PARKERVISION INC
10-Q, 1999-11-12
HOUSEHOLD AUDIO & VIDEO EQUIPMENT
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                                WASHINGTON, 20549

                                    FORM 10-Q
(Mark One)
   (X)          QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1999

   ( )         TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                               OF THE EXCHANGE ACT
              For the transition period from ________to____________

                         Commission file number 0-22904
                                                -------

                               PARKERVISION, INC.
             (Exact name of registrant as specified in its charter)

            FLORIDA                                             59-2971472
(State or other jurisdiction of                           I.R.S. Employer ID No.
 incorporation or organization)

                               8493 BAYMEADOWS WAY
                           JACKSONVILLE, FLORIDA 32256
                                 (904) 737-1367
                    (Address of principal executive offices)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes [X] No [ ].

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Indicate  by check mark  whether  the  registrant  has filed all  documents  and
reports  required  to be  filed by  Section  12,  13 or 15(d) of the  Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by a court. Yes [ ] No [ ].

                      APPLICABLE ONLY TO CORPORATE ISSUERS

As of November 8, 1999, 11,778,988 shares of the Issuer's Common Stock, $.01 par
value, were outstanding.

<PAGE>

                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

The  accompanying  unaudited  financial  statements of  ParkerVision,  Inc. (the
"Company") have been prepared in accordance with generally  accepted  accounting
principles for interim  financial  information and with the instructions to Form
10-Q and Rule 10-01 of Regulation S-X. All adjustments  which, in the opinion of
management, are necessary for a fair presentation of the financial condition and
results of operations  have been included.  Operating  results for the three and
nine month periods ended  September 30, 1999 are not  necessarily  indicative of
the results that may be expected for the year ending December 31, 1999.

These interim  consolidated  financial  statements should be read in conjunction
with the Company's latest Annual Report on Form 10-K for the year ended December
31, 1998.

                                       2
<PAGE>

                               PARKERVISION, INC.

                                 BALANCE SHEETS

                                                     September 30,
                                                         1999       December 31,
    ASSETS                                           (unaudited)        1998
    ------                                           -----------    -----------
CURRENT ASSETS:
  Cash and cash equivalents                          $15,135,910    $10,569,435
  Short-term investments                                       0     11,077,394
  Accounts receivable, net of allowance for
    doubtful accounts of $42,626 and $37,308
    at September 30, 1999 and December 31, 1998
    respectively                                       1,304,767        805,880
  Interest and other receivables                         123,515        183,823
  Inventories, net                                     3,720,964      3,237,567
  Prepaid expenses and other                           1,266,204      1,023,011
                                                     -----------    -----------
        Total current assets                          21,551,360     26,897,110
                                                     -----------    -----------

LONG-TERM INVESTMENTS                                  8,000,000      8,000,000
                                                     -----------    -----------

PROPERTY AND EQUIPMENT, net                            3,240,305      2,760,335
                                                     -----------    -----------

OTHER ASSETS, net                                      3,251,777      2,592,565
                                                     -----------    -----------

      Total assets                                   $36,043,442    $40,250,010
                                                     ===========    ===========

      The accompanying notes are an integral part of these balance sheets.

                                       3
<PAGE>

                               PARKERVISION, INC.

                                 BALANCE SHEETS

<TABLE>
<CAPTION>
                                                     September 30,
                                                          1999        December 31,
     LIABILITIES AND SHAREHOLDERS' EQUITY             (unaudited)         1998
     ------------------------------------            ------------     ------------
CURRENT LIABILITIES:
<S>                                                  <C>              <C>
  Accounts payable                                   $  1,332,357     $    609,523
  Accrued expenses:
    Salaries and wages                                    336,562          178,792
    Rebates payable                                        62,816          108,185
    Warranty reserve                                      124,308           99,656
    Other accrued expenses                                304,500          220,389
  Deferred revenue                                        348,840           33,404
                                                     ------------     ------------
      Total current liabilities                         2,509,383        1,249,949
                                                     ------------     ------------

DEFERRED INCOME TAXES                                      18,091           18,091
                                                     ------------     ------------
COMMITMENTS AND CONTINGENCIES
  (Note 4)

