Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  SOUTHEASTERN TECHNOLOGY FUND LP
2. Date of Event Requiring Statement (Month/Day/Year)
02/09/2005
3. Issuer Name and Ticker or Trading Symbol
EMAGEON INC [EMAG]
(Last)
(First)
(Middle)
207 EAST SIDE SQUARE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

HUNTSVILLE, AL 35801
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Preferred Stock Series B 887,193
D
 
Preferred Stock Series B 8,771,930 (1)
I
See Footnotes (4) (5) (6)
Preferred Stock Series C 11,695,906 (2)
I
See Footnotes (4) (5) (6)
Preferred Stock Series E 33,404
D
 
Preferred Stock Series E 668,352 (3)
I
See Footnotes (4) (5) (6)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SOUTHEASTERN TECHNOLOGY FUND LP
207 EAST SIDE SQUARE
HUNTSVILLE, AL 35801
    X    
Southeastern Capital Co. II, L.L.C.
207 EAST SIDE SQUARE
HUNTSVILLE, AL 35801
    X    
Southeastern Capital Co., L.L.C.
207 EAST SIDE SQUARE
HUNTSVILLE, AL 35801
    X    
Southeastern Management Co., L.L.C.
207 EAST SIDE SQUARE
HUNTSVILLE, AL 35801
      See Footnotes 5 and 6
STF PARTNERS II LP
207 EAST SIDE SQUARE
HUNTSVILLE, AL 35801
    X    
STF PARTNERS QP II L P
207 EAST SIDE SQUARE
HUNTSVILLE, AL 35801
    X    
STF INSTITUTIONAL PARTNERSHIP II L P
207 EAST SIDE SQUARE
HUNTSVILLE, AL 35801
    X    

Signatures

Southeastern Technology Fund, LP By: Southeastern Capital Co., LLC By: /s/ Chirs H. Horgen, Senior Managing Partner 02/09/2005
**Signature of Reporting Person Date

Southeastern Capital Co. II, LLC By: /s/ Chirs H. Horgen, Senior Managing Partner 02/09/2005
**Signature of Reporting Person Date

Southeastern Capital Co., LLC By: /s/ Chirs H. Horgen, Senior Managing Partner 02/09/2005
**Signature of Reporting Person Date

Southeastern Management Co., LLC By: /s/ Chirs H. Horgen, Senior Managing Partner 02/09/2005
**Signature of Reporting Person Date

STF Partners II, LP By: Southeastern Capital Co. II, LLC By: /s/ Chirs H. Horgen, Senior Managing Partner 02/09/2005
**Signature of Reporting Person Date

STF Partners QP II, LP By: Southeastern Capital Co. II, LLC By: /s/ Chirs H. Horgen, Senior Managing Partner 02/09/2005
**Signature of Reporting Person Date

STF Institutional Partners II, LP By: Southeastern Capital Co. II, LLC By: /s/ Chirs H. Horgen, Senior Managing Partner 02/09/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Preferred Stock Series B: STF Partners II, LP ("STFP") beneficially owns 2,791,592 shares; STF Partners QP II, LP ("STFQP") beneficially owns 1,377,128 shares, and STF Institutional Partners II, LP ("STFIP") beneficially owns 7,527,186 shares.
(2) Preferred Stock Series C: STF Partners II, LP ("STFP") beneficially owns 2,093,694 shares; STF Partners QP II, LP ("STFQP") beneficially owns 1,032,846 shares, and STF Institutional Partners II, LP ("STFIP") beneficially owns 5,645,390 shares.
(3) Preferred Stock Series E: STF Partners II, LP ("STFP") beneficially owns 159,523 shares; STF Partners QP II, LP ("STFQP") beneficially owns 78,695 shares, and STF Institutional Partners II, LP ("STFIP") beneficially owns 430,134 shares.
(4) Southeastern Capital Co., LLC ("SCC") is the general partner of Southeastern Technology Fund, LP ("SETF"), and owns a 1% equity and voting interest in SETF. Southeastern Capital Co. II, LP ("SCCII") is the general partner of STFIP, STFP, and STFQP, and owns a 0.9900% equity and voting interest in each of STFP, STFIP, and STFQP.
(5) Southeastern Management Co., LLC ("SMC") provides investment advisory and administrative services to SETF, STFP, STFII, STFQP, SCC and SCCII.
(6) SCC and SCCII, as the general partners of SETF, STFP, STFIP, and STFQP, and SMC, as the investment advisor for SETF, STFP, STFIP, STFQP, SCC, SCCII and SMC may be deemed to hold voting and investment power for the shares held by the foregoing funds. SCC, SCCII and SMC disclaim beneficial ownership of all such shares held by the foregoing funds, except to the extent of their proportionate pecuniary interests therein.

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