Prospectus Supplement dated March 1, 2000 Rule 424(b)(3)
(To Prospectus dated January 21, 1997) File No. 333-20093
LIFECELL CORPORATION
The table set forth in the section of the prospectus entitled "Selling
Stockholders" is hereby updated to reflect the transfer of certain warrants from
Gruntal & Co., LLC (formerly Gruntal & Co., Incorporated) to certain persons.
As a result of such transfer, certain persons became beneficial owners of shares
of Common Stock of the Company, as set forth below:
<TABLE>
<CAPTION>
BENEFICIAL OWNERSHIP (1)
----------------------
SUBSEQUENT TO OFFERING
----------------------
NAME SHARES PERCENT NUMBER OF SHARES SHARES PERCENT
- ------------------------------- ----------- -------- ----------------- ------- -------
TO BE SOLD
-----------------
<S> <C> <C> <C> <C> <C>
Jack Weinstein 108,000(63) ** 108,000(63) -- (63) **
106 McIntosh Drive
Mahwah, New Jersey 07430
James Gale 33,694 (64) ** 33,694 (64) -- (64) **
315 W. 106th Street, Apt. 4A
New York New York 10025
Derek Woodworth 10,000 (65) ** 10,000 (65) -- (65) **
876 President Street, 1st Floor
Brooklyn, New York 11215
Kristine DiBiase 7,000 (66) ** 7,000 (66) -- (66) **
20 South Hollow Raod
Brewster, New York 10509
<FN>
- -------------------
**Less than 1%.
(1) Each beneficial owner's percentage ownership is determined by assuming that
options, warrants and other convertible securities that are held by such person (but not
those held by any other person) and that are exercisable or convertible within 60 days have
been exercised or converted. Unless otherwise noted, the Company believes that all persons
named in the above table have sole voting and investment power with respect to all shares
of Common Stock beneficially owned by them.
(63) Includes 108,000 shares of Common Stock issuable upon exercise of a warrant.
(64) Includes 33,694 shares of Common Stock issuable upon exercise of a warrant. Does
not include the shares set forth in the Selling Stockholder table in the prospectus as
being held by The James C. Gale Trust and James C. Gale and Judith S. Haselton.
(65) Includes 10,000 shares of Common Stock issuable upon exercise of a warrant.
(66) Includes 7,000 shares of Common Stock issuable upon exercise of a warrant.
</TABLE>
<PAGE>
In addition, certain information included in the Selling Stockholder table
for persons who already had beneficial ownership of shares of Common Stock of
the Company has changed as a result of the transfer. Therefore, the entries in
the Selling Stockholder table for Gruntal & Co, Incorporated, David Saks, Joseph
A. Russo, Douglas Kleinberg and Robert Weinstein are amended in their entirety
as set forth below:
In addition, certain information included in the Selling Stockholder table
for persons who already had beneficial ownership of shares of Common Stock of
the Company has changed as a result of the transfer. Therefore, the entries in
the Selling Stockholder table for Gruntal & Co, Incorporated, David Saks, Joseph
A. Russo, Douglas Kleinberg and Robert Weinstein are amended in their entirety
as set forth below:
<TABLE>
<CAPTION>
BENEFICIAL OWNERSHIP (1)
------------------------
SUBSEQUENT TO OFFERING
----------------------
NAME SHARES PERCENT NUMBER OF SHARES SHARES PERCENT
- -------------------------------- ------------ -------- ----------------- ------- -------
TO BE SOLD
-----------------
<S> <C> <C> <C> <C> <C>
David Saks 42,419 (19) ** 42,419 (19) -- (19) **
2 Knollwood Road
Woodcliff Lake, New Jersey 07675
Joseph Russo 23,500 (29) ** 23,500 (29) -- (29) **
516 E. 78th Street, Apt. 2G
New York, New York 10021
Douglas Kleinberg 28,600 (37) ** 28,600 (37) -- (37) **
200 E. 94th Street, Apt. 126
New York, New York 10128
Robert Weinstein 26,900 (56) ** 26,900 (56) -- (56) **
155 W. 68th Street, Apt. 24C
New York, New York 10023
Gruntal & Co., LLC 136,040 (62) 1% 136,040 (62) -- (62) **
14 Wall Street
New York, New York 10005
<FN>
**Less than 1%.
(1) Each beneficial owner's percentage ownership is determined by assuming that options,
warrants and other convertible securities that are held by such person (but not those held by
any other person) and that are exercisable or convertible within 60 days have been exercised
or converted. Unless otherwise noted, the Company believes that all persons named in the
above table have sole voting and investment power with respect to all shares of Common Stock
beneficially owned by them.
(19) Includes 42,419 shares of Common Stock issuable upon conversion of shares of Series
B Preferred Stock and exercise of a warrant, but excludes a maximum of 6,161 shares of Common
Stock that may be issuable to such Selling Stockholder upon conversion of the maximum number
of shares of Series B Preferred Stock that may be issued as dividends payable on the shares
of Series B Preferred Stock held by such Selling Stockholder.
(29) Includes 23,500 shares of Common Stock issuable upon conversion of shares of Series
B Preferred Stock and exercise of a warrant, but excludes a maximum of 1,451 shares of Common
Stock that may be issuable to such Selling Stockholder upon conversion of the maximum number
of shares of Series B Preferred Stock that may be issued as dividends payable on the shares
of Series B Preferred Stock held by such Selling Stockholder.
<PAGE>
(37) Includes 28,600 shares of Common Stock issuable upon conversion of shares of Series
B Preferred Stock and exercise of a warrant, but excludes a maximum of 2,870 shares of Common
Stock that may be issuable to such Selling Stockholder upon conversion of the maximum number
of shares of Series B Preferred Stock that may be issued as dividends payable on the shares
of Series B Preferred Stock held by such Selling Stockholder.
(56) Includes 26,900 shares of Common Stock issuable upon conversion of shares of Series
B Preferred Stock and exercise of a warrant, but excludes a maximum of 2,419 shares of Common
Stock that may be issuable to such Selling Stockholder upon conversion of the maximum number
of shares of Series B Preferred Stock that may be issued as dividends payable on the shares
of Series B Preferred Stock held by such Selling Stockholder.
(62) Includes 136,040 shares of Common Stock issuable upon exercise of a warrant.
End of Supplement
</TABLE>
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