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 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 *
WILLEY STEPHEN R
   2. Issuer Name and Ticker or Trading Symbol
MICROVISION INC [MVIS] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President
(Last)
(First)
(Middle)
C/O MICROVISION, INC., 19910 NORTH CREEK PARKWAY		 3. Date of Earliest Transaction (Month/Day/Year)
12/16/2003
(Street)

BOTHELL, WA 98011		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ 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

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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
Incentive Stock Option (right to buy) $ 6.4 12/16/2003   J(1)     78,125 09/30/1997 12/31/2003 Common Stock 78,125 $ 0 0 D  
Incentive Stock Option (right to buy) $ 6.4 12/16/2003   J(2)   78,125   12/16/2003 12/31/2008 Common Stock 78,125 $ 0 78,125 D  
Incentive Stock Option (right to buy) $ 7.2 12/16/2003   J(1)     39,500 09/30/1998 12/31/2004 Common Stock 39,500 $ 0 0 D  
Incentive Stock Option (right to buy) $ 7.2 12/16/2003   J(2)   39,500   12/16/2003 12/31/2009 Common Stock 39,500 $ 0 39,500 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
WILLEY STEPHEN R
C/O MICROVISION, INC.
19910 NORTH CREEK PARKWAY
BOTHELL, WA 98011		   X     President  

Signatures

 Stephen R. Willey   01/16/2004
**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) Cancelled option. On December 16, 2003, the original expiration date of this option was extended by five years. Filing requirements specify such an extension is reported as a cancellation of the original option and the issuance of a new option.
(2) Issued extended expiration option. On December 16, 2003, the original expiration date of this option's predecessor was extended by five years. Filing requirements specify such an extension is reported as a cancellation of the original option and the issuance of a new option.

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