SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 SCHEDULE 13G Amendment No. 1 Under the Securities Exchange Act of 1934 Merge Technologies Incorporated (Name of Issuer) Common Stock, Par Value $0.01 per share (Title of Class of Securities) 589981 10 9 (CUSIP Number) December 31, 2002 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [ ] Rule 13d-1(c) [ X ] Rule 13d-1(d) CUSIP NO.: 589981 10 9 -------------------------------------------------------------------------------- 1. Name(s) of Reporting Persons Social Security or Internal Revenue Service Identification Nos. of Above Persons Harvey L. Poppel, individually and as General Partner of Poptech, L.P. Emily A. Poppel -------------------------------------------------------------------------------- 2. Check the Appropriate Box if a Member of a Group (a) Not Applicable (b) [ ] -------------------------------------------------------------------------------- 3. SEC Use Only -------------------------------------------------------------------------------- 4. Citizenship or Place of Organization U. S. A. -------------------------------------------------------------------------------- Number of 5) Sole Voting Power Harvey L. Poppel 1,064,448(1) Shares Emily A. Poppel 11,300 Beneficially -------------------------------------------------------- Owned 6) Shared Voting Power 80,300 by Each -------------------------------------------------------- Reporting 7) Sole Dispositive Power Harvey L. Poppel 1,064,448(1) Person With Emily A. Poppel 11,300 -------------------------------------------------------- 8) Shared Dispositive Power 80,300 -------------------------------------------------------------------------------- 9. Aggregate Amount Beneficially Owned by Each Reporting Person Harvey L. Poppel 1,064,448(1)(2) Emily A. Poppel 91,600(3) -------------------------------------------------------------------------------- 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ] -------------------------------------------------------------------------------- 11. Percent of Class Represented by Amount in Row (9) 11.34% -------------------------------------------------------------------------------- 12. Type of Reporting Person IN -------------------------------------------------------------------------------- (1)Includes 588,236 shares of Common Stock registered to Poptech, L. P., of which Harvey L. Poppel is the General Partner. (2)Includes 80,300 shares held jointly with Emily A. Poppel. (3)Includes 80,300 shares held jointly with Harvey L. Poppel. ITEM 1(a) NAME OF ISSUER: Merge Technologies Incorporated ITEM 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 1126 South 70th Street Suite S 107 B Milwaukee, Wisconsin 53214-3151 ITEM 2(a) NAME OF PERSON FILING: Harvey L. Poppel ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: 1391 Sixth Street Sarasota, Floridaa 34236 ITEM 2(c) CITIZENSHIP: U. S. A. ITEM 2(d) TITLE OF CLASS OF SECURITIES: Common Stock, Par Value $0.01 per share ITEM 2(e) CUSIP NUMBER: 589981 10 9 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b), OR 13d-2(b), CHECK WHETHER THE PERSON FILING IS A: (a) [ ] Broker or dealer registered under section 15 of the Act (b) [ ] Bank as defined in section 3(a)(6) of the Act (c) [ ] Insurance company as defined in section 3(a)(19) of the Act (d) [ ] Investment company registered under section 8 of the Investment Company Act (e) [ ] An investment adviser registered under section 203 of the Investment Advisers Act of 1940 (f) [ ] An employee benefit plan or endowment fund in accordance with section 240.13d-1(b(1)(ii)(F) (g) [ ] A parent holding company, in accordance with section 240.13d-1(b)(ii)(G) (h) [ ] A savings association as defined in section 3(b) of the Federal Deposit Insurance Act (i) [ ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (j) [ ] Group, in accordance with section 240.13d-1(b) (1)(ii)(J) ITEM 4. OWNERSHIP (a) Amount Beneficially Owned: Harvey L. Poppel 1,064,448(1)(2) Emily A. Poppel 91,600(3) (b) Percent of Class: 11.34% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote Harvey L. Poppel 1,064,448(1) Emily A. Poppel 11,300 (ii) shared power to vote or to direct the vote 80,300 (iii) sole power to dispose or to direct the disposition of Harvey L. Poppel 1,064,448(1) Emily Poppel 11,300 (iv) shared power to dispose or to direct the disposition of 80,300 (1)Includes 588,236 shares of Common Stock registered to Poptech, L. P., of which Harvey L. Poppel is the General Partner. (2)Includes 80,300 shares held jointly with Emily A. Poppel. (3)Includes 80,300 shares held jointly with Harvey L. Poppel. ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ]. ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON Not applicable ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SsECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY Not applicable ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP Not applicable ITEM 9. NOTICE OF DISSOLUTION OF GROUP Not applicable Item 10. CERTIFICATION SIGNATURE ----------- After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: February 14, 2003 Signature: /s/ Harvey L. Poppel ------------------------- Harvey L. Poppel /s/ Emily A. Poppel ------------------------- Emily A. Poppel POPTECH, L.P. By: /s/ Harvey L. Poppel ---------------------- Harvey L. Poppel General Manager AGREEMENT RELATING TO JOINT FILING OF SCHEDULE 13G In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that a single Schedule 13G (or any amendment thereof) relating to the Common Stock of Merge Technologies Incorporated shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an Exhibit to such Schedule 13G (or any amendment thereof), provided that, as contemplated by Section 13d-1(k)(1)(ii), no person shall be responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Agreement and the filing of the Schedule 13G shall not be construed to be an admission that any of the undersigned is a member of a "group" consisting of one or more of such persons purchase to Section 13(g) of the Securities Exchange Act of 1934, as amended and the rules thereunder. Date: February 14, 2003 Signature: /s/ Harvey L. Poppel ---------------------- Harvey L. Poppel /s/ Emily A. Poppel ---------------------- Emily A. Poppel POPTECH, L. P. By: /s/ Harvey L. Poppel ---------------------- Harvey L. Poppel General Manager