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PROSPECTUS SUPPLEMENT RULE 424(B)(3)
(TO PROSPECTUS, DATED DECEMBER 16, 1997) REGISTRATION NO. 333-40693
FAMILY GOLF CENTERS, INC.
1,169,637 Shares of Common Stock
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This Prospectus Supplement relates to the offering or offerings, if
any, that may be made from time to time of up to 1,169,637 Shares (the
"Shares") of common stock, par value $.01 per share (the "Common Stock"), of
Family Golf Centers, Inc., a Delaware corporation (the "Company"), by, or for
the accounts of, the holders thereof (the "Selling Security Holders"). This
Prospectus Supplement reflects a change in information as to the names of
or amounts owned by certain Selling Security Holders from that set forth in the
Prospectus. See "Selling Security Holders" and "Plan of Distribution."
The following table sets forth certain information, as provided by the
Selling Security Holders named below, with respect to the Shares held by such
Selling Security Holders. This information was accurate as of the date such
information was provided to the Company. The amounts may have increased or
decreased since the date such information was provided. Any or all of the
Shares listed below may be offered for sale by the Selling Security Holders
from time to time and therefore no estimate can be given as to the number of
Shares that will be held by the Selling Security Holders upon termination of
this offering (except that in each case, such number will represent less than
1% of the Common Stock outstanding, unless otherwise indicated). The "Number of
Shares of Common Stock Owned Before the Offering" listed below includes the
"Number of Shares Issuable upon Exercise of Warrants or Options" for each
Selling Security Holder. The Selling Security Holders listed in the table have
sole voting and investment powers with respect to the Shares indicated.
<TABLE>
<CAPTION>
NUMBER OF
NUMBER OF SHARES SHARES ISSUABLE NUMBER
OF COMMON STOCK UPON EXERCISE OF OF
OWNED BEFORE WARRANTS OR SHARES
NAME OF SELLING SECURITY HOLDER THE OFFERING OPTIONS OFFERED
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<S> <C> <C> <C>
Arthur J. Calace, Jr. * 167,334 16,804 ** 167,334
Miller Place - Mt. Sinai Historical Society, Inc. 3,500 0 3,500
<FN>
* Mr. Calace was a stockholder of a company, the assets of which have been
acquired by the Company. Shares listed for Mr. Calace do not include Shares
beneficially held by Mr. Calace's wife, Linda Calace. As of December 16, 1997,
Mr. Calace's beneficial ownership of Common Stock is 1.3% of the Common Stock
outstanding.
** 16,804 Shares are issuable upon exercise of certain warrants issued in
connection with the Company's acquisition of Leisure Complexes, Inc. in July
1997 at $27.50 per share.
</TABLE>
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION,
NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES
COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS.
ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
The date of this Prospectus is February 20, 1998.
