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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
 FORM 10-K/A  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2003 Commission file number 0-22920 Numerex Corp.  Pennsylvania
    
    11-2948749(State of Incorporation)
    
    (I.R.S. Employer Identification No.)1600 Parkwood Circle, Suite 200, Atlanta, Georgia
    
    30339-2119(Address of principal executive offices)
    
    (Zip Code)
 Registrants telephone number, including area code: (770) 693-5950 Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act:
    
    Class A Common Stock, no par value(Title of class)
 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 o Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of the 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. o Indicate by check mark whether the registration is an accelerated filer (as
defined in Exchange Act Rule 12b-2). Yes o No x The aggregate market value of voting and non-voting stock held by
non-affiliates of the Registrant as of June 30, 2003 is $21,081,062 1 The number of shares outstanding of the issuers Class A Common Stock, no par
value as of March 4, 2004 is 10,791,986   1
    
    The aggregate dollar amount of the voting stock set forth equals the
number of shares of the Companys Common Stock outstanding, reduced by the
amount of Common Stock held by officers, directors and shareholders owning
10% or more of the Companys Common Stock, multiplied by $2.84, the last
reported sale price for the Companys Common Stock on June 30, 2003. The
information provided shall in no way be construed as an admission that any
officer, director or 10% shareholder in the Company may be deemed an
affiliate of the Company or that such person is the beneficial owner of
the shares reported as being held by him, and any such inference is hereby
disclaimed. The information provided herein is included solely for record
keeping purposes of the Securities and Exchange Commission.




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EXPLANATORY NOTE: The Registrant is filing this Amendment No. 1 to its Form 10-K for the
fiscal year ended December 31, 2003 to correct the accelerated filer
designation on the cover page. As of June 30, 2002, the aggregate market value of voting and non-voting
stock held by non-affiliates was $66,569,894 not $96,335,983, as previously
reported. As of June 30, 2003, the aggregate market value of voting and
non-voting stock held by non-affiliates was $21,081,062 not $ 30,629,000 as
previously reported. Accordingly, the Registrant is not an accelerated filer
as defined by Exchange Act Rule 12b-2. No other information contained in the original filing is amended hereby.
This amendment does not reflect events occurring after the filing of the
original Form 10-K, or modify or update other disclosures therein in any way
other than as required to correct the designation on the cover page Item 15. Exhibits, Financial Statement Schedules and Reports on Form 8-K.  (a)
    List of Exhibits filed pursuant to Item 601 of Regulation S-K. The following exhibits are being filed herewith: 31.1         Rule 13a-14(a) Certification of Chief Executive Officer 31.2         Rule 13a-14(a) Certification of Chief Financial Officer 32.1         Rule 13a-14(b) Certification of Chief Executive Officer 32.2         Rule 13a-14(b) Certification of Chief Financial Officer -1-




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SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Amendment to its
Annual Report on Form 10-K to be signed on its behalf by the undersigned,
thereunto duly authorized. NUMEREX CORP.Date: March 30, 2004
    
    By: /s/Stratton J. Nicolaides
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