENTAGE OF
NOTES THAT MAY NOTES THAT MAY COMMON STOCK
NAME BE SOLD OUTSTANDING BE SOLD (1) OUTSTANDING (2)
---------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
CIBC World Markets............................ $1,000,000 * 16,371 *
GLG Global Convertible Ucits Fund ............ $ 610,000 * 9,986 *
Oppenheimer Convertible Securities Fund....... $5,000,000 * 81,859 *
Robertson Stephens............................ $5,000,000 * 81,859 *
Susquehanna Capital Group..................... $1,445,000 * 23,657 *
</TABLE>
The information contained in the table appearing under the heading
"Selling Securityholders" on pages 35-37 of the prospectus with respect to the
Selling Securityholders named below is hereby deleted and restated with the
following information:
<TABLE>
<CAPTION>
NUMBER OF
PRINCIPAL SHARES OF
AMOUNT OF PERCENTAGE OF COMMON STOCK PERCENTAGE OF
NOTES THAT MAY NOTES THAT MAY COMMON STOCK
NAME BE SOLD OUTSTANDING BE SOLD (1) OUTSTANDING (2)
---------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
GLG Global Convertible Fund .................. $2,290,000 * 37,491 *
Jefferies & Company........................... $2,110,000 * 34,544 *
---------------------
* Less than 1%
</TABLE>
(1) Assumes conversion of all of the holder's notes at a conversion price of
$61.08 per share of common stock and a cash payment in lieu of any fractional
interest. However, the conversion price is subject to adjustment if particular
events affecting our common stock occur. As a result, the amount of common stock
issuable upon conversion of the notes may increase or decrease in the future.
(2) Calculated based on Rule 13d-3(d)(i) of the Securities Exchange Act of 1934,
as amended, using 49,740,673 shares of common stock outstanding as of August 2,
2000. In calculating these amounts, we treated as outstanding the number of
shares of common stock issuable upon conversion of all of that particular
holder's notes. However, we did not assume the conversion of any other holder's
notes.
The securities offered hereby involve a high degree of risk. See "Risk
Factors" beginning on page 4 of the prospectus.
---------------------------
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. Any representation to the contrary is
a criminal offense.
This prospectus supplement is dated August 21, 2000
