Sports Club Co Inc – ‘424B3’ on 6/8/99

On:  Tuesday, 6/8/99   ·   Accession #:  950148-99-1367   ·   File #:  333-76429

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Prospectus   —   Rule 424(b)(3)
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 424B3       Prospectus                                             1      6K 

424B3
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                                             As filed pursuant to Rule 424(b)(3)
                                          under the Securities Act of 1933
                                    Registration No. 333-76429

PROSPECTUS SUPPLEMENT 

OFFER TO EXCHANGE 
11 3/8% SERIES B SECURED NOTES DUE 2006 
FOR ANY AND ALL 
OUTSTANDING 11 3/8% SENIOR SECURED NOTES DUE 2006 
OF THE SPORTS CLUB COMPANY, INC.
($100,000,000 AGGREGATE PRINCIPAL AMOUNT OUTSTANDING) 

    This Prospectus Supplement supplements the Prospectus dated April 29, 1999
relating to the offer (the "Exchange Offer") by The Sports Club Company, Inc.   
to exchange its 11 3/8% Series B Secured Notes due 2006 for any and all         
outstanding 11 3/8% Senior Secured Notes due 2006.                              

   Our Board of Directors has appointed John M. Gibbons, currently President
of the Company, to be Chief Executive Officer, effective at our 1999 annual     
meeting of stockholders scheduled to be held on July 21, 1999. He will succeed  
founder and current Chief Executive Officer D. Michael Talla. Mr. Talla is our  
largest individual stockholder and will continue to be involved with us on a    
full-time basis as Chairman of the Board of Directors.                          

We have extended the expiration date of the Exchange Offer to June 11,
1999.                                                                           

Additional copies of the Prospectus may be obtained by calling our    
Investor Relations Department at (310) 479-5200, or by calling the Trustee for  
the Notes, U.S. Bank Trust National Association, at (800) 934-6802.             

NEITHER THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES
COMMISSION HAS APPROVED THE NOTES OR DETERMINED THAT THE PROSPECTUS, AS         
SUPPLEMENTED BY THIS PROSPECTUS SUPPLEMENT, IS ACCURATE OR COMPLETE. ANY        
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.                           

The date of this Prospectus Supplement is June 7, 1999

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘424B3’ Filing		Date		Other Filings
		7/21/99		DEF 14A,  PRE 14A
		6/11/99
		6/10/99		POS AM
Filed on:		6/8/99
		6/7/99		8-K
		4/29/99		424B1
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