UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                             -----------------------

                                   FORM 10-K/A
                                 AMENDMENT NO. 1

                             -----------------------

 |X| ANNUAL REPORT  PURSUANT TO SECTION 13 OR 15(D) OF THE  SECURITIES  EXCHANGE
     ACT OF 1934

                   FOR THE FISCAL YEAR ENDED DECEMBER 31, 2003
                                       OR

 |_| TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR  15(D)  OF THE  SECURITIES
     EXCHANGE ACT OF 1934

                FOR THE TRANSITION PERIOD FROM         TO
                                               -------    -------

                         Commission file number 1-14036
                             -----------------------

                                DST SYSTEMS, INC.
             (Exact name of Registrant as specified in its charter)

                             -----------------------

             DELAWARE                                    43-1581814
  (State or other jurisdiction              (I.R.S. Employer identification no.)
of incorporation or organization)

333 WEST 11TH STREET, KANSAS CITY, MISSOURI                 64105
(Address of principal executive offices)                  (Zip code)

                                 (816) 435-1000
               Registrant's telephone number, including area code

Securities registered pursuant to
Section 12(b) of the Act:
                                                  Name of each Exchange on which
          Title of each class                     registered
          -------------------                     ------------------------------
COMMON STOCK, $0.01 PER SHARE PAR VALUE              NEW YORK STOCK EXCHANGE

Securities registered pursuant to Section 12(g) of the Act: NONE

Indicate  by check  mark  whether  the  registrant:  (1) has filed  all  reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days. YES |X| NO |_|

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best of registrant's  knowledge, in a definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. |_|

Indicate  by check mark  whether  the  registrant  is an  accelerated  filer (as
defined in Exchange Act Rule 12b-2). YES |X| NO |_|

        Aggregate market value of the voting and non-voting stock held by
              non-affiliates of the Registrant as of June 30, 2003:
                 Common Stock, $0.01 par value - $4,394,515,168

          Number of shares outstanding of the Registrant's common stock
                             as of March 12, 2004:
                   Common Stock, $0.01 par value - 84,378,840




                                DST SYSTEMS, INC.
                                TABLE OF CONTENTS

Exhibit Index................................................................  3

Signatures...................................................................  4


                                DST SYSTEMS, INC.

EXPLANATORY NOTE

DST Systems,  Inc. ("DST") is filing this amendment to its annual report on Form
10-K for the year ended  December 31, 2003 ("Form  10-K") solely for the purpose
of  replacing  the  certifications  of DST's  Principal  Executive  Officer  and
Principal  Financial  Officer,  as required by Section 302 of the Sarbanes Oxley
Act, filed as Exhibits 31.1 and 31.2. As originally filed, these  certifications
inadvertently  omitted the date of the certifications.  The certifications filed
as exhibits hereto are identical to the certifications  previously filed, except
for the addition of the date the certifications were executed.




                                DST SYSTEMS, INC.
                                  EXHIBIT INDEX

EXHIBIT NO.

31.1      Certification  of Thomas A.  McDonnell,  Chief  Executive  Officer  of
          Registrant

31.2      Certification  of  Kenneth  V.  Hager,   Chief  Financial  Officer  of
          Registrant





                          DST SYSTEMS, INC. SIGNATURES

     Pursuant  to the  requirements  of  Section  13 or 15(d) of the  Securities
Exchange  Act of 1934,  the  Company has duly caused this report to be signed on
its behalf by the undersigned, thereto duly authorized.


DST SYSTEMS, INC.


By:  /s/  Kenneth V. Hager
     -----------------------------
      KENNETH V. HAGER
      Chief Financial Officer
      (Principal Financial Officer)

Dated: March 23, 2004