PROSPECTUS SUPPLEMENT NO. 3                      File Pursuant to Rule 424(b)(3)
(To Prospectus Dated December 14, 2001)               Registration No. 333-65952

                              COMPUTER MOTION, INC.

                        6,317,951 Shares of Common Stock

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        The purpose of this prospectus supplement is to provide supplemental
information regarding Computer Motion, Inc., in connection with the offering
from time to time of up to 6,317,951 shares of its Common Stock by Societe
Generale as described in Computer Motion's prospectus dated December 14, 2001.
This prospectus supplement is not complete without, and may not be delivered or
utilized except in connection with, the prospectus, including any amendments or
supplements thereto. You should read this prospectus supplement and the related
prospectus carefully before you invest. Both documents contain information you
should consider when making your investment decision.

        See "Risk Factors" beginning on page 7 of the prospectus to read about
risks that you should consider before buying shares of Computer Motion's Common
Stock.

        You should rely only on the information provided or incorporated by
reference in this prospectus supplement and the prospectus. We have not
authorized anyone to provide you with different information. You should not
assume that the information in this prospectus supplement is accurate as of any
date other than the date on the front of this prospectus supplement.

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The date of this Prospectus Supplement is January 22, 2002



                                TABLE OF CONTENTS



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                              PROSPECTUS SUPPLEMENT

PLAN OF DISTRIBUTION......................................................S-1



                                   PROSPECTUS

PROSPECTUS SUMMARY..........................................................2

OUR BUSINESS................................................................2

THE OFFERING................................................................4

SUMMARY FINANCIAL DATA......................................................6

RISK FACTORS THAT MAY AFFECT FUTURE RESULTS.................................7

USE OF PROCEEDS............................................................19

DIVIDEND POLICY............................................................19

SELLING STOCKHOLDER........................................................19

PLAN OF DISTRIBUTION.......................................................20

DESCRIPTION OF CAPITAL STOCK...............................................21

INDEMNIFICATION............................................................26

WHERE YOU CAN FIND MORE INFORMATION........................................26

TRANSFER AGENT AND REGISTRAR...............................................27

LEGAL MATTERS..............................................................27

EXPERTS....................................................................27

IMPORTANT INFORMATION INCORPORATED INTO THIS PROSPECTUS....................27


                              PLAN OF DISTRIBUTION

        On January 22, 2002, we delivered a draw down notice to Societe Generale
in accordance with the terms of the Amended and Restated Equity Line Financing
Agreement between us and Societe Generale, dated September 20, 2001, as amended,
and, as a result, a purchase period commenced on January 23, 2002 and is
expected to terminate on January 29, 2002. The draw down notice obligates
Societe Generale to purchase shares of our Common Stock with an aggregate
purchase price of $178,755.32 during the purchase period. The number of shares
to be purchased by Societe Generale will be based on market prices of our Common
Stock during the purchase period and will not be known until the end of the
purchase period. The maximum number of shares to be purchased by Societe
Generale pursuant to the draw down notice is 65,718 shares, which is based upon
the floor price we established for this draw down period of $2.72.


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