SEC FORM 3/A

SEC Form 3

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

DREW J CHRISTOPHER

(Last)

(First)

(Middle)

OMNICELL, INC.

1201 CHARLESTON ROAD

(Street)

MOUNTAIN VIEW

94043

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/01/2003

3. Issuer Name and Ticker or Trading Symbol
OMNICELL INC /CA/ [ OMCL ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Sr. V.P., Business Development

5. If Amendment, Date of Original Filed (Month/Day/Year)
12/11/2003

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
Common Stock	8,629	D

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: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (right to buy)	07/01/1998⁽¹⁾	02/02/2008	Common Stock	2,287	$10.4	D
Stock Option (right to buy)	07/01/1999⁽²⁾	02/15/2009	Common Stock	4,375	$10.4	D
Stock Opton (right to buy)	09/01/1999⁽³⁾	08/30/2009	Common Stock	2,500	$10.4	D
Stock Option (right to buy)	08/01/2000⁽⁴⁾	01/31/2010	Common Stock	2,500	$10.4	D
Stock Option (right to buy)	09/20/2000⁽⁵⁾	04/02/2010	Common Stock	2,500	$10.4	D
Stock Option (right to buy)	05/08/2002⁽⁶⁾	05/07/2011	Common Stock	5,000	$7.2	D
Stock Option (right to buy)	09/21/2001⁽⁷⁾	09/20/2011	Common Stock	2,500	$5.6	D
Stock Option (right to buy)	08/02/2002⁽⁸⁾	05/02/2012	Common Stock	1,708	$5.15	D
Stock Option (right to buy)	05/02/2002⁽⁹⁾	05/02/2012	Common Stock	7,081	$5.15	D
Stock Option (right to buy)	11/05/2008⁽¹⁰⁾	11/05/2009	Common Stock	22,985	$2.75	D
Stock Option (right to buy)	12/20/2002⁽¹¹⁾	12/20/2012	Common Stock	100,000	$3.03	D
Stock Option (right to buy)	04/18/2003⁽¹²⁾	04/17/2008	Common Stock	50,000	$5.2	D
Stock Option (right to buy)	05/21/2004⁽¹³⁾	05/20/2008	Common Stock	2,000	$7	D
Stock Option (right to buy)	07/02/2004⁽¹⁴⁾	07/01/2008	Common Stock	50,000	$10	D
Stock Option (right to buy)	12/04/2007⁽¹⁵⁾	12/03/2008	Common Stock	40,000	$13.16	D

Explanation of Responses:

1. Option vests 1/10th of the shares on July 1, 1998, and ratably thereafter over the subsequent 60 months.

2. Option vests 1/10th of the shares on July 1, 1999, and ratably thereafter over the subsequent 60 months.

3. Option vests 1/30th of the shares on September 1, 1999, and ratably thereafter over the subsequent 28 months.

4. Option vests 20% of the shares on August 1, 2000, and ratably thereafter over the subsequent 30 months.

5. Option vests 1/6th of the shares on September 20, 2000, and ratably thereafter over the subsequent 30 months.

6. Option vests 25% of the shares on May 8, 2002, and ratably thereafter over the subsequent 36 months.

7. Option vests 1/36th of the shares on September 21, 2001, and ratably thereafter over the subsequent 36 months.

8. Option vests 25% of the shares on August 2, 2002, and ratably thereafter over the subsequent 12 months.

9. Option vests 1/30th of the shares on May 2, 2002, and ratably thereafter over the subsequent 30 months.

10. Option vests 100% on November 5, 2008, subject to acceleration upon the achievement of certain milestones.

11. Option vests 1/48th of the shares on December 20, 2002, and ratably thereafter over the subsequent 48 months.

12. Option vests 1/48th of the shares on April 18, 2003, and ratably thereafter over the subsequent 48 months.

13. Option vests 25% on May 21, 2004, and ratably thereafter over the subsequent 36 months.

14. Option vests 25% on July 2, 2004, and ratably thereafter over the subsequent 36 months.

15. Option granted on December 4, 2003. 100% of the shares vest on December 4, 2007, subject to acceleration upon the achievement of certain milestones.

	/s/ J. Christopher Drew	02/04/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.