SHAREHOLDERS' EQUITY:
  Preferred stock, $1 par value, 1,000,000 shares
    authorized, none issued or outstanding                      0                0
  Common stock, $.01 par value, 20,000,000 shares
    authorized, 11,778,988 and 11,718,678 shares
    issued and outstanding at September 30, 1999
    and December 31, 1998, respectively                   117,790          117,187
  Warrants outstanding                                  3,232,025        3,257,625
  Additional paid-in capital                           53,370,009       52,543,817
  Accumulated other comprehensive income                        0           72,241
  Accumulated deficit                                 (23,203,856)     (17,008,900)
                                                     ------------     ------------
      Total shareholders' equity                       33,515,968       38,981,970
                                                     ------------     ------------

      Total liabilities and shareholders' equity     $ 36,043,442     $ 40,250,010
                                                     ============     ============
</TABLE>

      The accompanying notes are an integral part of these balance sheets.

                                       4
<PAGE>

                               PARKERVISION, INC.

                            STATEMENTS OF OPERATIONS

                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                            Three months ended                Nine months ended
                                               September 30,                     September 30,
                                       -----------------------------     -----------------------------
                                           1999             1998             1999             1998
                                       ------------     ------------     ------------     ------------
<S>                                    <C>              <C>              <C>              <C>
Revenues, net                          $  3,069,483     $  3,079,494     $  8,166,203     $  7,634,269
Cost of goods sold                        1,791,130        1,692,122        5,019,644        4,517,108
                                       ------------     ------------     ------------     ------------
  Gross margin                            1,278,353        1,387,372        3,146,559        3,117,161

Research and development expenses         1,872,834          825,644        4,383,290        2,708,499

Marketing and selling expenses            1,126,123          747,400        2,983,331        3,015,630

General and administrative expenses       1,050,649          694,106        2,979,294        1,863,840

Other expense                                 1,700                0           71,573                0

Interest income                            (331,688)        (354,797)      (1,075,973)      (1,148,498)
                                       ------------     ------------     ------------     ------------
  Net loss                             $ (2,441,265)    $   (524,981)    $ (6,194,956)    $ (3,322,310)
                                       ============     ============     ============     ============

  Basic loss per common share          $      (0.21)    $      (0.05)    $      (0.53)    $      (0.29)
                                       ============     ============     ============     ============
</TABLE>

        The accompanying notes are an integral part of these statements.

                                        5
<PAGE>

                               PARKERVISION, INC.

                            STATEMENTS OF CASH FLOWS

                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                  Three Months Ended                Nine Months Ended
                                                                     September 30,                     September 30,
                                                             -----------------------------     -----------------------------
                                                                 1999             1998             1999             1998
                                                             ------------     ------------     ------------     ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                          <C>              <C>              <C>              <C>
  Net loss                                                   $ (2,441,265)    $   (524,981)    $ (6,194,956)    $ (3,322,310)
  Adjustments to reconcile net loss to net cash
    used for operating activities:
      Depreciation and amortization                               369,893          205,019        1,044,567          537,095
      Provision for obsolete inventories                           60,000           60,000          180,000          150,000
      Loss on disposal of property and equipment                    4,191                0           74,140                0
      Changes in operating assets and liabilities:
        (Increase) decrease in accounts receivable, net          (165,853)         171,039         (498,887)        (695,013)
        Decrease in interest and other receivables                 32,227          127,630           60,308          236,866
        (Increase) decrease in inventories, net                  (186,190)         479,025         (663,397)        (441,233)
        Increase in prepaid expenses                              (31,865)        (193,683)        (243,193)        (221,298)
        Increase in other assets                                 (294,368)        (642,847)      (1,031,292)        (944,220)
        Increase in accounts payable and accrued expenses         486,303          229,447          943,998          381,149
        Increase in deferred revenue                              196,334            5,335          315,436           21,089
                                                             ------------     ------------     ------------     ------------
          Total adjustments                                       470,672          440,965          181,680         (975,565)
                                                             ------------     ------------     ------------     ------------
          Net cash used for operating activities               (1,970,593)         (84,016)      (6,013,276)      (4,297,875)
                                                             ------------     ------------     ------------     ------------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Proceeds from maturity of investments                        10,000,000        7,000,000       11,000,000       12,500,000
  Purchase of property and equipment                             (308,694)         (47,886)      (1,221,444)        (770,237)
                                                             ------------     ------------     ------------     ------------
          Net cash provided by investing activities             9,691,306        6,952,114        9,778,556       11,729,763
                                                             ------------     ------------     ------------     ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from issuance of common stock                           75,686          (10,143)         801,195          228,946
                                                             ------------     ------------     ------------     ------------
NET CHANGE IN CASH AND CASH EQUIVALENTS                         7,796,399        6,857,955        4,566,475        7,660,834

