<PAGE>
SUPPLEMENT TO PROSPECTUS DATED AUGUST 18, 1997
SIGMA ALPHA GROUP, LTD.
On September 3, 1997 all 664,110 shares of outstanding Series B Preferred
Stock of Sigma Alpha Group, Ltd. (the "Company") were converted into an aggre-
gate 1,328,220 shares of the Company's Common Stock without the payment of
additional consideration by preferred holders. After giving effect to such
conversion, the Company had outstanding, prior to the sale of any shares in the
Offering described in the Company's Prospectus dated August 18, 1997 (the
"Prospectus"), an aggregate of 20,234,924 shares of Common Stock. The Company
does not, as of the date of this Supplement have any shares of preferred stock
outstanding. Accordingly, all references in the Prospectus with respect to the
shares of the Company's outstanding Common Stock should be appropriately
revised from 18,906,704 to 20,234,924 shares. After giving effect to the
foregoing conversion, existing shareholders of the Company, upon the sale of
all 5,000,000 shares in the Offering, (i) will own 80% of the outstanding
Common Stock of the Company as opposed to 79% prior to the conversion;
(ii) will have paid $35,668,082, or 72% of total consideration of the Company's
Common Stock as opposed to $22,347,534, or 69% prior to the conversion; and
(iii) will have paid an average price of $1.27 per share of the Company's
Common Stock as opposed to $1.18 per share prior to the conversion.
On August 28, 1997 the Company entered into a joint non-disclosure and
lock-up agreement with General Atronics Corp. ("GAC"), a company engaged in the
telecommunications industry, pursuant to which the Company and GAC agreed to
exchange certain information regarding each other with respect to a possible
acquisition by the Company of GAC. Until October 27, 1997 GAC agreed that it
will conduct its business only in the ordinary course and not engage in any
extraordinary transactions without the Company's prior consent, not dispose of
any assets of GAC except in the ordinary course of business, not issue any
shares of stock, options, warrants, rights or other form of convertible
securities, not pay any dividends, redeem any of its securities or otherwise
cause assets of GAC to be distributed to any of its shareholders (subject to
certain agreed exemptions). There can be no assurance that any transaction
between the Company and GAC will occur as the parties have not reached any
understanding with respect to the terms of any transaction and such negotia-
tions are in their earliest possible stages. As of the date of this Supplement
the Company does not deem any transaction with GAC to be probable.
On August 22, 1997 the Company amended the terms of its Letter of Intent
with the Batista Group (described on page 17 of the Prospectus) pursuant to
which the Batista Group and the Company plan to form a joint venture for the
purpose of marketing, selling and distributing the Company's Voice Pager and
other telecommunication products in Central and South America pursuant to the
terms of the joint venture agreement (the "Batista Agreement") being negotiated
between the parties. The Batista Agreement will provide that the Batista Group
will own a 51% interest in the venture and the Company will own the remaining
49%. The capital requirements of the venture will be funded by each party
based upon their ownership interest in the venture. The transaction is subject
to satisfactory completion by the Batista Group of its due diligence review of
the Company and the negotiations of the final terms of the Batista Agreement.
The Batista Agreement is expected to be consummated in the first quarter of
1
<PAGE>
1998, subject to satisfactory demonstration by the Company of a Voice Pager
system which meets certain performance and economic feasibility criteria. Upon
such demonstration, the Company and the Batista Group may discuss a potential
investment in the Company by the Batista Group on terms to be negotiated.
There can be no assurance that the Company will consummate the Batista agree-
ment or receive any funds from the Batista Group from the sale of any of the
Company's securities.
THE DATE OF THIS SUPPLEMENT IS SEPTEMBER 5, 1997
2
