EXHIBIT 99.6
MRS. FIELDS' ORIGINAL COOKIES, INC.
Offer for all Outstanding
10 1/8% Series A Senior Notes due 2004
and
10 1/8% Series C Senior Notes due 2004
in Exchange for
10 1/8% Series B Senior Notes due 2004,
which Have Been Registered Under
the Securities Act of 1933,
As Amended
To Our Clients:
Enclosed for your consideration is a prospectus dated May 16, 2000 (the
"Prospectus"), and the related letter of transmittal (the "Letter of
Transmittal"), relating to the offer (the "Exchange Offer") of Mrs. Fields'
Original Cookies, Inc. (the "Issuer") to exchange their 10 1/8% Series B
Senior Notes due 2004, which have been registered under the Securities Act of
1933, as amended, for their outstanding 10 1/8% Series A Senior Notes due 2004
(the "Series A Senior Notes") and their outstanding 10 1/8% Series C
Senior Notes (the "Series C Senior Notes" and, together with the Series A
Senior Notes, the "Old Notes"), upon the terms and subject to the conditions
described in the Prospectus and the Letter of Transmittal. The Exchange Offer
is being made in order to satisfy certain obligations of the Issuer contained
in the registration rights agreement in respect of the Series C Senior Notes,
dated August 24, 1998, by and among the Issuer and the initial purchasers
referred to therein.
This material is being forwarded to you as the beneficial owner of the Old
Notes held by us for your account but not registered in your name. A tender of
such Old Notes may only be made by us as the holder of record and pursuant to
your instructions.
Accordingly, we request instructions as to whether you wish us to tender on
your behalf the Old Notes held by us for your account, pursuant to the terms
and conditions set forth in the enclosed Prospectus and Letter of Transmittal.
Your instructions should be forwarded to us as promptly as possible in order
to permit us to tender the Old Notes on your behalf in accordance with the
provisions of the Exchange Offer. The Exchange Offer will expire at midnight,
New York City time, on June 20, 2000, unless extended by the Issuer. Any Old
Notes tendered pursuant to the Exchange Offer may be withdrawn at any time
before the Expiration Date.
Your attention is directed to the following:
1. The Exchange Offer is for any and all Old Notes.
2. The Exchange Offer is subject to certain conditions set forth in the
Prospectus in the section captioned "The Exchange Offer--Conditions to the
Exchange Offer."
3. Any transfer taxes incident to the transfer of Old Notes from the holder
to the Issuer will be paid by the Issuer.
4. The Exchange Offer expires at midnight, New York City time, on June 20,
2000, unless extended by the Issuer.
If you wish to have us tender your Old Notes, please so instruct us by
completing, executing and returning to us the instruction form on the back of
this letter. The Letter of Transmittal is furnished to you for information
only and may not be used directly by you to tender Old Notes.
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INSTRUCTIONS WITH RESPECT TO THE EXCHANGE OFFER
The undersigned acknowledge(s) receipt of your letter and the enclosed
material referred to therein relating to the Exchange Offer made by Mrs.
Fields' Original Cookies, Inc with respect to their Old Notes.
This will instruct you to tender the Old Notes held by you for the account
of the undersigned, upon and subject to the terms and conditions set forth in
the Prospectus and the related Letter of Transmittal.
Please tender the Old Notes held by you for my account as indicated below:
Aggregate Principal Amount of Old
Notes
10 1/8% Series A Senior Notes due -------------------------------------
2004.................................
10 1/8% Series C Senior Notes due -------------------------------------
2004.................................
[_]Please do not tender any Old
Notes held by you for my account.
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Dated: May 16, 2000 Signature(s)
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Please print name(s) here
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Address(es)
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Area Code and Telephone Number
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Tax Identification or Social
Security No(s).
None of the Old Notes held by us for your account will be tendered unless we
receive written instructions from you to do so. Unless a specific contrary
instruction is given in the space provided, your signature(s) hereon shall
constitute an instruction to us to tender all the Old Notes held by us for
your account.
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