Abstract: A compact disc holder package is provided containing a three-dimensional pop-up display. The package includes a tray for retaining a compact disc and a pop-up display structure overlaying the tray. The display structure contains first and second panels that are hingedly connected to each other such that they are movable between a folded generally flat configuration and an opened configuration in which they are generally perpendicular. Vertical and horizontal pop-up elements are disposed between the panels and are hingedly connected to the panels and to each other such that when the panels are in the folded configuration, the pop-up elements are collapsed and generally flat and when the panels are moved to the opened configuration, the pop-up elements form a self-erected three-dimensional display.