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Filed
Pursuant to Rule 424(b)(3)
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(To
Prospectus dated July 3, 2007)
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Registration
No. 333-132909
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General
Moly, Inc.
39,814,140
Shares of Common Stock
This
prospectus supplement supplements and amends the information contained in the
prospectus dated July 3, 2007 (the “prospectus”) covering the resale of up to
39,814,140 shares of our common stock from time to time by certain of our
shareholders, or persons who may become our shareholders upon the exercise
of
outstanding warrants. This prospectus supplement is not complete without, and
may not be delivered or utilized except in connection with, the prospectus
and
any amendments or supplements thereto. This prospectus supplement is qualified
by reference to the prospectus and any amendments thereto, except to the extent
that the information in this prospectus supplement modifies or supersedes the
information contained in the prospectus or any amendments
thereto.
Investing
in our common stock involves risks. You should carefully consider the “Risk
Factors” included in the prospectus and our periodic reports, as amended from
time to time, on file with the Securities and Exchange Commission.
Neither
the Securities and Exchange Commission nor any state securities commission
has
approved or disapproved of these securities or determined if this prospectus
supplement or the prospectus is accurate or complete. Any representation to
the
contrary is a criminal offense.
The
date
of this prospectus supplement is May 7, 2008.
SELLING
SHAREHOLDERS
The
information in the table appearing under the caption “Selling Shareholders” in
the prospectus is modified and supplemented by adding the information below
with
respect to the selling shareholders identified below. The information below
is
based on information provided by or on behalf of the selling shareholders and
received by us on or before April 30, 2008.
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Selling
Shareholder
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Shares
Owned
Before the Offering(1) |
Shares
to be
Sold in the Offering |
Shares
Owned
After the Offering (1)(2) |
Percent
Owned
after the Offering (1)(2) |
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CCM
Master Qualified Fund, Ltd. (3)
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11,204,865
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7,923,620
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3,281,245
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4.4%
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CCM
Special Holdings Fund, L.P. (3)
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4,705,620
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3,326,380
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1,379,240
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1.8%
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| (1) |
The
number and percentage of shares (a) includes shares of common stock
that
may be issued to each selling shareholder upon the exercise of warrants
to
purchase our common stock that are currently exercisable or exercisable
within 60 days of April 30, 2008 (“currently exercisable warrants”) and
(b) excludes shares issuable upon exercise of warrants that are not
exercisable within 60 days of April 30, 2008 (the “Excluded Warrants”)
granted to CCM Master Qualified Fund, Ltd. and Coghill Capital Management
L.L.C., an affiliate of CCM Master Qualified Fund, Ltd., each for
the
purchase of 500,000 shares of common stock at an exercise price of
$10.00
per share. Pursuant to their terms, the Excluded Warrants become
exercisable on the completion of one or more financing transactions
that
result in net proceeds sufficient to commence commercial production
at the
Mt. Hope Project.
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(2)
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The
number and percentage of shares (a) assumes the sale of all shares
of
common stock registered pursuant to this prospectus, although the
selling
shareholders are under no obligations known to us to sell any shares
of
common stock, and (b) does not assume the conversion of any of our
outstanding options or warrants, other than the currently exercisable
warrants held by each of the selling shareholders identified above.
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(3)
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The
natural person who exercises voting and disposition power with respect
to
these securities is Clint D. Coghill, the President of Coghill Capital
Management, L.L.C. Coghill Capital Management, L.L.C. exercises sole
discretion over the subject securities in its capacity as investment
manager to CCM Master Qualified Fund, Ltd., and general partner to
CCM
Special Holdings Fund, L.P., for whose accounts the subject securities
are
held.
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