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 Exchange Act of 1934

Date of Report (Date of earliest event reported): April 29, 2008

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                     45236

(Address of Principal Executive Offices)                           (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:

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 2.02 Results of Operations and Financial Condition.

On April 29, 2008, LCA-Vision Inc. issued a press release to report 2008 first quarter financial results. 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.

99.1Press release dated April 29, 2008

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: April 29, 2008

EX-99.1

Exhibit 99.1

News Release

LCA-Vision Reports First Quarter 2008 Financial Results

Cincinnati, April 29, 2008 - LCA-Vision Inc. (Nasdaq: LCAV), a leading provider of laser vision correction services under the LasikPlus^® brand, today announced financial and operational results for the first quarter ended March 31, 2008.

First Quarter 2008 Financial & Operational Results (all comparisons are versus the first quarter of 2007)

§ Revenue was $79.6 million compared with $78.7 million; adjusted revenue was $74.0 million compared with $84.3 million.

§ Procedure volume was 44,159 compared with 59,101.

§ Same-store revenue decreased 8%; adjusted same-store revenue decreased 21%.

§ Operating income was $10.5 million compared with $15.5 million; adjusted operating income was $5.4 million compared with $20.6 million.

§ Net income and earnings per diluted share were $6.9 million and $0.37, respectively, compared with $10.9 million and $0.54, respectively.

§ Opened four LasikPlus^® vision centers in Savannah, Georgia; Des Moines, Iowa; Tulsa, Oklahoma; and Woodbridge, New Jersey.

LCA-Vision is providing adjusted revenue and operating income as a means of measuring performance that adjusts for the non-cash impact of the accounting for separately priced extended warranties. A reconciliation of revenue and operating income as reported in accordance with Generally Accepted Accounting Principles (GAAP) is provided on the last page of this news release. Management believes the adjusted information is more reflective of operating performance.

Commenting on the company’s first quarter 2008 results, LCA-Vision’s Chief Executive Officer, Steve Straus, said, “The number of scheduled eye exams increased slightly during the first quarter of 2008 compared with the first quarter of 2007. However, attended exams did not keep pace with the growth in scheduled exams. The decline in our procedure volume during the quarter was partially offset by a higher average price per procedure.”

The company continues to focus on the following key initiatives that were started in the second half of 2007:

§ Management Team - LCA-Vision strengthened its operations management team with the additions of David Thomas as Senior Vice President of Operations, and Marcello Celentano as Area Vice President of Operations.

§ Service Excellence - The company is providing its employees throughout the country with training programs to enhance the overall patient experience and improve operating performance.

First Quarter 2008

Financial & Operational Results

§ Convenient Hours of Operations - Earlier this year, the company added early morning, evening and weekend hours at each of its 76 vision centers.

§ Marketing Improvements - The company updated its LasikPlus^® website (www.lasikplus.com) with additional educational content in an effort to enhance brand awareness and increase the number of online appointments.

§ IntraLase^® Rollout - IntraLase^® is now operational in 73 of 76 LasikPlus^® vision centers, and in March 2008 was used in 55% of total procedures, up from 31% in December 2007.

§ Expense Management - As announced earlier this year, the company reduced its workforce to align staffing levels with current procedure volume; and in the second quarter the company will reduce its marketing spend by approximately 15% from the first quarter level in an effort to improve the return on investment of its marketing expenditures as the company is now beginning to realize efficiencies related to its marketing strategies.

§ National Marketing Strategies - LCA-Vision continues to expand national marketing strategies to supplement regional marketing strategies, which the company has successfully employed since 1999.

§ Vision Center Expansion - LCA-Vision is moving forward with its previously announced plans to open vision centers in new and existing markets, as well as relocating some older vision centers in their current markets.

“While today’s financial results do not reflect the expected benefits of the business improvements we are implementing, I firmly believe that the company has the right strategy, the right business model, the right balance sheet, the right management team, and the right focus to create long-term sustainable shareholder value,” added Mr. Straus.

Cash Position

Net cash provided by operating activities in the first quarter of 2008 was $9.4 million, and cash and investments were $57.7 million at March 31, 2008. Late last week, the company borrowed $19.2 million to finance the majority of its IntraLase^® placements with monthly payments over a five-year period at a fixed interest rate of 4.96%.

Share Repurchase

LCA-Vision did not repurchase any shares of its common stock during the first quarter of 2008 under the $50 million share repurchase plan that the Board of Directors authorized in August 2007. Approximately $40 million remains available for repurchase under this plan.

Conference Call and Webcast

As previously announced, a conference call and webcast will be held today, Tuesday, April 29, 2008 beginning at 10:00 a.m. (ET). To access the conference call, dial 866-322-1352 (United States and Canada) or 706-758-1564 (international callers). The webcast will be available at the investor relations section of LCA-Vision’s website at http://www.lasikplus.com/q108earnings/. A replay of the call and webcast will begin approximately two hours after the live call has ended. To access the replay, dial 800-642-1687 (United States and Canada) or 706-645-9291 (international callers) and enter the conference ID number: 420 459 56.

