UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C.  20549
                                    FORM 10-K/A
        			  Amendment No. 1

              [ X ]	ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934
                        For the fiscal year ended December 31, 2003

              [   ]	TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934
                        For the transition period from ....... to .......

                          Commission file number  0-29486

                          MERGE TECHNOLOGIES INCORPORATED
              (Exact name of Registrant as specified in its charter)

                       Wisconsin                       39-1600938
             (State or other jurisdiction of	      (IRS Employer
              incorporation or organization)	   Identification Number)


              1126 South 70th Street, Milwaukee, Wisconsin  53214-3151
            (Address of principal executive offices, including zip code)

        Registrant's telephone number, including area code	(414) 977-4000

           Securities registered under Section 12(b) of the Exchange Act:

              Title of class	         Name of exchange on which registered
               Common Stock	                Nasdaq National Market

        Securities registered under Section 12(g) of the Exchange Act:   NONE

	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
						-----		 -----

	Indicate by check mark if  disclosure of delinquent filers in pursuant
to Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K.  [   ]

	Indicate by check mark whether the Registrant is an accelerated filer
(as defined in Rule 12b-2 of the Exchange Act).   Yes  X        No
						      -----	   -----

	The aggregate value for the registrant's voting and non-voting common
equity held by non-affiliates of the registrant as of June 30, 2003, based upon
the closing sale price of the Common Stock on June 30, 2003, as reported on the
Nasdaq National Market, was approximately $92,441,646.  Shares of Common Stock
held by each officer and director and by each person who owns five percent or
more of the outstanding Common Stock have been excluded in that such persons
may be deemed to be affiliates.  This determination of affiliate status is not
necessarily a conclusive determination for other purposes.

	The number of shares outstanding of each of the issuer's classes of
common equity, as of March 12, 2004:  12,603,645

                          DOCUMENTS INCORPORATED BY REFERENCE

	The information required by Part III is incorporated by reference from
the Registrant's Proxy statement for the 2004 Annual Meeting of Stockholders.


<PAGE>


The Registrant is filing this Amendment No. 1 to Form 10-K for the following
purposes:

1.	Revision of the information on the cover page relating to the number of
	shares outstanding of each of the issuer's classes of common equity, as
	of March 12, 2004, filed incorrectly stating 12,632,898 versus the
	appropriate number of shares outstanding of each of the issuer's
	classes of common equity, as of March 12, 2004 of 12,603,645.

2.	Revision of Note (6) Income Taxes of the Notes to Consolidated
	Financial Statements to omit the duplicate verbiage inadvertently
	included in the second line of the seventh paragraph to such note as
	follows: "because management believes that 35%".

3.	Revision of Exhibit 31.1, Certification Pursuant to Section 302 of
	the Sarbanes - Oxley Act of 2002, in accordance with SEC Rule 13a-14(a)
	/ 15d-14(a) Certifications regarding the certifications required by
	Rule 13a-14(a) (17 CFR 240.13a-14(a)) or Rule 15d-14(a) (17 CFR
	240.15d-14(a)).  Exhibit 31.1, as amended and restated in its entirety,
	is included herewith to this Amendment No. 1 to Form 10-K for the
	Registrant.

4.	Revision of Exhibit 31.2, Certification Pursuant to Section 302 of the
	Sarbanes - Oxley Act of 2002, in accordance with SEC Rule 13a-14(a) /
	15d-14(a) Certifications regarding the certifications required by Rule
	13a-14(a) (17 CFR 240.13a-14(a)) or Rule 15d-14(a) (17 CFR
	240.15d-14(a)).  Exhibit 31.2, as amended and restated in its entirety,
	is included herewith to this Amendment No. 1 to Form 10-K for the
	Registrant.


<PAGE 2>


                                   SIGNATURES
				  ------------

	In accordance with Section 13 or 15(d) of the Securities Exchange of
1934, the Registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.


					REGISTRANT:

					MERGE TECHNOLOGIES INCORPORATED



Date:   April 16, 2004			By:  /s/  Richard A. Linden
					-------------------------------------
					Richard A. Linden
					President and Chief Executive Officer


Date:   April 16, 2004			By:  /s/  Scott T. Veech
					-------------------------------------
					Scott T. Veech
					Chief Financial Officer, Treasurer
					  and Secretary

<PAGE 3>


-------------
EXHIBIT 31.1
-------------

                                  CERTIFICATION
				 ---------------

             Pursuant to Section 302 of the Sarbanes - Oxley Act of 2002


	I, Richard A. Linden, certify that:

1.	I have reviewed this annual report on Form 10-K of Merge Technologies
	Incorporated (the "Registrant");

2.	Based on my knowledge, this annual report does not contain any untrue
	statement of a material fact or omit to state a material fact necessary
	to make the statements made, in light of the circumstances under which
	such statements were made, not misleading with respect to the period
	covered by this annual report;

3.	Based on my knowledge, the financial statements, and other financial
	information included in this annual report, fairly present in all
	material respects the financial condition, results of operations and
	cash flows of the Registrant as of, and for, the periods presented in
	this annual report;

4.	The Registrant's other certifying officer and I (herein, the
	"Certifying Officers") are responsible for establishing and maintaining
	disclosure controls and procedures (as defined in Exchange Act Rules
	13a-15(e) and 15d-15(e)) and internal control over financial reporting
	(as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the
	Registrant and have:

