<PAGE> 1
Filed Pursuant to Rule 424(b)(3)
Registration No. 333-3701
PROSPECTUS SUPPLEMENT
(To Prospectus dated May 13, 1996)
BARRISTER INFORMATION SYSTEMS CORPORATION
1,750,000 WARRANTS
AND
1,750,000 SHARES OF COMMON STOCK
ISSUABLE UPON EXERCISE OF THE WARRANTS
AND
2,000,000 SHARES OF COMMON STOCK
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This Prospectus Supplement supplements the Prospectus dated May 13,
1996 relating to 1,750,000 Warrants and 1,750,000 Shares of Common Stock
issuable upon exercise of the Warrants and 2,000,000 Shares of Common Stock
("Securities"). The Securities may be offered and sold from time to time by the
holders named herein pursuant to this Prospectus Supplement. This Prospectus
Supplement is incorporated by reference into the Prospectus and should be read
in conjunction with the Prospectus. All terms used herein shall have the meaning
given them in the Prospectus.
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SEE "RISK FACTORS" BEGINNING ON PAGE 3 OF THE ACCOMPANYING
PROSPECTUS FOR A DISCUSSION OF CERTAIN FACTORS RELEVANT TO AN
INVESTMENT IN THE SECURITIES.
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THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS
THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED
UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS SUPPLEMENT OR THE ACCOMPANYING
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
The date of this Prospectus Supplement is May 28, 1999.
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The information set forth under the caption "Selling Securityholders"
at page 6 of the Prospectus is supplemented to add the following to the list of
Selling Securityholders:
<TABLE>
<CAPTION>
Number of
Warrants Number of Number of Shares Number of Shares
Beneficially Warrants Offered of Common Stock of Common Stock
Name Owned Hereby Beneficially Owned Offered Hereby
---- ------------ ---------------- ------------------ --------------
<S> <C> <C> <C> <C>
Hunter & Co. 125,000 125,000 125,000 125,000
Phillip Neiman 125,000 125,000 125,000 125,000
</TABLE>
Other than as a result of the ownership of the Securities offered
hereby, none of the Selling Securityholders has had any material relationship
with the Company within the past three years, except as noted herein.
Because the Selling Securityholders may, pursuant to this Prospectus,
offer all or some portion of the Warrants and the shares of Common Stock
issuable upon exercise thereof they presently hold, no estimate can be given as
to the amount of the Warrants or the shares of Common Stock issuable upon
exercise thereof that will be held by such Selling Securityholders upon
completion of any such offering. In addition, the Selling Securityholders may
have sold, transferred or otherwise disposed of all or a portion of the Warrants
or the shares of Common Stock issuable upon exercise thereof since the date on
which they provided the information set forth above to the Company. See "Plan of
Distribution."
