<PAGE> 1
Filed Pursuant to Rule 424(b)(3)
Form S-3; Commission File No. 333-51483
SECOND PROSPECTUS SUPPLEMENT TO
FRESH AMERICA CORP. PROSPECTUS
DATED APRIL 30, 1998
Referring to the Fresh America Corp. Prospectus dated April 30, 1998, the table
in the section entitled "Selling Shareholders" on page 7 is hereby replaced with
the following table effective as of June 18, 1998:
<TABLE>
<CAPTION>
Beneficial Ownership Beneficial Ownership
As of June 18, 1998 After Offering
---------------------------------------- -------------------------
Number of Percent of Shares to Number of Percent of
Name of Beneficial Owner Shares Class (1) be Sold (2) Shares Class
- ------------------------ ------------ ------------ ------------ ----------- ------------
<S> <C> <C> <C> <C> <C>
Jack Cancellieri 185,534 3.9% 185,534 0 0%
Arnold Fogle 1,178 * 1,178 0 0%
Bill Kertes 14,375 * 14,375 0 0%
Peter Miller 9,375 * 9,375 0 0%
Agustino Sarraino 1,178 * 1,178 0 0%
Fernando Vargas 74,903 1.6% 74,903 0 0%
Arnold Fogle Holdings Limited(3) 56,548 1.2% 56,548 0 0%
First Lawrence Capital Corp. 23,592 * 23,592 0 0%
Salsar Holdings Limited 392 * 392 0 0%
Sarraino Holdings Limited(4) 56,548 1.2% 56,548 0 0%
William P. Boone 38,805 * 38,805 0 0%
Mike Hale 12,335 * 12,335 0 0%
Greg Rowe 12,335 * 12,335 0 0%
James Boone 4,625 * 4,625 0 0%
Carol Boone 4,625 * 4,625 0 0%
</TABLE>
- ---------------
* Less than one percent
(1) Computed based on the shares of Common Stock outstanding as of April 3,
1998, plus the total number of shares of Common Stock that certain
Selling Shareholders have the right to acquire within 60 days of the
date of this Prospectus. Such shares of Common Stock issuable within
such 60 days, however, are not deemed outstanding for purposes of
computing the percentage of ownership of any other person.
(2) Assumes all the shares of Common Stock that may be offered are sold.
(3) Arnold Fogle, a Selling Shareholder, owns all of the outstanding
capital stock of Arnold Fogle Holdings Limited.
(4) Agustino Sarraino, a Selling Shareholder, owns all of the outstanding
capital stock of Sarraino Holdings Limited.
THE DATE OF THIS PROSPECTUS SUPPLEMENT IS JUNE 18, 1998.
