Dynamic contrast-enhanced quantitative first-pass perfusion using magnetic resonance imaging enables non-invasive objective assessment of myocardial ischemia without ionizing radiation. However, quantification of perfusion is challenging due to the non-linearity between the magnetic resonance signal intensity and contrast agent concentration. furthermore, respiratory motion during data acquisition precludes quantification of perfusion. While motion correction techniques have been proposed, they have been hampered by the challenge of accounting for dramatic contrast changes during the bolus and long execution times. in this work we investigate the use of a novel free-breathing multi-echo Dixon technique for quantitative myocardial perfusion. the Dixon fat images, unaffected by the dynamic contrast-enhancement, are used to efficiently estimate rigid-body respiratory motion and the computed transformations are applied to the corresponding diagnostic water images. this is followed by a second non-linear correction step using the Dixon water images to remove residual motion. the proposed Dixon motion correction technique was compared to the stateof-the-art technique (spatiotemporal based registration). We demonstrate that the proposed method performs comparably to the state-of-the-art but is significantly faster to execute. Furthermore, the proposed technique can be used to correct for the decay of signal due to T2* effects to improve quantification and additionally, yields fat-free diagnostic images. Myocardial perfusion can be assessed using dynamic MRI during first-pass of a contrast agent 1. While the images are routinely reviewed visually in the clinic, quantification is desirable as it is user-independent 2. Quantification of myocardial perfusion can be challenging mainly due to the non-linearity between the signal intensity and contrast agent concentration at concentrations necessary to observe potential perfusion abnormalities within the myocardium 3. Furthermore, respiratory motion makes the quantification of perfusion difficult, and may even preclude it. Although most commonly used to mitigate respiratory motion, breath-holding for at least 40 s (to cover the full first pass of the contrast bolus) is challenging for many patients, particularly under stress conditions. Moreover, long breath-holds can lead to changes in heart rate, resulting in images being acquired at slightly different cardiac phases thus introducing cardiac motion. Conversely, if patients are allowed to breathe normally, respiratory motion tends to be more regular and shallower when compared to the large gasps that may occur when the patient can no longer hold their breath. Therefore, acquisitions in free-breathing are easier to correct for respiratory motion using image registration compared to breath-holding with intermittent breathing. The problem of registering myocardial perfusion MR images is, however, challenging due to the rapid change in signal intensity during the contrast bolus transit. The dynamic contrast-enhancement invalidate...