UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.__1__)


Integral Vision, Inc.

(Name of Issuer)

Common Stock
(Title of Class of Securities)

45811H106
(CUSIP Number)
		with a copy to:
Austin W. Marxe		Allen B. Levithan, Esq.
527 Madison Avenue, Suite 2600		Lowenstein Sandler PC
New York, New York 10022		65 Livingston Avenue
			Roseland, New Jersey 07068
			(973) 597-2424
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

June 30, 2009
(Date of Event which Requires Filing of this Statement)


If the filing person has previously filed a statement on Schedule l3G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of section 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box. ?

Note:  Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits.  See section 240.13d-7 for
other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be
deemed to be ?filed? for the purpose of Section 18 of the Securities Exchange
Act of 1934 (?Act?) or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).



Cusip No.   45811H106
	1.	Names of Reporting Persons.  I.R.S. Identification Nos. of above
persons (entities only):

	Austin W. Marxe and David M. Greenhouse


	2.	Check the Appropriate Box if a Member of a Group (See Instructions):
	(a)	[    ]	 	Not Applicable
	(b)	[    ]

	3.	SEC Use Only

	4.	Source of Funds (See Instructions):  00

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e):
				Not Applicable

	6.	Citizenship or Place of Organization:	    United States

	Number of	7.	Sole Voting Power:	0*
	Shares Beneficially	8.	Shared Voting Power:      8,070,449*
	Owned by
	Each Reporting	9.	Sole Dispositive Power:	0*
	Person With	10.	Shared Dispositive Power:      8,070,449*

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person:
8,070,449*

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares
		(See Instructions):		               Not Applicable

	13.	Percent of Class Represented by Amount in Row (11):    22.30% *

	14.	Type of Reporting Person (See Instructions):       IA, IN


*	This is a joint filing by Austin W. Marxe (?Marxe?) and David M.
Greenhouse (?Greenhouse?).  Marxe and Greenhouse share sole voting and
investment power over 738,608 shares of Common Stock and 1,031,081 Warrants
to purchase Common shares owned by Special Situations Cayman Fund, L.P.,
309,841 shares of Common Stock owned by Special Situations Fund III QP, L.P.,
0 shares of Common stock owned by Special Situations Fund III, L.P., 0 shares
of Common Stock and 2,209,459 Warrants to purchase common shares owned by
Special Situations Private Equity Fund, L.P., and 219,200 shares of Common
Stock, and 309,325 Warrants to purchase Common shares owned by Special
Situations Technology Fund, L.P. and 1,352,800 shares of Common stock and
1,900,135 Warrants to purchase Common shares owned by Special Situations
Technology Fund II, L.P.   See Items 2 and 5 of this Schedule 13D for
additional information.


Item 1.	Security and Issuer.
	This schedule related to the common stock and warrants of Integral
Vision, Inc. (the ?Issuer?). The Issuer?s principal executive officers are
located at 49113 Wixom Tech Drive, Wixom, Michigan 48393.

Item 2.	Identity and Background.
	The persons filing this report are Austin W. Marxe (?Marxe?) and David M.
Greenhouse (?Greenhouse?), who are the controlling principals of AWM Invest-
ment Company, Inc. (?AWM?), the general partner of and investment adviser to
Special Situations Cayman Fund, L.P. (?Cayman?).  AWM serves as the general
partner of MGP Advisers Limited Partnership (?MGP?), the general partner of
and investment adviser to Special Situations Fund III, L.P. (?SSF3?) and the
general partner of Special Situations Fund III QP, L.P. (?SSFQP?).  Marxe and
Greenhouse are also members of MG Advisers, L.L.C. (?MG?), the general partner
of Special Situations Private Equity Fund, L.P. (?SSPE?) and members of SST
Advisers, L.L.C. (?SSTA?), the general partner of Special Situations Technology
Fund, L.P. (?Technology?) and Special Situations Technology Fund II, L.P.
(?Tech2?).  AWM also serves as the investment adviser to SSFQP, SSPE,
Technology and Tech2.   (SSF3, SSFQP, Cayman, SSPE, Technology and Tech2 will
hereafter be referred to as, the ?Funds?).

