Filed under Rule 424(b)(3)
File number 33-79554
PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED AUGUST 23, 1995
The Great Train Store Company
On July 15, 1996, the Company engaged the Representative to use its best efforts
to solicit the exercise of the Warrants. As consideration for such services, the
Company has agreed to pay the Representative an increasing percentage of the
gross proceeds received by the Company from the exercise of those Warrants
solicited by the Representative. The applicable commission rate on all warrants
solicited by the Representative is dependant upon the total number of Warrants
which are successfully solicited for exercise by the Representative in
accordance with the following:
Number of Warrants Exercised Applicable Commission Rate
---------------------------- --------------------------
350,000 or less 2%
350,001-500,000 5%
500,001-750,000 8%
750,001 or more 10%
The Company has also agreed to indemnify the Representative against certain
liabilities, including liabilities under the Securities Act. In connection with
such engagement, the Representative has waived its rights to receive
compensation based on the exercise of the Warrants pursuant to the Underwriting
Agreement dated August 4, 1994 between the Representative and the Company.