CASH AND CASH EQUIVALENTS, beginning of period                  7,339,511        2,936,072       10,569,435        2,133,193
                                                             ------------     ------------     ------------     ------------
CASH AND CASH EQUIVALENTS, end of period                     $ 15,135,910     $  9,794,027     $ 15,135,910     $  9,794,027
                                                             ============     ============     ============     ============
</TABLE>

     The accompanying notes are an integral part of these statements.

                                       6
<PAGE>

                               PARKERVISION, INC.

                     CONDENSED NOTES TO FINANCIAL STATEMENTS

                                   (UNAUDITED)

1.   ACCOUNTING POLICIES
     -------------------

     The  Company has  previously  operated  in a single  reportable  segment of
     microelectronic hardware and software products and related technologies. As
     the Company has  completed the research of its wireless  technology  and is
     moving  toward  commercialization  of  the  technology,   the  Company  has
     redefined its reportable segments.  Effective July 1, 1999, the Company has
     two  distinguishable  segments that offer different  products and services,
     sell to different types of customers, and are managed separately. (See Note
     5).  Segment  information  is  restated  for prior  periods to reflect  the
     revised segments.

     CASH AND CASH  EQUIVALENTS.  Cash and cash  equivalents  include  overnight
     repurchase  agreements and U.S. Treasury money market investments  totaling
     approximately  $15,917,000  and  $10,032,000  at  September  30,  1999  and
     December 31, 1998, respectively.

     RECLASSIFICATIONS.  Certain  reclassifications  have  been made to the 1998
     balance sheet in order to conform to the 1999 presentation.

2.   LOSS PER SHARE
     --------------

     Basic loss per share is  determined  using the weighted  average  number of
     common shares assumed to be outstanding  during each period.  Dilutive loss
     per  share  is the  same as  basic  loss  per  share  as all  common  share
     equivalents  are  excluded  from the  calculation  because  their effect is
     anti-dilutive.  The weighted  average number of common shares assumed to be
     outstanding  for the three month periods ended  September 30, 1999 and 1998
     is 11,775,809 and 11,404,198,  respectively. The weighted average number of
     common shares  assumed to be  outstanding  for the nine month periods ended
     September 30, 1999 and 1998 is 11,756,941 and 11,381,348, respectively.

3.   INVENTORIES:
     ------------

     Inventories consist of the following:

                                       7
<PAGE>

                                                 September 30,    December 31,
                                                      1999            1998
                                                  -----------     -----------
     Purchased materials                          $ 2,428,113     $ 1,996,573
     Work in process                                  107,836         241,676

     Finished goods                                 1,636,665       1,406,664
                                                  -----------     -----------
                                                    4,172,614       3,664,913
     Less allowance for inventory obsolescence       (451,650)       (407,346)
                                                  -----------     -----------
                                                  $ 3,720,964     $ 3,237,567
                                                  ===========     ===========

4.   SIGNIFICANT CUSTOMERS
     ---------------------

     Vtel Corporation  ("Vtel") accounted for approximately 28% and 30% of total
     revenues  for  the  three  months  ended   September  30,  1999  and  1998,
     respectively.  For the nine months ended  September 30, 1999 and 1998, Vtel
     accounted for approximately 29% and 32% of total revenues, respectively.

5.   SEGMENT INFORMATION
     -------------------

     The  Company's   segments  include  the  Video  Products  Division  ("Video
     Division") and the Wireless Technology Division ("Wireless Division").  The
     Video Division designs, develops,  manufactures and markets automated video
     camera  control  systems and  automated  production  systems.  The Wireless
     Division develops and markets a wireless  radio-frequency ("RF") technology
     that the Company believes has widespread  application and has the potential
     to replace certain traditional RF hardware.

