NABI /DE/
424B3, 1996-10-28
BIOLOGICAL PRODUCTS, (NO DIAGNOSTIC SUBSTANCES)
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<PAGE>
 
PROSPECTUS SUPPLEMENT                          Filed pursuant to Rule 424(b)(3)
To Prospectus Dated May 3, 1996,                      Registration No. 333-2253
As Supplemented to Date




                                  $80,500,000

                                     NABI

                6 1/2% Convertible Subordinated Notes due 2003
                                      and
               Shares of Common Stock, Par Value $.10 Per Share,
                       Issuable Upon Conversion Thereof


     This Prospectus Supplement (the "Supplement") relates to the resale by
Kapiolani Medical Center ("Kapiolani") of up to $100,000 aggregate principal
amount of 6 1/2% Convertible Subordinated Notes due 2003 (the "Notes") of NABI,
a Delaware corporation (the "Company"), originally issued in private placements
consummated on February 7 and March 6, 1996 (the "Debt Offering"), pursuant to
NABI's Registration Statement on Form S-3 (No. 333-2253)(the "Registration
Statement"). This Supplement should be read in conjunction with the Prospectus
dated May 3, 1996, as supplemented to date (the "Prospectus"), to be delivered
with this Supplement. All capitalized terms used but not defined in this
Supplement shall have the meanings given them in the Prospectus.

     Based on information provided to the Company, the aggregate principal
amount of the Notes that are currently beneficially owned by Kapiolani is
$100,000, all of which may be sold at this time pursuant to the Prospectus as
supplemented hereby. Additional information concerning the Selling
Securityholders (including Kapiolani) may be set forth from time to time in
additional supplements to the Prospectus. The total outstanding aggregate
principal amount of the Notes is $80,500,000.

     The closing price of the Company's Common Stock as reported on The Nasdaq 
National Market on October 23, 1996 was $8.625 per share.

     The Notes will be subordinated to all existing and future Senior
Indebtedness of the Company. At August 23, 1996, Senior Indebtedness was
approximately $6,300,000. The Indenture contains no limitations on the
incurrence of additional indebtedness or other liabilities by the Company.

     The Notes are neither listed on a national securities exchange nor quoted 
on an automated quotation system. However, the Notes are eligible for trading in
the Private Offerings, Resales and Trading through Automated Linkages ("PORTAL")
Market. Notes sold pursuant to the Registration Statement will no longer be 
eligible for trading in the PORTAL Market.

          The date of this Prospectus Supplement is October 24, 1996.



<PAGE>
 
PROSPECTUS SUPPLEMENT                          Filed pursuant to Rule 424(b)(3)
To Prospectus Dated May 3, 1996,                      Registration No. 333-2253
As Supplemented to Date




                                  $80,500,000

                                     NABI

                6 1/2% Convertible Subordinated Notes due 2003
                                      and
               Shares of Common Stock, Par Value $.10 Per Share,
                       Issuable Upon Conversion Thereof


     This Prospectus Supplement (the "Supplement") relates to the resale by
WAFRA Discretionary Portfolio ("WAFRA") of up to $250,000 aggregate principal
amount of 6 1/2% Convertible Subordinated Notes due 2003 (the "Notes") of NABI,
a Delaware corporation (the "Company"), originally issued in private placements
consummated on February 7 and March 6, 1996 (the "Debt Offering"), pursuant to
NABI's Registration Statement on Form S-3 (No. 333-2253)(the "Registration
Statement"). This Supplement should be read in conjunction with the Prospectus
dated May 3, 1996, as supplemented to date (the "Prospectus"), to be delivered
with this Supplement. All capitalized terms used but not defined in this
Supplement shall have the meanings given them in the Prospectus.

     Based on information provided to the Company, the aggregate principal
amount of the Notes that are currently beneficially owned by WAFRA is $250,000,
all of which may be sold at this time pursuant to the Prospectus as supplemented
hereby. Additional information concerning the Selling Securityholders (including
WAFRA) may be set forth from time to time in additional supplements to the
Prospectus. The total outstanding aggregate principal amount of the Notes is
$80,500,000.

     The closing price of the Company's Common Stock as reported on The Nasdaq 
National Market on October 23, 1996 was $8.625 per share.

     The Notes will be subordinated to all existing and future Senior
Indebtedness of the Company. At August 23, 1996, Senior Indebtedness was
approximately $6,300,000. The Indenture contains no limitations on the
incurrence of additional indebtedness or other liabilities by the Company.

     The Notes are neither listed on a national securities exchange nor quoted 
on an automated quotation system. However, the Notes are eligible for trading in
the Private Offerings, Resales and Trading through Automated Linkages ("PORTAL")
Market. Notes sold pursuant to the Registration Statement will no longer be 
eligible for trading in the PORTAL Market.

          The date of this Prospectus Supplement is October 24, 1996.



<PAGE>
 
PROSPECTUS SUPPLEMENT                          Filed pursuant to Rule 424(b)(3)
To Prospectus Dated May 3, 1996,                      Registration No. 333-2253
As Supplemented to Date




                                  $80,500,000

                                     NABI

                6 1/2% Convertible Subordinated Notes due 2003
                                      and
               Shares of Common Stock, Par Value $.10 Per Share,
                       Issuable Upon Conversion Thereof


     This Prospectus Supplement (the "Supplement") relates to the resale by 
Oregon Equity Fund ("Oregon") of up to $2,600,000 aggregate principal amount of
6 1/2% Convertible Subordinated Notes due 2003 (the "Notes") of NABI, a Delaware
corporation (the "Company"), originally issued in private placements consummated
on February 7 and March 6, 1996 (the "Debt Offering"), pursuant to NABI's
Registration Statement on Form S-3 (No. 333-2253)(the "Registration Statement").
This Supplement should be read in conjunction with the Prospectus dated May 3,
1996, as supplemented to date (the "Prospectus"), to be delivered with this
Supplement. All capitalized terms used but not defined in this Supplement shall
have the meanings given them in the Prospectus.

     Based on information provided to the Company, the aggregate principal
amount of the Notes that are currently beneficially owned by Oregon is
$2,600,000, all of which may be sold at this time pursuant to the Prospectus as
supplemented hereby. Additional information concerning the Selling
Securityholders (including Oregon) may be set forth from time to time in
additional supplements to the Prospectus. The total outstanding aggregate
principal amount of the Notes is $80,500,000.

     The closing price of the Company's Common Stock as reported on The Nasdaq 
National Market on October 23, 1996 was $8.625 per share.

     The Notes will be subordinated to all existing and future Senior
Indebtedness of the Company. At August 23, 1996, Senior Indebtedness was
approximately $6,300,000. The Indenture contains no limitations on the
incurrence of additional indebtedness or other liabilities by the Company.

     The Notes are neither listed on a national securities exchange nor quoted 
on an automated quotation system. However, the Notes are eligible for trading in
the Private Offerings, Resales and Trading through Automated Linkages ("PORTAL")
Market. Notes sold pursuant to the Registration Statement will no longer be 
eligible for trading in the PORTAL Market.

          The date of this Prospectus Supplement is October 24, 1996.



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