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Filed Pursuant to Rule 424(b)(3) and (c)
File Number 333-34126
PROSPECTUS SUPPLEMENT NO. 1 DATED October 2, 2000
to Prospectus Dated June 6, 2000
Socrates Technologies Corporation
1,000,000 SHARES
COMMON STOCK
This prospectus supplement dated October 2, 2000, supplements the
prospectus dated June 6, 2000 of Socrates Technologies Corporation relating to
the public offering of up to 1,000,000 shares of our common stock. The June 6
transaction and this transaction are not underwritten. The shares are offered by
a selling shareholder, Farshad Sajedi, a director of the Company and the chief
executive officer and president of Networkland Inc., a wholly-owned subsidiary
of the Company. Mr. Sajedi will transfer a minimum of 100,000 shares to two
investors in order to satisfy the obligation of the Company to deliver shares to
them in connection with the Company's June 2000 private placement. Mr. Sajedi
will be repaid in either cash or shares of common stock within 90 days. Mr.
Sajedi may also sell from time to time all or part of his remaining shares of
common stock in the open market or in private sales. This prospectus supplement
should be read in conjunction with the prospectus, and this prospectus
supplement is qualified by reference to the prospectus, except to the extent
that the information provided by this prospectus supplement supersedes the
information contained in the prospectus.
SELLING STOCKHOLDER
The following table summarizes the shares being offered by Farshad
Sajedi under this Prospectus Supplement Number 1 and amends the table appearing
on page 5 of the Prospectus:
SELLING STOCKHOLDER SHARES BEING OFFERED SHARES OWNED AFTER SALE
Farshad Sajedi 1,000,000 1,000,000 (1)
1911 North Fort
Myer Drive
Rosslyn, Virginia 22209
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(1) Assumes the sale or transfer of all 1,000,000 shares.
