0000912057-01-536652.txt : 20011030 0000912057-01-536652.hdr.sgml : 20011030 ACCESSION NUMBER: 0000912057-01-536652 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20011025 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TETRA TECH INC CENTRAL INDEX KEY: 0000831641 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING SERVICES [8711] IRS NUMBER: 954148514 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 333-70352 FILM NUMBER: 1766610 BUSINESS ADDRESS: STREET 1: 670 N ROSEMEAD BOULEVARD CITY: PASEDENA STATE: CA ZIP: 91107-2190 BUSINESS PHONE: 6263514664 MAIL ADDRESS: STREET 1: 670 N ROSEMEAD BLVD CITY: PASADENA STATE: CA ZIP: 91107 424B3 1 a2061883z424b3.htm FORM 424B3 Prepared by MERRILL CORPORATION
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Prospectus Supplement No. 1
(To Prospectus Dated October 9, 2001)		   Filed Pursuant to Rule 424(b)(3)
Registration No. 333-70352


TETRA TECH, INC.

Prospectus Supplement
Dated October 25, 2001

    This prospectus supplement should be read in conjunction with, and may not be delivered or utilized without, the prospectus dated October 9, 2001, including any amendment or supplements thereto.

    This prospectus relates to the resale by the selling stockholders of their shares of our Common Stock.

    INVESTING IN OUR COMMON STOCK INVOLVES A HIGH DEGREE OF RISK. SEE "RISK FACTORS" BEGINNING ON PAGE 2 OF THE PROSPECTUS.

The Securities and Exchange Commission and state securities regulators have not approved or disapproved these securities, or determined if this prospectus supplement is truthful or complete. Any representation to the contrary is a criminal offense.

    The information in the table appearing under the heading "Selling Stockholders" on page 8 in the prospectus is hereby amended by adding the information below with respect to selling stockholders not previously listed in the prospectus or in any amendments or supplements thereof, and by deleting Shepherd Miller, Inc. ("SMI") as a selling stockholder. SMI has sold 20,624 shares and distributed its remaining 21,780 shares to its shareholders as specified below.

Names
   Shares
Beneficially
Owned Prior
to Offering
   %
   Number of
Shares
Offered
Thomas A. Shepherd   14,324   *   14,324

Edward F. Redente
 
3,773
 
*
 
3,773

John D. Nelson
 
1,911
 
*
 
1,911

Sherman J. Worthington
 
528
 
*
 
528

H. Robert Meyer
 
335
 
*
 
335

Richard J. Frechette
 
123
 
*
 
123

Daniel D. Overton
 
220
 
*
 
220

Janet A. Johnson
 
566
 
*
 
566
*
Represents less than 1% of the outstanding shares of Common Stock.

    Each of the selling stockholders named above is an employee of MFG Inc., one of our subsidiaries. No selling stockholder named above has had any material relationship with us, or any of our predecessors or affiliates, other than as an employee. Because such selling stockholders may sell all or part of their shares of Common Stock offered hereby, no estimate can be given as to the number of shares of Common Stock that will be held by any such selling stockholder upon termination of any offering made hereby.



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TETRA TECH, INC. Prospectus Supplement Dated October 25, 2001