424B3 1 prossupp4.htm PROSPECTUS

Filed Pursuant to Rule 424(b)(3)
Registration No. 333-114004

PROSPECTUS SUPPLEMENT
(TO PROSPECTUS DATED MARCH 3, 2005)

$150,000,000

PSS World Medical, Inc.

2.25% Convertible Senior Notes
due March 15, 2024
and
8,774,235 Shares of Common Stock Issuable
Upon Conversion of the Notes

_________________

        This prospectus supplement relates to the resale by the selling Securityholder of its notes and the common stock issuable upon conversion of its notes.

        This prospectus supplement updates the prospectus effective March 3, 2005, which prospectus is included in Post-Effective Amendment No. 2 to our registration statement on Form S-3 filed with the Securities and Exchange Commission on February 17, 2005. You should read this prospectus supplement in conjunction with the prospectus, and this prospectus supplement is qualified by reference to the prospectus, except to the extent that the information in this prospectus supplement supersedes the information contained in the prospectus.

        The following represents updated information regarding the selling securityholders listed in the selling securityholder table in the prospectus:

Name of Selling Securityholder Principal Amount
of
Notes
Beneficially
Owned that may be
Sold		 Number of Shares of
Common Stock
Owned Prior to this
Offering (1)		 Conversion
Shares of
Common
Stock
that may be
Sold (2)		 Notes
Owned
After
Completion
of this
Offering (3)		 Shares of
Common Stock
Owned After
Completion
of this
Offering(3)

                        
Argent LowLev Convertible Arbitrage  
Fund(4)   $ 6,340,000    370,858    370,858    0    0  
Chrysler Corporation Master Retirement  
Trust(5)   $ 9,950,000    582,024    582,024    0    0  
Delta Air Lines Master Trust - CV(5)   $ 1,660,000    97,102    97,102    0    0  
Delta Pilots Disability & Survivorship  
Trust - CV(5)   $ 980,000    57,325    57,325    0    0  
F.M. Kirby Foundation, Inc.(5)   $ 1,445,000    84,525    84,525    0    0  
International Truck & Engine  
Corporation Non-Contributory  
Retirement Plan Trust(5)   $ 1,160,000    67,854    67,854    0    0  
International Truck & Engine  
Corporation Retirement Plan for  
Salaried Employees Trust(5)   $ 1,120,000    65,514    65,514    0    0  
International Truck & Engine  
Corporation Retiree Health Benefit Trust(5)   $ 455,000    26,615    26,615    0    0  
Microsoft Corporation(5)   $ 955,000    55,863    55,863    0    0  
Motion Picture Industry Health Plan -  
Retiree Member Fund(5)   $ 140,000    8,189    8,189    0    0  
OCM Convertible Trust(5)   $ 2,690,000    157,351    157,351    0    0  
Partner Reinsurance Company Ltd.(5)   $ 1,565,000    91,545    91,545    0    0  
Qwest Occupational Health Trust(5)   $ 300,000    17,548    17,548    0    0  
S.A.C. Capital Associates LLC   $ 0    0    0    0    0  
State Employees' Retirement Fund of  
the State of Delaware(5)   $ 2,405,000    140,680    140,680    0    0  
The St. Paul Travelers Companies, Inc. -  
Personal Lines(5)   $ 820,000    47,966    47,966    0    0  
UnumProvident Corporation(5)   $ 830,000    48,551    48,551    0    0  


    (1)        Includes common stock into which the notes are convertible.

    (2)        Assumes conversion of the notes into shares of common stock at a conversion rate of 58.4949 shares of common stock per each $1,000 principal amount of notes. The conversion rate and the number of shares of common stock issuable upon conversion of the notes is subject to adjustment under certain circumstances. See “Description of Notes – Conversion Rights.” Accordingly, the number of shares of common stock issuable upon conversion of the notes may increase or decrease from time to time.

    (3)        We do not know when or in what amounts a selling securityholder may offer the notes or shares of common stock for sale. The selling securityholders might not sell any or all of the notes or shares of common stock offered by this prospectus. Because the selling securityholders may offer all or some of the notes or shares of common stock pursuant to this prospectus, and because there are currently no agreements, arrangements or understandings with respect to the sale of any of the notes or shares of common stock, we cannot estimate the number of the notes or shares of common stock that will be held by the selling securityholders after completion of this offering. However, for purposes of this table, we have assumed that, after completion of the offering pursuant to this prospectus, none of the notes or shares of common stock covered by this prospectus will be held by the selling securityholders.

    (4)        Argent Management Company, LLC, as either partner of or investment advisor to the selling securityholder, has voting and investment power over these securities. Nathaniel Brown and Robert Richardson exercise voting and investment control over these securities on Argent Management Company, LLC’s behalf.

    (5)        Oaktree Capital Management, LLC acts as investment manager for the selling securityholder. Lawrence Keele exercises voting and investment control over these securities on its behalf.

_________________

        Investing in our notes or our common stock involves risks. Please review the “Risk Factors” beginning on page 7 of the prospectus for a discussion of certain risks that you should consider in connection with an investment in the notes and common stock issuable upon conversion of the notes.

_________________

        Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy of this prospectus or this prospectus supplement. Any representation to the contrary is a criminal offense.

The date of this prospectus supplement is June 2, 2005.