<PAGE> 1
Prospectus Supplement filed under Rule 424(b)(3)
in connection with Registration No. 333-86095
PROSPECTUS SUPPLEMENT DATED December 27, 1999
(To Prospectus Dated September 20, 1999)
INTELECT COMMUNICATIONS, INC.
24,155,613 shares of Common Stock, par value $0.01
This Prospectus Supplement supplements information contained in that
certain Prospectus, dated September 20, 1999, as amended or supplemented (the
"Prospectus"), relating to the offer and sale by certain Selling Stockholders of
up to 24,155,613 shares of common stock, par value $0.01 per share, (the "Common
Stock") of Intelect Communications, Inc. (the "Company"). This Prospectus
Supplement is issued in connection with and reflects the transfer by CCG Capital
Ltd. to CCG Investment Fund Ltd. effective as of the date hereof of 50,000
shares of Common Stock and a warrant for the purchase of 3,900 shares of Common
Stock, each of whom were listed as Selling Stockholders in the Prospectus. This
Prospectus Supplement is not complete without, and may not be delivered or
utilized except in connection with, the Prospectus, including any amendments or
supplements thereto. Capitalized terms used herein but not defined have the
meanings assigned to such terms in the Prospectus. The following table, as it
applies to the listed stockholders amends and supplements the information set
forth in the Prospectus under the caption "Selling Stockholders" with respect to
such listed Selling Stockholders:
<TABLE>
<CAPTION>
Number of Shares of Number of Shares of
Common Stock Common Stock
Beneficially Owned Number of Shares of Beneficially Owned
as of December 27, Common Stock After Offering
<S> <C> <C> <C>
Name of Selling Stockholder 1999 (1) Offered Hereby
CCG Investment Fund Ltd. 106,889(2) 106,889(3) 0
CCG Capital Ltd. 2,542 (2) 2,542 (3) 0
</TABLE>
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(1) Beneficial ownership is determined in accordance with the rules of the
Securities and Exchange Commission and generally includes voting or
investment power with respect to securities and includes any
securities which the person has the right to acquire within 60 days of
December 27, 1999 through the conversion or exercise of any security
or other right.
(2) Beneficial ownership is determined as of December 27, 1999.
(3) Citadel Limited Partnership is the managing general partner of each of
CCG Investment Fund, Ltd. and CCG Capital Ltd. and consequently has
voting and investment discretion over securities held by such entities
and the Citadel Entities as defined in the Prospectus. The ownership
information for the Citadel Entities does not include the ownership
information for the other Citadel Entities. Citadel Limited
Partnership and each of the Citadel Entities disclaims beneficial
ownership of securities held by the other Citadel Entities.
This Prospectus Supplement is dated December 27, 1999
