<PAGE>
Filed Pursuant to Rule 424(b)(3)
SEC File No. 33-49402
PROSPECTUS SUPPLEMENT No. 3
(To Prospectus dated December 8, 1993)
COPYTELE, INC.
COMMON STOCK (PAR VALUE $.01 PER SHARE)
2,200,000 SHARES OF COMMON STOCK UNDER THE
COPYTELE, INC. STOCK OPTION PLAN (1987)
--------------------
The following table sets forth certain information with respect to
the Selling Shareholders as of June 17, 1996, as follows: (i) the name and
position with the Company within the past three years of each Selling
Shareholder; (ii) the number of shares of Common Stock beneficially owned by
each Selling Shareholder (including shares obtainable under options exercisable
within sixty (60) days of such date); (iii) the number of shares of Common Stock
being offered hereby; and (iv) the number and percentage of the Company's
outstanding shares of Common Stock to be beneficially owned by each Selling
Shareholder after completion of the sale of Common Stock being offered hereby.
There is no assurance that any of the Selling Shareholders will sell any or all
of the shares of Common Stock offered hereby.
<TABLE>
<CAPTION>
Selling Shareholder Number of Shares Beneficially
and Position with Shares Number of Owned After Sale
the Company within Beneficially Shares Being -------------------
the Past Three Years Owned* Offered Hereby Number Percent
-------------------- ------ -------------- ------ -------
<S> <C> <C> <C> <C>
John R. Shonnard -
Director 247,200** 37,600 209,600 .37%
John E. Gillies -
Director 81,000 20,000 61,000 .11%
- --------------------
<FN>
*Includes 80,000 shares and 60,000 shares which John R. Shonnard and John E.
Gillies, respectively, have the right to acquire upon exercise of options
granted pursuant to the CopyTele, Inc. 1993 Stock Option Plan and 37,600 shares
and 20,000 shares which John R. Shonnard and John E. Gillies, respectively, have
the right to acquire upon exercise of options granted pursuant to the 1987 Plan.
**Includes 129,600 shares of Common Stock which are held in a revocable trust by
Wells Fargo Bank (successor to First Interstate Bank of California), as trustee
of such trust. Mr. Shonnard and his wife, Janet L. Shonnard, are the
beneficiaries of such trust and, under certain circumstances, may jointly
exercise the voting power and investment power of the trust.
</FN>
</TABLE>
As of June 17, 1996, there were 56,764,366 shares of the Company's Common
Stock outstanding.
All references to amounts of Common Stock have been adjusted to reflect
the two-for-one stock split declared in May 1996 and issued on June 17, 1996 to
stockholders of record at the close of business on June 4, 1996 in the form of a
stock dividend of one share of Common Stock for each share outstanding.
The date of this Prospectus Supplement is June 18, 1996
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