	(a)	Designed such disclosure controls and procedures, or caused
		such disclosure controls and procedures to be designed under
		our supervision, to ensure that material information relating
		to the Registrant, including its consolidated subsidiaries
		(collectively, the "Company"), is made known to the
		Certifying Officers by others within the Company, particularly
		during the period in which this annual report is being
		prepared; and

	(b)	Designed such internal control over financial reporting, or
		caused such internal control over financial reporting to be
		designed under our supervision, to provide reasonable
		assurance regarding the reliability of financial reporting
		and the preparation of financial statements for external
		purposes in accordance with generally accepted accounting
		principles; and

	(c) 	Evaluated the effectiveness of the Registrant's disclosure
		controls and procedures and presented in this annual report
		our conclusions about the effectiveness of the disclosure
		controls and procedures, as of the end of the period covered
		by this annual report based on such evaluation; and

	(d) 	Disclosed in this annual report any change in the Registrant's
		internal control over financial reporting that occurred during
		the Registrant's most recent fiscal quarter (the Registrant's
		fourth fiscal quarter in the case of this annual report) that
		has materially affected, or is reasonably likely to
		materially affect, the Registrant's internal control over
		financial reporting; and

5.	The Registrant's Certifying Officers have disclosed, based on the
	Certifying Officers' most recent evaluation of internal control over
	financial reporting, to the Registrant's auditors and the Audit
	Committee of the Registrant's Board of Directors:

	(a) 	All significant deficiencies and material weaknesses in the
		design or operation of internal control over financial
		reporting which are reasonably likely to adversely affect
		the Registrant's ability to record, process, summarize and
		report financial information; and

	(b) 	Any fraud, whether or not material, that involves management
		or other employees who have a significant role in the
		Registrant's internal control over financial reporting.


Date:	March 15, 2004


/s/  Richard A. Linden
-------------------------------------------
Richard A. Linden, Chief Executive Officer


See also the certification pursuant to Section 906 of the Sarbanes - Oxley Act
of 2002, which is included as an exhibit to this report.


<PAGE 3>


-------------
EXHIBIT 31.2
-------------

                                  CERTIFICATION
				 ---------------

	     Pursuant to Section 302 of the Sarbanes - Oxley Act of 2002


	I, Scott T. Veech, certify that:

1.	I have reviewed this annual report on Form 10-K of Merge Technologies
	Incorporated (the "Registrant");

2.	Based on my knowledge, this annual report does not contain any untrue
	statement of a material fact or omit to state a material fact necessary
	to make the statements made, in light of the circumstances under which
	such statements were made, not misleading with respect to the period
	covered by this annual report;

3.	Based on my knowledge, the financial statements, and other financial
	information included in this annual report, fairly present in all
	material respects the financial condition, results of operations and
	cash flows of the Registrant as of, and for, the periods presented in
	this annual report;

4.	The Registrant's other certifying officer and I (herein, the
	"Certifying Officers") are responsible for establishing and
	maintaining disclosure controls and procedures (as defined in
	Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control
	over financial reporting (as defined in Exchange Act Rules 13a-15(f)
	and 15d-15(f)) for the Registrant and have:

	(a)	Designed such disclosure controls and procedures, or caused
		such disclosure controls and procedures to be designed under
		our supervision, to ensure that material information relating
		to the Registrant, including its consolidated subsidiaries
		(collectively, the "Company"), is made known to the
		Certifying Officers by others within the Company,
		particularly during the period in which this annual report
		is being prepared; and

	(b) 	Designed such internal control over financial reporting, or
		caused such internal control over financial reporting to be
		designed under our supervision, to provide reasonable
		assurance regarding the reliability of financial reporting
		and the preparation of financial statements for external
		purposes in accordance with generally accepted accounting
		principles; and

	(c) 	Evaluated the effectiveness of the Registrant's disclosure
		controls and procedures and presented in this annual report
		our conclusions about the effectiveness of the disclosure
		controls and procedures, as of the end of the period covered
		by this annual report based on such evaluation; and

	(d) 	Disclosed in this annual report any change in the Registrant's
		internal control over financial reporting that occurred
		during the Registrant's most recent fiscal quarter (the
		Registrant's fourth fiscal quarter in the case of this annual
		report) that has materially affected, or is reasonably likely
		to materially affect, the Registrant's internal control
		over financial reporting; and

5.	The Registrant's Certifying Officers have disclosed, based on the
	Certifying Officers' most recent evaluation of internal control
	over financial reporting, to the Registrant's auditors and the Audit
	Committee of the Registrant's Board of Directors:

	(a) 	All significant deficiencies and material weaknesses in the
		design or operation of internal control over financial
		reporting which are reasonably likely to adversely affect
		the Registrant's ability to record, process, summarize and
		report financial information; and

	(b) 	Any fraud, whether or not material, that involves management
		or other employees who have a significant role in the
		Registrant's internal control over financial reporting.


Date:	March 15, 2004


/s/  Scott T. Veech
----------------------------------------
Scott T. Veech, Chief Financial Officer


See also the certification pursuant to Section 906 of the Sarbanes - Oxley Act
of 2002, which is included as an exhibit to this report.


<PAGE 4>
<END OF DOCUMENT>