RULE 424(b)(3)
PARKERVISION, INC.
SUPPLEMENT DATED MARCH 16, 1999
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, January
28, 1998 and May 13, 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>
Name After Offering
Number of Shares ---------------------------------
Beneficially Owned Number of Shares
Prior to Number of Shares Beneficially
Offering(1) to be Sold (1) Owned % of Class (1)
------------------ ----------------- ----------------- -------------
<S> <C> <C> <C> <C>
William G. Walters 50,000(2) 50,000 -0- -
Elliot J. Smith 49,599(3) 36,349 13,250 *
Cynthia Buckwalter 523 423 100 *
Nancy J. Whitten 52,332(4) 47,500 4,832 *
Whale Securities Co., L.P. 43,654(5)(6) 43,654 -0- -
Jack Erlanger 125,000(7) 125,000 -0- -
Jack M. Ferraro 125,000(7) 125,000 -0- -
L. Brook Moore 5,700(8) 5,000 700 *
Tiara Investments 47,500(9) 47,500 -0- *
Estate of Herbert Berman 8,581 5,781 2,800 *
Ten W 3,000 3,000 -0- -
</TABLE>
* Less than 1% of class.
(1) Assumes all the Warrants included herein are exercised.
<PAGE>
(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.
(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) Includes 47,500 shares of Common Stock issuable upon exercise of
outstanding Warrants. Does not include 9,800 shares of Common Stock owned
beneficially by Ms. Whitten's husband, over which shares Ms. Whitten
disclaims beneficial ownership.
(5) Includes securities held in the name of Whale for the account of certain
equity owners and employees of Whale.
(6) Excludes shares of Common Stock held in any customer account by, and any
trading account of, Whale.
(7) Represents 125,000 shares of Common Stock issuable upon exercise of
Outstanding Warrants.
(8) Includes 5,000 shares of Common Stock issuable upon exercise of outstanding
Warrants.
(9) Represents shares of Common Stock issuable upon exercise of outstanding
Warrants. Excludes 50,000 shares of Common Stock issuable upon immediately
exerciseable options and 75,000 shares of Common Stock issuable upon
exercise of options that become exerciseable in the future owned by a
principal of Tiara Investments.