     The Company primarily  evaluates the operating  performance of its segments
     based on net sales and income from operations. The following table presents
     financial information about the Company's business segments (in thousands):

<TABLE>
<CAPTION>
                                                    Three months ended             Nine months ended
                                                  -----------------------       -----------------------
                                                  September      September      September      September
                                                  30, 1999       30, 1998       30, 1999       30, 1998
                                                  --------       --------       --------       --------
     NET SALES:
<S>                                               <C>            <C>            <C>            <C>
       Video Division                             $  3,069       $  3,079       $  8,166       $  7,634
       Wireless Division                                 0              0              0              0
                                                  --------       --------       --------       --------
           Total net sales                        $  3,069       $  3,079       $  8,166       $  7,634
                                                  --------       --------       --------       --------

                                       8
<PAGE>

     LOSS FROM OPERATIONS:
       Video Division                             $   (633)      $    (75)      $ (2,246)      $ (2,373)
       Wireless Division                            (2,140)          (805)        (5,025)        (2,098)
       Other (a)                                       332            355          1,076          1,149
                                                  --------       --------       --------       --------
           Total net loss                         $ (2,441)      $   (525)      $ (6,195)      $ (3,322)
                                                  ========       ========       ========       ========
     DEPRECIATION:
       Video Division                             $    140       $    135       $    413       $    375
       Wireless Division                                95             62            254            169
                                                  --------       --------       --------       --------
           Total depreciation                     $    235       $    197       $    667       $    544
                                                  ========       ========       ========       ========

     AMORTIZATION OF INTANGIBLES
     AND OTHER ASSETS:
       Video Division                             $     26       $     29       $     77       $     75
       Wireless Division                               103             53            297            117
                                                  --------       --------       --------       --------
           Total amortization of intangibles
             and other assets                     $    129       $     82       $    374       $    192
                                                  ========       ========       ========       ========

     CAPITAL EXPENDITURES:
       Video Division                             $    109       $     25       $    552       $    367
       Wireless Division                               136              3            515            252
       Other                                            64             20            154            151
                                                  --------       --------       --------       --------
           Total capital expenditures             $    309       $     48       $  1,221       $    770
                                                  ========       ========       ========       ========
</TABLE>

                                                  September      December
                                                  30, 1999       31, 1998
                                                  --------       --------
     ASSETS:
       Video Division                             $  7,596       $  6,385
       Wireless Division                             3,816          2,753
       Other (b)                                    24,631         31,112
                                                  --------       --------
           Total assets                           $ 36,043       $ 40,250
                                                  ========       ========

     (a)  Other represents interest income from investments.

     (b)  Other includes the following corporate assets:

                                                  September      December
                                                  30, 1999       31, 1998
                                                  --------       --------
     Cash and investments                         $ 23,136       $ 29,647
     Interest & other receivables                      123            184
     Prepaid expenses                                  597            660
     Property & equipment, net                         680            616
     Other assets                                       95              5
                                                  --------       --------
         Total                                    $ 24,631       $ 31,112
                                                  ========       ========

                                       9
<PAGE>

6.   SUBSEQUENT EVENT
     ----------------

     In October,  1999,  the Company  signed a licensing  agreement  with Symbol
     Technologies,  Inc.  ("Symbol") for a license of the Company's wireless D2D
     technology.  Symbol is a leading provider of mobile data management systems
     and services for wireless  local area  networking  ("WLAN")  products.  The
     agreement  provides  Symbol  with sole  licensee  status in the WLAN market
     based upon Symbol  incorporating  the  Company's  D2D  technology  into the
     majority of its future  WLAN  products.  Under the terms of the  agreement,
     which has an initial term of six and one half years,  the Company  received
     prepaid royalties and will receive additional payments over time.


ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

FORWARD-LOOKING STATEMENTS
- --------------------------

When  used in this  Form  10-Q and in future  filings  by the  Company  with the
Securities and Exchange  Commission,  the words or phrases "will likely result",
"management  expects" or "Company expects",  "will continue",  "is anticipated",
"estimated"  or similar  expressions  are intended to identify  "forward-looking
statements" within the meaning of the Private  Securities  Litigation Reform Act
of  1995.   Readers  are  cautioned   not  to  place  undue   reliance  on  such
forward-looking  statements,  each of which speak only as of the date made. Such
statements  are  subject to certain  risks and  uncertainties  that could  cause
actual results to differ materially from historical earnings and those presently
anticipated or projected, including the timely development and acceptance of new
products,  sources of supply and concentration of customers.  The Company has no
obligation to publicly release the results of any revisions which may be made to
any  forward-looking  statements to reflect  anticipated events or circumstances
occurring after the date of such statements.


