UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A

AMENDMENT #1

(Mark One)

/X/	Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the fiscal year ended December 31, 1999

/ /	Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from __________________________to__________________________

Commission file Number 0-26832

Lumisys Incorporated

(Exact name of registrant as specified in its charter)



|Delaware                                             | 77-0133232                          
|---------------------------------------------------- | ------------------------------------
|(State of incorporation)                             | (I.R.S. Employer Identification No.)
|225 Humboldt Court, Sunnyvale, CA                    | 94089                               
|(Address of principal executive offices)             | (Zip Code)                          
|(408) 733-6565                                      
|(Registrant's telephone number, including area code)



Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act:

Title of each Class

Common, $0.001 par value

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. /X/ Yes / / No

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 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. /X /

As of March 10, 2000, there were issued and outstanding 9,240,805 shares of Common Stock; the aggregate market value of the shares of such stock held by nonaffiliates of the registrant was $40,344,374 as of the same date, assuming
solely for purposes of this calculation that all directors and executive officers of the Registrant are "affiliates." This determination of affiliate status is not necessarily a conclusive determination for other purposes.

Documents Incorporated By Reference

Annual Report on Form 10-K filed March 29, 2000

PART IV

Item 14.	Exhibits, Financial Statement Schedules and Reports on Form 8-K

1. Index to Exhibits





|ExhibitNumber | Description of Document           
|------------- | ----------------------------------
|23.1          | Consent of Independent Accountants



Signatures

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized in Sunnyvale, California
on March 31, 2000:

|                      | LUMISYS INCORPORATED   
|--------------------- | -----------------------
|                      |                        
|Dated: March 31, 2000 | By/s/ Phillip Berman   
|                      | Phillip Berman, M.D.   
|                      | Chief Executive Officer



Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

|Signature                | Title                                        | Date          
|------------------------ | -------------------------------------------- | --------------
|                         |                                              |               
|/s/ Phillip Berman       | Chief Executive Officer and Director         | March 31, 2000
|Phillip Berman, M.D.     |                                              |               
|                         |                                              |               
|/s/Bala S. Manian        | Chairman of the Board of Directors           | March 31, 2000
|Bala S. Manian, Ph.D     |                                              |               
|                         |                                              |               
|/s/ Dean MacIntosh       | Vice President and Chief Financial Officer   | March 31, 2000
|Dean MacIntosh           | (Principal Financial and Accounting Officer) |               
|                         |                                              |               
|/s/ Daniel Burstein      | Director                                     | March 31, 2000
|Daniel Burstein          |                                              |               
|                         |                                              |               
|/s/ Douglas DeVivo       | Director                                     | March 31, 2000
|Douglas G. DeVivo, Ph.D. |                                              |               
|                         |                                              |               
|/s/ Robert J. Gallagher  | Director                                     | March 31, 2000
|Robert J. Gallagher      |                                              |               
|                         |                                              |               
|/s/ Albert L. Greene     | Director                                     | March 31, 2000
|Albert L. Greene         |                                              |               
|                         |                                              |               
|/s/ Craig Klosterman     | Director                                     | March 31, 2000
|Craig L. Klosterman      |                                              |               
|                         |                                              |               
|/s/ C. Richard Kramlich  | Director                                     | March 31, 2000
|C. Richard Kramlich      |                                              |