SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

MCCLUSKI STEPHEN C

(Last)

(First)

(Middle)

ONE BAUSCH & LOMB PLACE

(Street)

ROCHESTER

14604-

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BAUSCH & LOMB INC [ BOL ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Senior Vice President

3. Date of Earliest Transaction (Month/Day/Year)
04/03/2007

4. If Amendment, Date of 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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/03/2007		M		5	A	$0⁽¹⁾	22,179	D
Common Stock	04/03/2007		M		2,118	A	$0⁽¹⁾	24,297	D
Common Stock	04/03/2007		D		5	D	$51.53	24,292	D
Common Stock	04/03/2007		F		683	D	$51.53	23,609	D
Common Stock								1,765	I	By 401(k) Plan

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Phantom Stock	$0⁽¹⁾	04/03/2007		M⁽²⁾			5	⁽³⁾	⁽³⁾	Common Stock	5	⁽¹⁾	6,487	I	Deferred Compensation Plan
Phantom Stock	$0⁽¹⁾	04/03/2007		M⁽⁴⁾			2,118	⁽³⁾	⁽³⁾	Common Stock	2,118	⁽¹⁾	7,368	I	LTI Deferred Compensation Plan

Explanation of Responses:

1. Each share of phantom stock is the economic equivalent of one share of BOL common stock.

2. Disposition of phantom stock units as a result of a payout from the reporting person's deferred compensation account pursuant to the Company's Executive Deferred Compensation Plan. The reported phantom stock units are being settled pursuant to the reporting person's election. The reporting person settled 5 phantom shares for cash.

3. The reported phantom stock was acquired under the Company's Deferred Compensation Plan and will be settled upon the reporting person's payout election by delivery of BOL common stock on a 1-for-1 basis. Each share of phantom stock is the economic equivalent of one share of BOL common stock.

4. Disposition of phantom stock units as a result of a payout from the reporting person's deferred compensation account pursuant to the Company's Restricted Stock Deferred Compensation Plan. The reported phantom stock units were acquired through deferral of class B restricted stock into the company's Restricted Stock Compensation Plan and are being settled pursuant to the reporting person's election. The reporting person settled 1,435 phantom shares for an equal number of BOL common shares and 683 phantom shares for payment of tax withholding obligations.

	Jean F. Geisel, Power of Attorney for Stephen C. McCluski	04/05/2007
	** 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 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).
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