Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN 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. Issuer Name and Ticker or Trading Symbol
EMAGEON INC [EMAG]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
207 EAST SIDE SQUARE
3. Date of Earliest Transaction (Month/Day/Year)
02/14/2005
(Street)

HUNTSVILLE, AL 35801
4. If Amendment, Date Original Filed(Month/Day/Year)
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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/14/2005   C   145,814 A (1) 145,814 D  
Common Stock 02/14/2005   C   2,916,335 A (1) 2,916,335 I See Footnotes (2) (6) (7) (8)

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Preferred Stock Series B (1) 02/14/2005   C     887,193   (9)   (9) Common Stock 141,766 (1) 0 D  
Preferred Stock Series B (1) 02/14/2005   C     8,771,930   (9)   (9) Common Stock 1,417,663 (1) 0 I See Footnotes (3) (6) (7) (8)
Preferred Stock Series C (1) 02/14/2005   C     11,695,906   (9)   (9) Common Stock 1,417,663 (1) 0 I See Footnotes (4) (6) (7) (8)
Preferred Stock Series E (1) 02/14/2005   C     33,404   (9)   (9) Common Stock 4,048 (1) 0 D  
Preferred Stock Series E (1) 02/14/2005   C     668,352   (9)   (9) Common Stock 81,009 (1) 0 I See Footnotes (5) (6) (7) (8)

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 7 and 8
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   02/16/2005
**Signature of Reporting Person Date

 Southeastern Capital Co. II, LLC By: /s/ Chirs H. Horgen, Senior Managing Partner   02/16/2005
**Signature of Reporting Person Date

 Southeastern Capital Co., LLC By: /s/ Chirs H. Horgen, Senior Managing Partner   02/16/2005
**Signature of Reporting Person Date

 Southeastern Management Co., LLC By: /s/ Chirs H. Horgen, Senior Managing Partner   02/16/2005
**Signature of Reporting Person Date

 STF Partners II, LP By: Southeastern Capital Co. II, LLC By: /s/ Chirs H. Horgen, Senior Managing Partner   02/16/2005
**Signature of Reporting Person Date

 STF Partners QP II, LP By: Southeastern Capital Co. II, LLC By: /s/ Chirs H. Horgen, Senior Managing Partner   02/16/2005
**Signature of Reporting Person Date

 STF Institutional Partners II, LP By: Southeastern Capital Co. II, LLC By: /s/ Chirs H. Horgen, Senior Managing Partner   02/16/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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) Upon the closing of the Issuer's public offering, the Preferred Stock Series B converted on a 0.1616:1 basis, the Preferred Stock Series C converted on a 0.1212:1 basis, and the Preferred Stock Series E converted on a 0.1212:1 basis.
(2) Common Stock: STF Partners II, LP ("STFP") beneficially owns 696,073 shares; STF Partners QP II, LP ("STFQP") beneficially owns 343,382 shares, and STF Institutional Partners II, LP ("STFIP") beneficially owns 1,876,880 shares.
(3) Preferred Stock Series B: STFP beneficially owns 2,093,694 shares; STFQP beneficially owns 1,032,846 shares; and STFIP beneficially owns 5,645,390 shares.
(4) Preferred Stock Series C: STFP beneficially owns 2,791,592 shares; STFQP beneficially owns 1,377,128 shares; and STFIP beneficially owns 7,527,186 shares.
(5) Preferred Stock Series E: STFP beneficially owns 159,523 shares; STFQP beneficially owns 78,695 shares; and STFIP beneficially owns 430,134 shares.
(6) 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.
(7) Southeastern Management Co., LLC ("SMC") provides investment advisory and administrative services to SETF, STFP, STFIP, STFQP, SCC and SCCII.
(8) 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; and SCCII, may each 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.
(9) These shares were immediately exercisable. They had no expiration date.

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