ILLINOIS SUPERCONDUCTOR CORPORATION
424B3, 2001-01-08
INSTRUMENTS FOR MEAS & TESTING OF ELECTRICITY & ELEC SIGNALS
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<PAGE>   1
                             Prospectus Supplement to Prospectus dated September
                             27, 2000, File No. 333-45406 Filed Pursuant to Rule
                             424(b)(3)

                       ILLINOIS SUPERCONDUCTOR CORPORATION

                                   SUPPLEMENT
                                       TO
                       PROSPECTUS DATED SEPTEMBER 27, 2000

          This is a Supplement to Illinois Superconductor Corporation's
Prospectus, dated September 27, 2000 (the "Prospectus"), with respect to the
offer and sale of up to 3,440,526 shares of Common Stock, including preferred
stock purchase rights, of Illinois Superconductor Corporation. This Supplement
amends and supplements certain information contained in the Prospectus. We
encourage you to read this Supplement carefully.

                                   ----------

          NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE
SECURITIES COMMISSIONER HAS APPROVED OR DISAPPROVED OF THE SHARES OF ILLINOIS
SUPERCONDUCTOR CORPORATION COMMON STOCK TO BE ISSUED UNDER THIS SUPPLEMENT AND
THE PROSPECTUS OR DETERMINED IF THIS SUPPLEMENT OR THE PROSPECTUS IS TRUTHFUL OR
COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

                                   ----------

                 THE DATE OF THIS SUPPLEMENT IS JANUARY 8, 2001.

CURRENT REPORTS ON FORM 8-K

          1. On January 4, 2001, we filed a Current Report on Form 8-K reporting
on our acquisition of the Adaptive Notch Filtering business unit of Lockheed
Martin Canada Inc., and on the conversion of senior convertible notes by certain
of our principal stockholders.

          2. On January 8, 2001, we filed a Current Report on Form 8-K
announcing that we had entered into an agreement with KMW, Inc. of Korea to
jointly develop an advanced-design cryogenic receiver front-end (CRFE) system to
meet the wireless requirements of third-generation (36) wideband-COMA wireless
systems. Our Current Report on Form 8-K filed January 8, 2001 also reported that
all of our Senior Convertible Notes have been converted into common stock in
accordance with their terms.

          We hereby incorporate by reference into this Supplement and the
Prospectus our Current Reports on Form 8-K filed January 4 and January 8, 2001.

          A copy of our Current Reports on Form 8-K filed January 4 and January
8, 2001 are being provided to you along with this Supplement.

Information about documents that have been incorporated by reference into the
Prospectus is included in the section of the Prospectus captioned "Where You Can
Find More Information."





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