8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities and Exchange Act of 1934

Date of Report (Date of earliest event reported): March 22, 2007

LCA-VISION INC.

(Exact name of registrant as specified in its charter)

Delaware
(State or Other Jurisdiction of
Incorporation) 0-27610
(Commission
File Number) 11-2882328
(IRS Employer
Identification No.)

7840 Montgomery Road, Cincinnati, Ohio
(Address of Principal Executive Offices) 45236
(Zip Code)

Registrant’s telephone number, including area code: (513) 792-9292

N/A
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02   Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On March 22, 2007, Craig P.R. Joffe, the Chief Operating Officer and General Counsel of LCA-Vision, resigned as a director effective as of that date, and as an executive officer effective as of March 30, 2007.

Item 7.01   Regulation FD Disclosure.

On March 27, 2007, LCA-Vision Inc. issued a press release to announce the event reported under Item 5.02 above. The text of the press release is furnished as Exhibit 99.1 to this Form 8-K.

The information in this Current Report on Form 8-K and the Exhibit attached hereto is furnished pursuant to the rules and regulations of the Securities and Exchange Commission and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01   Financial Statements and Exhibits.

(d) Exhibits.

99.1   Press release dated March 27, 2007

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

LCA-VISION INC.
 

/s/ Alan H. Buckey  

Alan H. Buckey 

Executive Vice President/Finance and
Chief Financial Officer 

Date: March 27, 2007

EX-99.1

Exhibit 99.1

PRESS RELEASE

LCA-Vision Announces a Management and Board Change

Cincinnati, March 27, 2007 — LCA-Vision Inc. (NASDAQ: LCAV), a leading provider of laser vision correction services under the LasikPlus brand, today announced that Craig Joffe has resigned from the Board of Directors effective as of March 22, 2007. In addition, Mr. Joffe has resigned as Chief Operating Officer and General Counsel effective as of March 30, 2007. Mr. Joffe joined the company in March 2003, and was a key member of the executive management team that helped grow the company’s revenues from $62 million in 2002 to over $256 million in 2006. Also during this time, the company developed an expansion infrastructure allowing it to successfully open approximately 35 LasikPlus vision centers. Mr. Joffe, who in addition to his executive leadership role in both operational and legal capacities, also served as Interim Chief Executive Officer from March 1, 2006 through November 1, 2006, helping build the company’s operational, human resources, and risk management infrastructures, as the executive management team continued to grow awareness of the LasikPlus brand across the United States.

Tony Woods, LCA-Vision’s Chairman said “Craig has been a key member of LCA-Vision’s executive management team, and on behalf of the board of directors and management team, I thank him for his hard work in helping further establish LCA-Vision/LasikPlus as a recognized name and highly-regarded industry leader. Through his keen intellect and energy, Craig helped shape the strategies that have led to the success of our company over the past several years. While we are sad to see Craig leave LCA-Vision, we are fortunate to have a capable and seasoned management team now led by Steve Straus, and world- renowned surgeons and healthcare professionals with strong operational and industry experience who will continue to execute our business strategies.”

Forward-Looking Statements
This news release may contain forward-looking statements that are subject to risks and uncertainties that may result in actual results to differ materially from current expectations. For a discussion of risks and uncertainties faced, please refer to our filings with the Securities and Exchange Commission including, but not limited to, our Forms 10-K and 10-Q.

About LCA-Vision Inc./LasikPlus
LCA-Vision Inc. is a leading provider of laser vision correction services under the LasikPlus brand. We own and operate 61 LasikPlus fixed-site laser vision correction centers in the United States and a joint venture in Canada. Additional information is available at our corporate websites: www.lca-vision.com and www.lasikplus.com. It’s Not Just LASIK. It’s LasikPlus!

For Additional Information
Alan Buckey
Chief Financial Officer
513-792-9292
abuckey@lca.com