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Filed Pursuant to Rule 424(b)(3)
Registration File No.: 333-38759
ARMOR HOLDINGS, INC.
SUPPLEMENT TO PROSPECTUS
DATED DECEMBER 17, 1997
AS SUPPLEMENTED BY
PROSPECTUS SUPPLEMENT DATED
JUNE 24, 1998
164,662, 109,023 and 27,067 shares of Common Stock covered by this
Prospectus are being issued to each of The Neale A. Perkins Trust, The Scott T.
O'Brien and Victoria S. O'Brien Revocable Trust and The David M. Holmes and
Katherine C. Holmes Revocable Trust (the "Sellers"), respectively, in
connection with the acquisition by the Company of all of the issued and
outstanding capital stock of Safari Land Ltd., Inc., ("Safariland"), a
California corporation. Safariland is a manufacturer of equipment for the law
enforcement, military and sporting goods markets worldwide, based in Ontario,
California. The purchase price is $39,930,531, subject to adjustments,
consisting of $35,930,531 in cash, and an aggregate of 300,752 shares of our
Common Stock. The aggregate 300,752 shares of Common Stock issued to the
Sellers represents approximately 1.8% of the Company's issued and outstanding
Common Stock. The shares of Common Stock issued to the Seller may be offered
from time to time as described under "Selling Stockholders".
This Prospectus Supplement is not complete without, and may not be
delivered or utilized except in connection with, the Prospectus, including any
amendments or supplements thereto. Capitalized terms used in this Prospectus
Supplement but not otherwise defined herein have the meanings assigned to such
terms in the Prospectus.
The date of this Prospectus Supplement is April 12, 1999.
