<PAGE>
PROSPECTUS SUPPLEMENT NO. 1 FILED PURSUANT TO RULE 424(b)(3)
(To Prospectus Dated October 25, 2000) REGISTRATION STATEMENT NO. 333-46870
NEWPORT CORPORATION
165,000 SHARES OF COMMON STOCK
($0.1167 STATED VALUE)
This Prospectus Supplement supplements information contained in that
certain Prospectus dated October 25, 2000 (the "Prospectus") of Newport
Corporation (the "Company"), relating to the potential sale from time to time of
up to 165,000 shares of our Company's Common Stock, stated value $0.1167 per
share (the "Common Stock"), by the stockholders listed in this Prospectus under
the section entitled "Selling Stockholders." This Prospectus Supplement is not
complete without, and may not be delivered or utilized except in connection
with, the Prospectus, including any amendments or supplements thereto.
Capitalized terms used herein but not defined have the meanings assigned to such
terms in the Prospectus.
The following table supplements the information set forth in the Prospectus
under the caption "Selling Stockholders" with respect to the Selling
Stockholders named below and the respective shares of Common Stock beneficially
owned by such Selling Stockholders that may be offered pursuant to the
Prospectus:
<TABLE>
<CAPTION> Percentage of
Common Stock Common Stock Being Common Stock Owned Common Stock Owned
Owned Prior to Offered Pursuant to Upon Completion of Upon Completion of
Name of Selling Stockholder the Offering(1) this Prospectus this Offering this Offering
----------------------------------------- ---------------- ------------------- ------------------ ------------------
<S> <C> <C> <C> <C>
John G. Pollock and Elizabeth M. Rupert.. 29,730 29,730 0 *
The John G. Pollock and Elizabeth M.
Rupert Charitable Remainder Unitrust
dated October 23, 2000.................. 8,400 8,400 0 *
The John G. Pollock and Elizabeth M.
Rupert Net Income Unitrust dated
October 23, 2000........................ 15,000 15,000 0 *
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</TABLE>
* less than 1%
(1) To our knowledge, the number of shares of Common Stock which each selling
Stockholder owned prior to this offering consists solely of those shares of
Common Stock issued in connection with our acquisition of Unique Equipment
Co.
All information in this Prospectus Supplement is as of November 3, 2000.
The date of this Prospectus Supplement is November 3, 2000.