RESULTS  OF  OPERATIONS  FOR EACH OF THE  THREE  AND NINE  MONTH  PERIODS  ENDED
- --------------------------------------------------------------------------------
SEPTEMBER 30, 1999 AND 1998
- ---------------------------

Revenues
- --------
Revenues for the three months ended  September 30, 1999  decreased by $10,011 as
compared to the same period in 1998. Approximately 87% of the Company's revenues
for the quarter  ended  September 30, 1999 was  attributable  to sales of camera
systems and related accessories. The remaining 13% of revenue is attributable to
sales of the Company's PVTV Studio systems. All of the Company's revenue for the
three-month  period ended September 30, 1998 was attributable to sales of camera
systems and related accessories. The Company sold 411 and 439 camera

                                       10
<PAGE>

systems  during the  three-month  periods  ended  September  30,  1999 and 1998,
respectively.  The  average  selling  price per  camera  system  decreased  from
approximately   $7,000  for  the  three  months  ended  September  30,  1998  to
approximately  $6,500 for the three months ended  September 30, 1999, due to the
mix of products  sold.  The Company's  studio sales for the  three-month  period
ended  September 30, 1999 consisted of two systems with an average selling price
of approximately $200,000 per system.

Revenues for the nine months ended  September 30, 1999  increased by $531,934 as
compared  to the same  period in 1998.  This  increase  is due to an increase in
camera and studio system sales. The Company sold 1,114 camera systems during the
nine month  period ended  September  30, 1999,  at an average  selling  price of
approximately  $6,700 per system. This compares to 1,048 camera system sales for
the nine month period ended  September 30, 1998, at an average  selling price of
approximately $7,000 per system.

For the nine months ended September 30, 1999,  revenues  included  approximately
$750,000 for the sale of studio  systems and related  accessories  at an average
selling price of $250,000 per system. This compares to revenues of approximately
$300,000  for the same  period in 1998 for studio  sales at an  average  selling
price of $150,000 per system. The increase in average selling price is primarily
due to discounts  offered on 1998 sales as the  installations  represented  beta
sites.

Gross Margin
- ------------
For the three month periods ended September 30, 1999 and 1998,  gross margins as
a percentage of sales were approximately 42% and 45%, respectively. For the nine
month periods ended  September 30, 1999 and 1998,  gross margins as a percentage
of sales were  approximately  39% and 41%,  respectively.  The  fluctuations  in
margin are primarily due to the mix of products sold.

Research and Development Expenses
- ---------------------------------
The Company's research and development expenses were $1,872,834 and $825,644 for
the three months ended September 30, 1999 and 1998, respectively, and $4,383,290
and  $2,708,499  for the nine month periods  ended  September 30, 1999 and 1998,
respectively.  The increases of $1,047,190 and $1,674,791 for the three and nine
month periods,  respectively, are primarily a result of increases related to the
wireless division.  These increases are a result of application  engineering and
prototype development expenses related to the Direct2Data technology.

Marketing and Selling Expenses
- ------------------------------
Marketing and selling  expenses were $1,126,123 and $747,400 for the three month
periods  ended  September  30,  1999 and 1998,  respectively.  The  increase  of
$378,723 is due to  increases in wireless  business  development  personnel  and
related costs for  commercialization  of the Company's D2D technology as well as
increases  in  product  management  resources  related  to the  Company's  video
division.

                                       11
<PAGE>

Marketing and selling  expenses for the nine month  periods ended  September 30,
1999 and 1998 were  $2,983,331  and  $3,015,630,  respectively.  The decrease of
$32,299 is  primarily  due to decreases  in trade show  expenses and  production
costs for the video division, offset by increased business development costs for
the  wireless  division.   The  Company  incurred  significant  trade  show  and
advertising production costs in 1998 for the launch of its studio product line.

