RULE 424(b)(3)
PARKERVISION, INC.
SUPPLEMENT DATED MAY 13, 1998
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 and
January 28, 1998, 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 Underwriters' Warrants, Reg S
Warrants and Consultant Options are referred to as the Warrants.
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.
<TABLE>
<CAPTION>
After Offering
----------------------------------
Number of Shares Number of Shares
Beneficially Owned Number of Shares Beneficially
Name Prior to Offering(1) to be Sold(1) Owned % of Class(1)
- ----------------------------- ---------------------- ----------------- --------------- -------------
<S> <C> <C> <C> <C>
William G. Walters 86,349(2) 86,349 -0- -
Elliot J. Smith 49,599(3) 36,349 13,250 *
Cynthia Buckwalter 523 423(4) 100 *
James D. Whitten 15,368(5) 1,368 14,000 *
Whale Securities Co., L.P.... 52,435(4)(6)(7) 52,435 -0- -
Frog Hollow Partners 105,000(8) 100,000 5,000 *
T. Marshall Swartwood 22,000(4)(9) 22,000 -0- _
Jack Erlanger 125,000(10) 125,000 -0- _
Jack M. Ferraro 125,000(10) 125,000 -0- _
Robert J. Mittman 7,000 7,000 -0- -
Estate of Herbert Berman 30,400(11) 10,000 20,400 *
</TABLE>
* Less than 1% of class.
(1) Assumes all the Warrants included herein are exercised.
(2) Represents shares of Common Stock issuable upon exercise of outstanding
Warrants. Does not include any shares of Common Stock held by Whale, a
limited partnership of which Whale Securities Corp. is general partner. Mr.
Walters, the Chairman and principal shareholder of Whale Securities Corp.,
disclaims beneficial ownership of such shares.
<PAGE>
(3) Represents 36,349 shares of Common Stock issuable upon exercise of
outstanding Warrants, 10,000 shares of Common Stock owned directly and
3,250 shares of Common Stock held by Praefero Partners of which Mr. Smith
is the general partner.
(4) Represents 27,273 shares of Common Stock issued upon the cashless exercise
of 50 ,000 Warrants and 25,162 shares of Common Stock issuable upon
exercise of outstanding Warrants.
(5) Represents 1,368 shares of Common Stock issuable upon exercise of
outstanding Warrants and 14,000 shares of Common Stock held in an IRA
established for Mr. Whitten's benefit. Excludes 11,000 shares of Common
Stock held by an IRA established for Mr. Whitten's wife's benefit and
105,000 shares of Common Stock beneficially owned by Frog Hollow Partners,
the general partner of which is Mr. Whitten's wife, over which shares Mr.
Whitten disclaims beneficial ownership.
(6) Includes securities held in the name of Whale for the account of certain
equity owners and employees of Whale.
(7) Excludes shares of Common Stock held in any customer account by, and any
trading account of, Whale.
(8) Represents 100,000 shares of Common Stock issuable upon exercise of
outstanding Warrants and 5,000 shares held directly. The general partner of
Frog Hollow Partners is Mr. James D. Whitten's wife.
(9) Does not include any shares of Common Stock held by Dickinson & Co. or
Dickinson Holding Corp. Mr. T. Marshall Swartwood is the Chairman of the
Board of Dickinson & Co. and the majority stockholder of Dickinson Holding
Corp. Mr. T. Marshall Swartwood disclaims beneficial ownership of shares of
Common Stock owned by Dickinson & Co. or Dickinson Holding Corp.
(10) Represents 125,000 shares of Common Stock issuable upon exercise of
Outstanding Warrants.
(11) Includes 10,000 shares of Common Stock issuable upon exercise of
outstanding Warrants and 5,400 shares of Common Stock held in an IRA
established for Mr. Berman's benefit.
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