<PAGE> 1
Filed Pursuant to Rule 424(b)(3)
Registration No. 333-35808
DAUPHIN TECHNOLOGY, INC.
Prospectus Supplement
(To Prospectus Dated July 21, 2000)
You should read this prospectus supplement and the related prospectus
carefully before you invest. Both documents contain information you should
consider when making your investment decision.
On July 31, 2000, we issued a drawdown notice to Techrich International
Limited in connection with the common stock purchase agreement dated April 9,
2000, evidencing an equity draw down facility between us and Techrich. This
notice offered to sell up to $5,000,000 of our common stock to Techrich based
on the formula in the stock purchase agreement, during the 22 day period
beginning on August 1, 2000 and ending on August 30, 2000, but at not less than
$3.50 per share. During the first 11 days, Techrich purchased a total of
648,618 shares of our common stock at an average purchase price of $3.85 per
share. These purchases resulted in aggregate proceeds of $2,500,000 being paid
and released from escrow to us by Techrich. In addition, Techrich received
warrants to purchase up to 51,751 shares of common stock, with an exercise
price of $4.0579 per share, as part of the purchase. Ladenburg Thalman & Co.
Inc. received $75,000 as a placement fee in connection with this drawdown. We
will use the proceeds from this drawdown to retain engineering and production
personnel to complete the set-top box design and for general operating purposes.
The attached prospectus relates to the resale of shares acquired by
Techrich pursuant to the stock purchase agreement and pursuant to the exercise
of warrants held by Techrich and Ladenburg. As of the date of this prospectus
supplement, Techrich owns 700,369 shares of common stock and Ladenburg owns
250,000 shares of common stock, including 51,751 and 250,000 shares,
respectively, issuable upon the exercise of warrants. Because Techrich and
Ladenburg may sell some or all of these shares, and because there are
currently no agreements, arrangements or understandings with respect to the
sale of any of these shares, we cannot estimate the actual amount of shares
that they will hold after the completion of the offering.
THE DATE OF THIS PROSPECTUS SUPPLEMENT IS AUGUST 18, 2000