General and Administrative Expenses
- -----------------------------------
For the three month  periods  ended  September  30,  1999 and 1998,  general and
administrative expenses were $1,050,649 and $694,106, respectively. For the nine
month periods  ended  September  30, 1999 and 1998,  general and  administrative
expenses  were  $2,979,294  and  $1,863,840,  respectively.  These  increases of
$356,543 and $1,115,454 for the three and nine month periods,  respectively, are
primarily  a result of  increased  use of outside  legal and other  professional
services  in  connection  with  the  Company's   wireless   technology  and  the
amortization of prepaid consulting fees.

Other Expense
- -------------
Other  expense  consists  primarily  of losses due to the disposal of trade show
booths  and  related  equipment  due to  obsolescence  of the booth  design  and
materials.

Interest Income
- ---------------
Interest  income was $331,688 and  $354,797  for the three month  periods  ended
September 30, 1999 and 1998, respectively, and $1,075,973 and $1,148,498 for the
nine month periods ended September 30, 1999 and 1998, respectively. The decrease
in  interest  income  is due to the  Company's  use of  proceeds  from  maturing
investments to fund operations during 1998 and 1999.

Backlog
- -------
As  of  September  30,  1999,  the  Company  had  a  camera  system  backlog  of
approximately  $670,000 and  approximately  $500,000 of studio shipments pending
installation.  Camera backlog  consists of orders received that generally have a
specified  delivery schedule within three to five weeks of receipt.  Revenue for
studio shipments is generally  recognized upon completion of installation  which
is generally expected to occur within 90 days of shipment.

LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
At  September  30,  1999,  the  Company had working  capital of  $19,041,977,  a
decrease of $6,605,184  from  $25,647,161 at December 31, 1998. This decrease in
working  capital is primarily due to the use of cash to fund  operations  during
1999.  The  Company's  principal  source of  liquidity  at  September  30,  1999
consisted  of  $15,135,910  in cash  and cash  equivalents.  Until  the  Company
generates  sufficient  revenues from product sales or licensing fees, it will be
required to continue  to utilize  its  working  capital to cover the  continuing
expense of research and development,  marketing and general administration.  The
Company  believes  its current  cash and  investments  will  provide  sufficient
resources to meet its cash requirements for the next twelve months as well as on
a longer-term basis.

                                       12
<PAGE>

Year 2000 Readiness
- -------------------
The Company continues to evaluate the potential impact of the situation commonly
referred to as the "Year 2000" (Y2K) issue. This issue concerns the inability of
information systems to properly recognize and process date sensitive information
relating to the year 2000 and beyond.  The inability to properly interpret dates
beyond the year 1999 could lead to business disruptions.

The Company  formed an internal Y2K team to assess the Company's  products,  its
internal  information  systems and processes,  and its third party suppliers for
Y2K readiness. The team has identified existing systems which require action and
has developed and executed plans to make  corrections in affected areas prior to
the issue causing any disruption of normal business activities.

All of the  Company's  products  that are  installed or available  for sale have
either  successfully  passed  Y2K  compliance  testing  or have been  deemed Y2K
not-applicable  by virtue of the fact that they do not process date  information
in any manner.  Although the Company's Y2K compliant products have undergone the
Company's  normal  quality  testing  procedures,  there can be no assurance that
these products, or third-party products used with the Company's products, do not
contain undetected errors or defects associated with Y2K date functions that may
materially or adversely affect the Company.

The Company  primarily  utilizes third party software  packages for its internal
information  systems and  processes.  The majority of these  packages  have been
rendered Y2K compliant by the  manufacturers,  and as a part of ongoing  support
agreements  with these  manufacturers,  the  Company  was able to upgrade to Y2K
compliant  versions  at  minimal to no  additional  cost.  As a result,  efforts
required to modify the Company's business systems were minimized. Currently, the
Company believes its principal  internal  management  information  systems to be
fully Y2K compliant.  The Company  continues to examine and take steps to ensure
that its  manufacturing  processes  will not be  interrupted  and its facilities
infrastructure  will not experience any failures or  difficulties as a result of
the year 2000 issues.

