<PAGE>
Filed Pursuant to Rule 424(b)(3)
Registration No. 333-48378
CONSTELLATION 3D, INC.
Prospectus Supplement
(To Prospectus Dated November 9, 2000)
You should read this prospectus supplement and the related prospectus
carefully before you invest. Both documents contain information you should
consider when making your investment decision.
NASDAQ National Market
Our common stock began quotation on the NASDAQ National Market under
the ticker symbol "CDDD" on November 15, 2000. The last sales price reported on
the NASDAQ National Market for our common stock on November 15, 2000 was
$12.125.
Third Quarter Results
We generated no revenue for the nine months and the quarters ended
September 30, 2000 and 1999. Our net loss for the quarter ended September 30,
2000 was $5,244,999, or $.13 per share on 41,698,933 average shares outstanding,
compared with our net loss of $1,105,256, or $.04 per share on 29,250,000
average shares outstanding for the quarter ended September 30, 1999. Our net
loss for the nine months ended September 30, 2000 was $15,263,959, or $.37 per
share on 41,234,050 average shares outstanding, compared with our net loss of
$2,762,714, or $.09 per share on 29,238,000 average shares outstanding for the
nine months ended September 30, 1999. Since our inception (September 25, 1997)
through September 30, 2000 our cumulative net loss is $25,935,293.
THE DATE OF THIS PROSPECTUS SUPPLEMENT IS NOVEMBER 15, 2000.
