Encompass Holdings, Inc. - Prospectus Supplement
Filed
Pursuant to Rule 424(b)(3)
Registration
No. 333-120200
ENCOMPASS
HOLDINGS, INC.
PROSPECTUS
SUPPLEMENT DATED OCTOBER 6, 2006
On
August
10, 2006, we filed with the Securities and Exchange Commission a Prospectus
relating to the sale of 10,000,000 shares of common stock, par
value
$.001 per share (the “Common Stock”), which is being offered for cash directly
for our account. We had intended to sell up to 10,000,000 shares of our Common
Stock on a “best efforts, all or none” basis during the 90-day period following
the date of the Prospectus at a fixed price between $0.15 and $0.50 per
share.
The
purpose of this amendment is to change the fixed selling price of the 10,000,000
shares offered to between $0.02 and $0.10 per share. The information provided
herein supplements the information in our prospectus dated August 10, 2006,
relating to the sale of 10,000,000 shares of Common Stock.
THE
DISCLOSURES RELATING TO THE TRANSACTION ARE UPDATED AS FOLLOWS:
On
October 4, 2006, the Company decided to reduce the price of the 10,000,000
shares of common stock, par value $.001 per share (the “Common Stock”), which it
is offering for cash directly for its account. We intend to sell up to
10,000,000 shares of our Common Stock on a “best efforts, all or none” basis
during the 90-day period following the date of the original Prospectus (August
10, 2006) at a fixed price between $0.02 and $0.10 per share
You
should read this supplement in conjunction with the prospectus dated August
10,
2006, which is required to be delivered with this supplement. This supplement
is
qualified by reference to the prospectus, except to the extent the information
in this supplement updates or supersedes the information contained in the
prospectus.
The
date
of this Prospectus Supplement is October 6, 2006.