Filed Pursuant to Rule 424(b)(3)
File Number 333-131108
PROSPECTUS SUPPLEMENT NO. 2
Prospectus Supplement No. 2 dated August 15, 2006
to Prospectus declared
effective on June 9, 2006
as supplemented by
Prospectus Supplement No. 1
dated June 13, 2006
(Registration No. 333-131108)
ANSWERS CORPORATION
This Prospectus Supplement No. 2 supplements our Prospectus dated June 9,
2006, as supplemented by Prospectus Supplement No. 1 dated June 13, 2006. The
shares that are the subject of the Prospectus have been registered to permit
their resale to the public by the selling stockholders named in the Prospectus.
We are not selling any shares of common stock in this offering and therefore
will not receive any proceeds from this offering. You should read this
Prospectus Supplement No. 2 together with the Prospectus and Prospectus
Supplement No. 1.
The table set forth in the section of the Prospectus entitled "Selling
Stockholders" is hereby updated to reflect the transfer of 20,924 shares of
common stock issuable upon exercise of warrants from Omicron Master Trust to
Rockmore Investment Master Fund Ltd.
In place of:
After the Offering
-------------------- --------------------- ------------------ --------- ----------------
Selling Stockholder Beneficial Ownership Shares That May be Number of Percent of Class
Prior to the Offering Offered and Sold Shares
Hereby
-------------------- --------------------- ------------------ --------- ----------------
Omicron Master Trust 66,055 66,055 -- --
-------------------- --------------------- ------------------ --------- ----------------
The following shall appear within the Selling Stockholders table:
After the Offering
-------------------- --------------------- ------------------ --------- ----------------
Selling Stockholder Beneficial Ownership Shares That May be Number of Percent of Class
Prior to the Offering Offered and Sold Shares
Hereby
-------------------- --------------------- ------------------ --------- ----------------
Omicron Master Trust 45,131 45,131 (18) -- --
-------------------- --------------------- ------------------ --------- ----------------
Rockmore Investment 20,924 20,924 (18(a)) -- --
Master Fund Ltd.
-------------------- --------------------- ------------------ --------- ----------------
18(a) Consists of shares of common stock issuable upon exercise of Reload
Warrants.
Our common stock is listed on the NASDAQ National Market under the symbol
"ANSW."
Neither the Securities and Exchange Commission nor any state securities
commission has approved or disapproved of these securities or passed upon the
accuracy or adequacy of this Prospectus Supplement. Any representation to the
contrary is a criminal offense.
The date of this Prospectus Supplement is August 15, 2006.