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Filed Pursuant to Rule 424(B)(3)
Registration No.: 333-42530
eSYLVAN, INC.
34 Market Place
Baltimore, Maryland 21202
This prospectus supplement and the accompanying prospectus constitute our
solicitation of an offer from you to invest in the number of shares of our Class
A common stock in exchange for undertaking certain contractual obligations more
fully described in the accompanying prospectus. If you make an offer to invest
in the number of shares of our Class A stock set forth in the table below and we
accept your offer, we will pay you the amount of cash set forth in the table
below. This solicitation of an offer relates to the Sylvan franchise license
agreement or area development agreement territory, set forth in the table below:
<TABLE>
<CAPTION>
Franchise License Agreement
Number or Area Development Number of
Name Agreement Territory Shares Offered Cash Offered
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<S> <C> <C> <C>
North Carolina Learning 01606 3,791 1,327
Systems, Inc.
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</TABLE>
The only way to make a valid offer to invest in shares of our Class A stock
is to execute and return to us in the enclosed self-addressed envelope the
counterpart copies of the subscription and participation agreements that are
enclosed with this prospectus supplement and that are personalized on the
signature page with your name, franchise license agreement number or area
development agreement territory. Any other attempt to make an offer to invest
in shares of our Class A stock will be invalid and any documents pertaining to
any such attempt to make an offer will be returned to you.
If you are party to more than one franchise license agreement with Sylvan
or if you are party to an area development agreement that relates to more than
one Sylvan territory, you will receive a separate solicitation with respect to
each of your franchise license agreements or area development agreement
territories. You must make an offer or decide not to make an offer with respect
to each of these separate solicitations.
If you received this prospectus supplement without an accompanying
prospectus or if you would like another copy of the prospectus, please contact
the eSylvan, Inc. voicemail box at 800-627-4276 (ext. 2632) or 410-843-2632,
leave your name, address and franchise license agreement number or area
development agreement territory and we will forward a prospectus to you. If you
have received a prospectus supplement and prospectus and have questions about
the offering, you may also call the above listed number, provide the above
requested information and your telephone number and state that you have already
received a prospectus and prospectus supplement and our authorized
representative will respond to your questions.
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Please note this document is in two parts. The first is this prospectus
supplement, which describes our specific solicitation from you of an offer to
invest in our Class A stock. The second part, the accompanying prospectus,
contains a full discussion of the terms and conditions of any investment in our
Class A stock. We encourage you to read the prospectus in its entirety. No one
may use this prospectus supplement to consummate sales of shares of our Class A
stock unless it is accompanied by a prospectus. The delivery of this prospectus
supplement and accompanying prospectus is not an offer of any other securities
covered by the prospectus but not described in this prospectus supplement.
Neither the Securities and Exchange Commission nor any state securities
commission has approved or disapproved of these securities or determined if this
supplement or the accompanying prospectus is truthful or complete. Any
representation to the contrary is a criminal offense.
The securities included in this offering have not been registered under the
securities laws of North Carolina and may not be transferred or sold except in a
transaction which is exempt under such securities laws or pursuant to an
effective registration statement under such securities laws or in a transaction
which is otherwise in compliance with such securities laws.
If you make an offer to invest in our Class A stock, your signature on the
Subscription Agreement shall evidence your acknowledgement of the statement set
forth in the preceding paragraph and your agreement that you will not sell the
securities without registration under the securities laws of North Carolina or
some exemption from registration. Your signature on the Subscription Agreement
also evidences your agreement to hold the stock for no less than one year from
the date you acquire it.
This Prospectus Supplement and the documents included herein supercede and
replace the Prospectus Supplement dated December 20, 2000 pertaining to the
party named above and the other documents forwarded with the Prospectus
Supplement dated December 20, 2000 which are of no further force or effect.
The date of this Prospectus Supplement is Janauary 11, 2001