The Company also faces risks and  uncertainties  to the extent that  third-party
suppliers  of products,  service and systems on which the Company  relies do not
have  business  systems or products that comply with the Y2K  requirements.  The
Company has initiated  communications with all of its significant  suppliers and
customers to determine  the extent to which the  Company's  systems and products
are  vulnerable  to those  third  parties'  failure to  remediate  their own Y2K
issues.  Based on  representations  made by these  suppliers and customers,  the
Company believes the majority of its significant  suppliers are Y2K compliant or
are in the process of implementing action plans for Y2K compliance.  There is no
guarantee  that the systems or products of other  companies on which the Company
relies  will be timely  converted  and would not have an  adverse  effect on the
Company's systems or products. The Company has increased its inventory levels of
critical  parts in order to help  mitigate this risk.  The Company  continues to
monitor the Y2K status of its suppliers and identify  actions needed to mitigate
vulnerability  to  problems  related  to  enterprises  with  which  the  Company
interacts.

                                       13
<PAGE>

Based on the status of its  assessment to date,  the Company does not anticipate
significant costs or lost revenue  associated with the Y2K issue that would have
a material  adverse  effect on the  Company's  operating  results  or  financial
condition.


                           PART II - OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS.  Not applicable.

ITEM 2.   CHANGES IN SECURITIES

                        Sales of Unregistered Securities
                        --------------------------------

<TABLE>
<CAPTION>
                                           Consideration received and       Exemption     If option, warrant or
                                         description of underwriting or        from       convertible security,
Date of                       Number     other discounts to market price   registration    terms of exercise or
  sale    Title of security    sold          afforded to purchasers          claimed            conversion
- ---------------------------------------------------------------------------------------------------------------
<S>       <C>                 <C>        <C>                                   <C>          <C>
8/99      Common stock        4,000      Received proceeds of $40,000          4(2)         Warrants granted
                                                                                            7/16/96 exercisable
                                                                                            through 7/16/02 at
                                                                                            an exercise price
                                                                                            of $10.00 per share
</TABLE>

ITEM 3.   DEFAULTS UPON SENIOR SECURITIES.  Not applicable.

ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.  Not applicable.

ITEM 5.  OTHER INFORMATION.  Not applicable

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits

          Exhibit 27.1             Financial Data Schedule

(b)  No reports on Form 8-K were filed during the quarter  ended  September  30,
     1999.

                                       14
<PAGE>

                                   SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                        ParkerVision, Inc.
                                        Registrant

November 12, 1999                       By: /s/ Jeffrey L. Parker
                                            ---------------------
                                            Jeffrey L. Parker
                                            Chairman and Chief Executive Officer


November 12, 1999                       By: /s/ Cynthia Poehlman
                                            --------------------
                                            Cynthia Poehlman
                                            Chief Accounting Officer

                                       15

<TABLE> <S> <C>

<ARTICLE>                     5

<S>                           <C>
<PERIOD-TYPE>                 9-MOS
<FISCAL-YEAR-END>                 Dec-31-1999
<PERIOD-START>                    Jan-01-1999
<PERIOD-END>                      Sep-30-1999
<CASH>                             15,135,910
<SECURITIES>                        8,000,000
<RECEIVABLES>                       1,347,393
<ALLOWANCES>                           42,626
<INVENTORY>                         3,720,964
<CURRENT-ASSETS>                   21,551,360
<PP&E>                              7,010,841
<DEPRECIATION>                      3,770,536
<TOTAL-ASSETS>                     36,043,442
<CURRENT-LIABILITIES>               2,509,383
<BONDS>                                     0
                 117,790
                                 0
<COMMON>                                    0
<OTHER-SE>                         33,398,178
<TOTAL-LIABILITY-AND-EQUITY>       36,043,442
<SALES>                             8,166,203
<TOTAL-REVENUES>                    8,166,203
<CGS>                               5,019,644
<TOTAL-COSTS>                       5,019,644
<OTHER-EXPENSES>                   10,417,488
<LOSS-PROVISION>                            0
<INTEREST-EXPENSE>                          0
<INCOME-PRETAX>                    (6,194,956)
<INCOME-TAX>                                0
<INCOME-CONTINUING>                (6,194,956)
<DISCONTINUED>                              0
<EXTRAORDINARY>                             0
<CHANGES>                                   0
<NET-INCOME>                       (6,194,956)
<EPS-BASIC>                             (0.53)
<EPS-DILUTED>                           (0.53)


</TABLE>


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