<PAGE> 1
Rule 424(b)
SEC File No.: 33-61935
ADVANCED TISSUE SCIENCES, INC.
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SUPPLEMENT NO. 1 DATED APRIL 8, 1996
TO PROSPECTUS DATED SEPTEMBER 22, 1995
This Supplement No. 1 is part of and should be read in
conjunction with the Prospectus of Advanced Tissue Sciences, Inc., a Delaware
corporation (the "Company"), dated September 22, 1995 ("Prospectus") relating
to the sale of 3,413,111 shares of the Company's Common Stock by certain
stockholders of the Company. Capitalized terms used but not defined in this
Supplement No. 1 have the meanings given to them in the Prospectus. The
information presented herein either supersedes and/or adds to similar
information included in the Prospectus.
The information contained in the table under the caption
"Selling Stockholders" appearing on page 11 of the Prospectus is hereby
supplemented to include the number of shares being offered by the Selling
Stockholders named below.
<TABLE>
<CAPTION>
Number of
Number of Shares Percent of
Shares Beneficially Registered Outstanding
Name of Selling Stockholder Owned for Sale Hereby Shares
- --------------------------- ------------------- --------------- ------------
<S> <C> <C> <C>
Linda S. Cappello(1)(2) 49,073 49,073 *
1st Fidelity, Inc.(1) 16,364 16,364 *
S.I.L. Nominees, Ltd.(1) 23,361 23,361 *
</TABLE>
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* Less than 1% as of July 31, 1995.
(1) All shares of Common Stock of the Company shown as beneficially owned are
issuable upon the exercise of outstanding warrants.
(2) Replaces number of shares originally reported as beneficially owned.
1
