SCHEDULE 14A
(RULE 14A-101)
INFORMATION REQUIRED
IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF
THE SECURITIES EXCHANGE ACT OF 1934
Filed by the Registrant |X|
Filed by a Party other than the Registrant |_|
Check the appropriate box:
|X| Preliminary Proxy Statement
|_| Confidential, for use of the Commission Only (as permitted by Rule
14a-6(e)(2)).
|_| Definitive Proxy Statement
|_| Definitive Additional Materials
|_| Soliciting Material Pursuant to ss. 240.14a-11(c) or ss. 240.14a-12
HOLLYWOOD.COM, INC.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
|X| No fee required.
|_| Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
1) Title of each class of securities to which transaction applies:
2) Aggregate number of securities to which transaction applies:
3) Per unit price or other underlying value of transaction
computed pursuant to Exchange Act Rule 0-11. (Set forth the
amount on which the filing fee is calculated and state how
it was determined.)
4) Proposed maximum aggregate value of transaction:
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5) Total fee paid:
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|_| Fee paid previously with preliminary materials.
|_| Check box if any part of the fee is offset as provided by Exchange
Act Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by registration
statement number, or the Form or Schedule and the date of its filing.
1) Amount Previously Paid:
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2) Form, Schedule or Registration Statement No.:
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3) Filing Party:
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4) Date Filed:
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26141.0003
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EXPLANATORY NOTE
These Additional Preliminary Proxy Materials are being filed for the sole
purpose of incorporating the following Proxy Card which was inadvertantly
omitted from the Preliminary Proxy Statement filed with the Securities and
Exchange Commission pursuant to Section 14(a) of the Securities Exchange Act of
1934 on November 7, 2000.
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HOLLYWOOD.COM, INC.
THIS PROXY IS SOLICITED ON BEHALF OF
THE BOARD OF DIRECTORS OF THE COMPANY
The undersigned, a shareholder of HOLLYWOOD.COM, INC., a Florida
corporation (the "Company"), hereby appoints Mitchell Rubenstein and Laurie S.
Silvers, and each of them, as proxies for the undersigned, each with full power
of substitution, and hereby authorizes them to represent and to vote all of the
shares of Common Stock of the Company that the undersigned is entitled to vote
at the Annual Meeting of Shareholders of the Company to be held at 2255 Glades
Road, Suite 238W, Boca Raton Florida 33431, on December 15, 2000 at 10:00 a.m.,
local time, and at any adjournments or postponements thereof, with all powers
the undersigned would possess if personally present, on the following proposals
as specified and, in their discretion, on such other matters as may properly
come before the Annual Meeting.
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS GIVEN, THIS PROXY WILL BE
VOTED "FOR" PROPOSALS 1, 2, 3 AND 4 AND IN THE DISCRETION OF THE PROXIES
NOMINATED HEREBY ON ANY OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE ANNUAL
MEETING.
(TO BE SIGNED ON REVERSE SIDE)
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The Board of Directors unanimously recommends a vote FOR the election
of all the director nominees listed in proposal 1 and FOR the approval of each
of proposals 2, 3 and 4.
<TABLE>
<S> <C> <C> <C>
1. ELECTION OF DIRECTORS
NOMINEES: MITCHELL RUBENSTEIN LAURIE S. SILVERS DR. MARTIN H. GREENBERG
HARRY T. HOFFMAN RUSSELL I. PILLAR JULES L. PLANGERE, JR.
MITCHELL SEMEL DEBORAH J. SIMON DAVID WILLIAMS
[ ] VOTE FOR all nominees listed, [ ] WITHHOLD AUTHORITY TO
except authority to vote VOTE for all nominees
withheld for the following
nominees (if any)
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</TABLE>
2. Vote for the proposal to approve an Amendment to the Company's Second
Amended and Restated Articles of Incorporation to change the Company's
name to Hollywood Media Corp.
[ ] VOTE FOR [ ] VOTE AGAINST [ ] ABSTAIN
3. Vote for the proposal to approve the Company's 2000 Stock Incentive
Plan.
[ ] VOTE FOR [ ] VOTE AGAINST [ ] ABSTAIN
4. Vote for the proposal to ratify the selection of Arthur Andersen LLP as
the Company's independent public accountants for the year ending on
December 31, 2000.
[ ] VOTE FOR [ ] VOTE AGAINST [ ] ABSTAIN
5. Upon such other matters as may properly come before such Annual Meeting
or any adjournments or postponements thereof. In their discretion, the
proxies are authorized to vote in their discretion upon such other
business as may properly come before the Annual Meeting and any
adjournments or postponements thereof.
The undersigned hereby acknowledges receipt of (1) the Notice of
Annual Meeting and Proxy Statement for the 2000 Annual Meeting, and (2) the
Company's 1999 Annual Report to Shareholders.
____________________________________________ Dated: __________________, 2000
(Signature)
____________________________________________ Dated: __________________, 2000
(Signature, if held jointly)
IMPORTANT: Please sign exactly as your name appears hereon and mail it promptly
even though you now plan to attend the meeting. When signing as attorney,
executor, administrator, trustee or guardian, please give full title as such. If
shares are registered in more than one name, the signatures of all such holders
are required. A corporation should sign in its full corporate name by a duly
authorized officer, stating such officer's title and official capacity, giving
the full title as such. A partnership should sign in the partnership name by an
authorized person, stating such person's title and relationship to the
partnership.
PLEASE MARK, SIGN, DATE AND MAIL THIS PROXY PROMPTLY USING THE ENVELOPE
PROVIDED. NO POSTAGE NECESSARY IF MAILED IN THE UNITED STATES.
