GRAUBARD MILLER 600 Third Avenue New York, New York 10016-2097 March 27, 2001 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Re: ParkerVision, Inc. Registration Statement 333-17683 Dear Sirs: Enclosed for filing pursuant to Rule 424(b)(3) promulgated under the Securities Act of 1933, as amended, is a supplement dated March 27, 2001, to the Prospectus dated January 2, 1997, which forms a part of Registration Statement on Form S-3, No. 333-17683 ("Registration Statement"). Sincerely, /s/ Andrew D. Hudders Andrew D. Hudders RULE 424(b)(3) PARKERVISION, INC. SUPPLEMENT DATED MARCH 27, 2001 TO PROSPECTUS DATED JANUARY 2, 1997 The following information supplements the information contained in the Prospectus dated January 2, 1997 ("Prospectus"), as supplemented on January 15, 1997, February 12, 1997, February 21, 1997, January 28, 1998, May 13, 1998, March 16, 1999, March 25, 1999, May 17, 1999, December 14, 2000 and March 1, 2001 of ParkerVision, Inc. (the "Company") relating to the sale of an aggregate of 810,000 shares of common stock, $.01 par value ("Common Stock"), by certain persons ("Selling Stockholders"). The following updates the table under the section "Selling Stockholders" set forth in the Prospectus found on pages 9 and 10, to account for public sales of certain of the shares of Common Stock registered under the registration statement of which the Prospectus forms a part. Number of Shares Beneficially Number of Owned Number of Shares After Prior to Shares to Beneficially Offering % Name Offering(1) be Sold(1) Owned of Class(1) - ---- ------------ ---------- ------------ ----------- Nancy J. Whitten 34,832(2) 30,000 4,832 * L. Brook Moore 5,700(3) 5,000 700 * * Less than 1% of class. (1) Assumes all the Warrants included herein are exercised. (2) Includes 30,000 shares of Common Stock issuable upon exercise of outstanding Warrants. Does not include 9,800 shares of Common Stock owned beneficially by Ms. Whitten's husband, over which shares Ms. Whitten disclaims beneficial ownership. (3) Includes 5,000 shares of Common Stock issuable upon exercise of outstanding Warrants.