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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* VALENTE LOUIS P (Last) (First) (Middle) C/O MKS INSTRUMENTS SIX SHATTUCK ROAD (Street) ANDOVER MA 01810 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol PALOMAR MEDICAL TECHNOLOGIES INC [ PMTI ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner X Officer (give title below) Other (specify below) Chairman
	3. Date of Earliest Transaction (Month/Day/Year) 02/12/2004
	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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/10/2004		M		125,488	A	$3.1875	159,489	D
Common Stock	02/10/2004		M		50,000	A	$1.9688	209,489	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Incentive Stock Option (right to buy)(1)	$1.9688	02/10/2004		M			50,000	02/01/2003(2)	01/31/2010	Common Stock	50,000	$0	0	D
Incentive Stock Option (right to buy)(1)	$3.1875	02/10/2004		M			125,488	05/15/2002(3)	05/31/2009	Common Stock	125,488	$0	0	D
Incentive Stock Option (right to buy)(4)	$1							(2)	04/03/2011	Common Stock	100,000		100,000	D
Incentive Stock Option (right to buy)(5)	$5.05							(2)	07/21/2013	Common Stock	13,333		13,333	D
Non-Qualified Stock Option (right to buy)(4)	$1							(2)	04/03/2011	Common Stock	8,333		8,333	D
Non-Qualified Stock Option (right to buy)(1)	$1.9688							(2)	01/31/2010	Common Stock	100,000		100,000	D
Non-Qualified Stock Option (right to buy)(1)	$3.1875							(3)	05/31/2009	Common Stock	74,512		74,512	D
Non-Qualified Stock Option (right to buy)(5)	$5.05							(2)	07/21/2013	Common Stock	6,667		6,667	D

Explanation of Responses:

1. 1996 Stock Option Plan

2. The stock option is exercisable in three equal installments, commencing one year from date of grant.

3. The stock option is exercisable in five equal installments, commencing one year from date of hire.

4. 1993 Stock Option Plan

5. 1998 Stock Option Plan

	By: Paul S. Weiner For: Louis P. Valente	02/12/2004
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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