Prospectus Supplement filed under Rule 424(b)(3) Registration No. 333-82368 Prospectus Supplement Dated July 8, 2002 The Prospectus dated May 15, 2002 relating to the offer for resale of up to $701,960,000 aggregate principal amount of The Interpublic Group of Companies, Inc.'s Zero-Coupon Convertible Senior Notes Due 2021, and such shares of common stock as may be issued upon conversion of the notes, is hereby supplemented to include the following information in the "Selling Securityholders" table in the Prospectus Supplement dated May 16, 2002: Aggregate Principal Amount at Maturity of Selling Securityholders Notes That May be Sold - ------------------------------------------------------- ---------------------- Credit Suisse First Boston Corporation(1).............. $5,000,000 Onyx Fund Holdings, LDC................................ $30,500,000 Salomon Smith Barney Inc.(1)........................... $2,055,000 Starvest Managed Portfolio............................. $35,000 Total of Above(2)....................... $37,590,000 The "Selling Securityholders" table in the Prospectus, as supplemented, is amended so that the aggregate principal amount at maturity of notes held by Lyxor Master Fund Ref: Argent/LowLev CB is increased from $1,000,000 to $1,500,000 and the aggregate principal amount at maturity of notes held by S.A.C. Capital Associates, LLC is increased from $22,250,000 to $22,750,000 (1) This selling securityholder is a broker-dealer. (2) Although the additional holdings of the Selling Securityholders listed in this prospectus supplement will cause the aggregate principal amount at maturity of notes whose ownership is listed in the Prospectus dated May 15, 2002 and in related prospectus supplements filed thereafter to exceed $701,960,000 (the aggregate principal amount at maturity of notes outstanding), the aggregate principal amount at maturity of notes outstanding has not been and will not be increased. We believe that the excess described above was caused by the fact that certain Selling Securityholders may have transferred the unregistered notes without notifying us.