<PAGE> 1
Filed Pursuant to Rule 424(b)(3)
File No. 333-95753
SYBASE, INC.
SUPPLEMENT DATED DECEMBER 14, 2000
TO PROSPECTUS DATED JUNE 26, 2000
The purpose of this Supplement dated December 14, 2000, is to update
certain information contained in the table under the heading "Selling
Stockholders" on pages 17 through 20 of the Prospectus dated June 26, 2000. A
copy of the Prospectus has been attached to this Supplement. Our common stock is
listed on the Nasdaq National Market under the symbol "SYBS." On December 14,
2000, the last sale price of our common stock was $22.00 per share.
We have been advised by Pell Redmon Trust Company, trustee for the Eric
T. Jacobsen 2000 Trust and trustee for the Elizabeth C. Jacobsen 2000 Trust,
that some of the shares of common stock of Sybase, Inc. covered by the
Prospectus were transferred in private transactions from each trust to the Eric
T. and Elizabeth C. Jacobsen Foundation. Accordingly, the information for the
trusts is modified, and the foundation is added as a selling shareholder, as set
forth below. Shares held by Arne J. Jacobsen II and Minnie LaRue Jacobsen, which
were previously included in the total for Eric T. Jacobsen and Elizabeth C.
Jacobsen, are set forth separately below. Further, we have been advised by Banc
of America Securities LLC that it is the successor in interest to Montgomery
Securities. Accordingly, Montgomery Securities is omitted from the list of
selling shareholders and replaced by Banc of America Securities LLC. In
addition, we have been advised by FG-HFN FGII that some of its shares covered by
the Prospectus were distributed in private transactions to twelve individuals
and entities who were its partners. Accordingly, the information for FG-HFN FGII
is modified, and the twelve individuals and entities are added as selling
shareholders, as set forth below. The information provided is as of the date of
this Supplement.
<TABLE>
<CAPTION>
Shares Of
Shares Of Common Stock Common Stock Shares Of Common Stock
Beneficially Owned Offered By This Beneficially Owned
Selling Stockholder Prior To This Offering Prospectus (1) After This Offering (2)
------------------- ------------------------ --------------- -----------------------
<S> <C> <C> <C> <C> <C>
Number Percent Number Percent
------ ------- ------ -------
Eric T. Jacobsen, Elizabeth C. Jacobsen, Pell 1,049,078 1.2% 1,049,078 - -
Redmon Trust Company, trustee for the Eric T.
Jacobsen 2000 Trust and trustee for the
Elizabeth C. Jacobsen 2000 Trust (3)
Eric T. and Elizabeth C. Jacobsen Foundation (4) 162,900 * 162,900 - -
Arne J. Jacobsen II (5) 3,479 * 3,479 - -
Minnie LaRue Jacobsen (5) 3,479 * 3,479 - -
Banc of America Securities LLC (6) 25,457 * 25,457 - -
FG-HFN FGII 4,958 * 4,958 - -
Davis Capital 5,272 * 5,272 - -
T. Barnes Donnelly 5,272 * 5,272 - -
Walter A. Forbes 5,272 * 5,272 - -
J. Herbert Ogden 5,272 * 5,272 - -
Robert Rittereiser 2,635 * 2,635 - -
Stanley Rumbough 5,272 * 5,272 - -
</TABLE>
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<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
Kathleen Shepphird 526 * 526 - -
Steve Simmons 10,543 * 10,543 - -
Sun Valley Investments 2,635 * 2,635 - -
George Vonderlinden 2,635 * 2,635 - -
Steve Wigins 10,543 * 10,543 - -
Wiley T. Buchanan III Trust 5,272 * 5,272 - -
</TABLE>
* Less than 1%
(1) Certain of these shares are held in an escrow account to secure
indemnification obligations the selling stockholders have provided to
us in connection with the acquisition of Home Financial Network. It is
expected that the escrowed shares remaining after any distributions
from the escrow account to us in satisfaction of the indemnification
claims we may have will be released from escrow and distributed to the
selling stockholders on or about January 20, 2001. Escrowed shares
include 45,449 shares held by Eric T. Jacobsen, 45,449 shares held by
Elizabeth C. Jacobsen, and 4,958 shares held by FG-HFN FGII.
(2) Assumes that all shares offered under this Prospectus will be sold.
(3) Includes 45,449 shares held by Eric T. Jacobsen, 45,449 shares held by
Elizabeth C. Jacobsen, 474,492 shares held in the name of Pell Redmon
Trust Company, Trustee for the Eric T. Jacobsen 2000 Trust, and 483,688
shares held in the name of Pell Redmon Trust Company, Trustee for the
Elizabeth C. Jacobsen 2000 Trust. Mr. Jacobsen and Ms. Jacobsen
disclaim any control over the trusts. Of these shares, 948,984 shares
have been sold under this Prospectus prior to the date of this
Supplement. Shares sold include 474,492 shares sold by Pell Redmon
Trust Company, Trustee for the Eric T. Jacobsen 2000 Trust and 474,492
shares sold by Pell Redmon Trust Company, Trustee for the Elizabeth C.
Jacobsen 2000 Trust.
(4) Mr. Jacobsen and Ms. Jacobsen disclaim any control over the foundation.
(5) All of these shares have been sold under this Prospectus prior to the
date of this Supplement.
(6) Previously subject to outstanding warrants, which have been exercised
in full.
This Supplement to Prospectus is dated December 14, 2000.
