-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LWv81cL8/wmLVSeHnAs//akCB3uf4VVqUn1Sfug6QCxQbs+kEQ0eXOtKSSnmJTz9 gQHsLQIXF/BLGGNJYv20nA== 0001116502-09-001518.txt : 20091005 0001116502-09-001518.hdr.sgml : 20091005 20091005155759 ACCESSION NUMBER: 0001116502-09-001518 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20091005 DATE AS OF CHANGE: 20091005 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INUVO, INC. CENTRAL INDEX KEY: 0000829323 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 870450450 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 333-143299 FILM NUMBER: 091105616 BUSINESS ADDRESS: STREET 1: 15550 LIGHTWAVE DRIVE STREET 2: THIRD FLOOR CITY: CLEARWATER STATE: FL ZIP: 33761 BUSINESS PHONE: 727-324-0046 MAIL ADDRESS: STREET 1: 15550 LIGHTWAVE DRIVE STREET 2: THIRD FLOOR CITY: CLEARWATER STATE: FL ZIP: 33761 FORMER COMPANY: FORMER CONFORMED NAME: KOWABUNGA! INC. DATE OF NAME CHANGE: 20081106 FORMER COMPANY: FORMER CONFORMED NAME: THINK PARTNERSHIP INC DATE OF NAME CHANGE: 20060315 FORMER COMPANY: FORMER CONFORMED NAME: CGI HOLDING CORP DATE OF NAME CHANGE: 19980501 424B3 1 inuvo_424b3.htm PROSPECTUS SUPPLEMENT NO. 2 INUVO, INC.

Filed Pursuant to Rule 424(b)(3)

Registration No. 333-143299


This prospectus supplement is being filed solely to correct a typographical error

which appeared in prospectus supplement no. 1 filed

with the Securities and Exchange Commission on September 25, 2009


PROSPECTUS SUPPLEMENT NO. 2,

DATED SEPTEMBER 21, 2009

(To Prospectus dated December 28, 2007)


INUVO, INC.

15550 Lightwave Drive

Third Floor

Clearwater, FL 33760

10,498,795 Shares of Common Stock


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This prospectus supplement supplements the prospectus of Inuvo, Inc., formerly known as Think Partnership Inc., dated December 28, 2007 (the "Prospectus"), and should be read in conjunction with the Prospectus. This prospectus supplement describes a temporary reduction of the exercise price of the warrants as described hereafter. This prospectus supplement must be delivered with the Prospectus.


TEMPORARY REDUCTION OF EXERCISE PRICE

ON WARRANTS ISSUED IN UPON CONVERSION

OF SERIES A CONVERTIBLE PREFERRED STOCK


In connection with the conversion of Series A convertible preferred stock in December 2006 we issued the converting preferred stockholders common stock purchase warrants to purchase 2,000,005 shares of common stock initially exercisable at $3.05 per share and expiring on December 12, 2011 which such exercise price has subsequently been reset to $2.55 per share pursuant to the warrant terms (the “$2.55 warrants”) and common stock purchase warrants to purchase 1,000,002 shares of our common stock initially exercisable at $4.00 per share and expiring on December 12, 2011 which such exercise price has subsequently been reset to $3.50 per share pursuant to the warrant terms (the “$3.50 warrants”). The shares of our common shares underlying the $2.55 warrants and the $3.50 warrants are included in the registration statement of which the Prospectus is a part.

Commencing at 8:00 AM EST on September 21, 2009 through and until 5:00 PM EST on September 29, 2009 (the "Reduction Offer Window"), the exercise price of the both the $2.55 warrants and the $3.50 warrants will be temporarily reduced from their current exercise prices to an exercise price of $0.27 per share. We may extend the Reduction Offer Window in our sole discretion. The warrants exercised during the Reduction Offer Window may only be exercised for cash and not on a cashless basis. At the conclusion of the Reduction Offer Window, the exercise price of the $2.55 warrants will return to $2.55 per share during the remaining term of the warrant and the exercise price of the $3.50 warrants will return to $3.50 per share during the remaining term of the warrant, each pursuant to the anti-dilution provisions of the warrants.


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The date of this Prospectus Supplement is September 21, 2009.



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