The principal office and business address of the Reporting Persons, is 527
Madison Avenue, Suite 2600, New York, NY 10022.

The principal business of each Fund is to invest in equity and equity-related
securities and other securities of any kind or nature.

	Mr. Marxe and Mr. Greenhouse have never been convicted in any
criminal proceeding (excluding traffic violations or similar misdemeanors), nor
have either of them been a party to any civil proceeding commenced before a
judicial or administrative body of competent jurisdiction as a result of which
he was or is now subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to such laws.  Mr.
Marxe and Mr. Greenhouse are citizens of the United States.

Item 3.	Source and Amount of Funds or Other Consideration.
	Each Fund utilized its own available net assets to purchase the
securities referred to in this Schedule.

Item 4.	Purpose of Transaction.

	The securities referred to in this Schedule have been acquired by
each of the Funds for investment purposes and not with the purpose or effect of
changing or influencing control of the Issuer.  Each Fund acquired the
securities in the ordinary course of business and is holding the securities for
the benefit of its investors.

Item 5.	Interest in Securities of the Issuer.

		Cayman owns 738,608 shares of Common Stock and 1,031,081 Warrants to
purchase Common shares, or 5.6% of the shares outstanding, SSFQP owns 309,841
shares of Common Stock, or 1.0% of the shares outstanding, SSF3 owns 0 shares
of Common stock, or 0.0% of the shares outstanding, SSPE owns 0 shares of
Common Stock and 2,209,459 Warrants to purchase Common shares, or 6.7% of the
outstanding shares, Technology owns 219,200 shares of Common Stock
and 309,325 Warrants to purchase Common shares or 1.7% of the shares
outstanding, and Tech II owns 1,352,800 shares of Common stock and 1,900,135
Warrants to purchase Common shares, or 10.0% of the outstanding shares.
Messrs. Marxe and Greenhouse share the power to vote and direct the
disposition of all shares of Common Stock owned by each of the Funds. Messrs.
Marxe and Greenhouse are deemed to beneficially own a total of 2,620,449 shares
of Common Stock and 5,450,000 Warrants to purchase Common shares or 22.30% of
the outstanding shares.

		The following table reflects transactions effected during the last
60 days of this statement.  There were no other transactions during the sixty
days preceding the event that required the filing of this statement.
All transactions were effected in the open market.

A.  Special Situations Cayman Fund, L.P.

Date
Quantity
Average Price

(Purchases)







Date
Quantity
Average Price

(Sales)








       B.  Special Situations Private Equity Fund, L.P.

Date
Quantity
Average Price

(Purchases)







Date

Quantity

Average Price

(Sales)

During June 2009
1,574,888
$.05


C.  Special Situations Technology Fund, L.P.

Date
Quantity
Average Price


(Purchases)






Date

Quantity

Average Price

(Sales)





D  Special Situations Technology Fund II, L.P.

Date
Quantity
Average Price


(Purchases)






Date

Quantity

Average Price

(Sales)




E.	Special Situations Fund III, L.P.

Date
Quantity
Average Price


(Purchases)






Date

Quantity

Average Price

(Sales)

During June 2009
27,152
$.08


Item 6.	Contracts, Arrangements, Understandings or Relationships With
Respect to Securities of the Issuer.

		No contracts, arrangements, understandings or similar relationships
exist with respect to the securities of the Company between Messrs. Marxe and
Greenhouse and any other individual or entity.

Item 7.	Material to be Filed as Exhibits.

	Joint Filing Agreement.


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.


Dated: July 9, 2009



	/s/_Austin W. Marxe
Austin W. Marxe



	/s/_David M. Greenhouse
David M. Greenhouse






Attention:  Intentional misstatements or omissions of fact constitute Federal
criminal violations (See 18 U.S.C. 1001).


JOINT FILING AGREEMENT


	Austin W. Marxe and David M. Greenhouse hereby agree that the Schedule
13D to which this agreement is attached is filed on behalf of each of them.



	/s/_Austin W. Marxe
Austin W. Marxe



	/s/_David M. Greenhouse
David M. Greenhouse







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