First Quarter 2008

Financial & Operational Results

Forward-Looking Statements

This news release contains forward-looking statements based on current expectations, forecasts and assumptions of LCA-Vision that are subject to risks and uncertainties. These forward-looking statements in this release are based on information available to us as of the date hereof. Actual results could differ materially from those stated or implied in our forward-looking statements due to risks and uncertainties associated with our business, including, without limitation, those concerning economic, political and sociological conditions; the acceptance rate of new technology, and our ability to successfully implement new technology on a national basis; market acceptance of our services; the successful execution of marketing strategies to cost effectively drive patients to our vision centers, which recent results would indicate are no longer as effective as they have been in prior periods; competition in the laser vision correction industry; an inability to attract new patients; the possibility of long-term side effects and adverse publicity regarding laser vision correction; operational and management instability; legal or regulatory action against us or others in the laser vision correction industry; our ability to successfully open new vision centers, including our ability to reach profitability targets for new vision centers within a specified time period; the relatively high fixed cost structure of our business; the continued availability of non-recourse third-party financing for our patients on terms similar to what we have paid historically; and the future value of revenues financed by us and our ability to collect on such financings which will depend on a number of factors, including the consumer credit environment and our ability to manage credit risk related to consumer debt, bankruptcies and other credit trends. In addition, the FDA’s advisory board on ophthalmic devises is currently reviewing concerns about post-Lasik quality of life matters and the advisory board may propose a major new study on Lasik outcomes. The outcome of this review could potentially impact negatively the acceptance of Lasik. For a further discussion of the factors that may cause actual results to differ materially from current expectations, please review our filings with the Securities and Exchange Commission, including but not limited to our reports on Forms 10-K, 10-Q and 8-K. Except to the extent required under the federal securities laws and the rules and regulations promulgated by the Securities and Exchange Commission, we assume no obligation to update the information included in this news release, whether as a result of new information, future events or circumstances, or otherwise.

About LCA-Vision Inc./LasikPlus^®

LCA-Vision Inc., a leading provider of laser vision correction services under the LasikPlus^® brand, operates 76 LasikPlus^® fixed-site laser vision correction centers in 33 states and 59 markets in the United States and a joint venture in Canada. Additional company information is available at www.lca-vision.com and www.lasikplus.com.

For Additional Information

Patricia Forsythe

V.P. Investor Relations

513-792-5629

pforsythe@lca.com

Earning Trust Every Moment.

Transforming Lives Every Day.

  Corporate Websites: http://www.lca-vision.com• http://www.lasikplus.com Corporate Headquarters: 7840 Montgomery Road • Cincinnati OH 45236

First Quarter 2008

Financial & Operational Results

LCA-Vision Inc.

Condensed Consolidated Statements of Income (Unaudited)

(dollars in thousands except per share data)

	Three Months Ended March 31,
	2008		2007
Revenue - Laser Refractive Surgery	$	79,568	$	78,663
Operating Costs and Expenses
Medical professional and license fees		14,761		13,975
Direct costs of services		24,726		24,465
General and administrative expenses		5,372		5,198
Marketing and advertising		19,984		17,178
Depreciation		4,254		2,304
Operating Income		10,471		15,543
Equity in earnings from unconsolidated businesses		56		154
Net investment income		736		1,611
Other income (expense), net		18		(10	)
Income before Taxes on Income		11,281		17,298
Income Tax Expense		4,405		6,372
Net Income	$	6,876	$	10,926
Income Per Common Share
Basic	$	0.37	$	0.55
Diluted	$	0.37	$	0.54
Dividends Declared Per Share	$	0.18	$	0.18
Weighted Average Shares Outstanding
Basic		18,495		19,903
Diluted		18,587		20,274

First Quarter 2008

Financial & Operational Results

LCA-Vision Inc.

Condensed Consolidated Balance Sheets (Unaudited)

(dollars in thousands)

Assets	March 31, 2008			December 31, 2007
Current Assets
Cash and cash equivalents	$	26,036		$	17,614
Short-term investments		21,225			42,534
Patient receivables, net of allowance for doubtful accounts of $3,455 and $2,987		13,901			12,712
Other accounts receivable		6,980			5,941
Prepaid professional fees		1,618			1,872
Prepaid income taxes		173			6,391
Deferred tax assets		3,900			3,450
Prepaid expenses and other		8,020			5,076
Total Current Assets		81,853			95,590
Property and equipment		117,616			106,788
Accumulated depreciation and amortization		(57,032	)		(52,872	)
Property and Equipment, Net		60,584			53,916
Long-term investments		10,477			2,250
Accounts receivable, net of allowance for doubtful accounts of $2,500 and $2,130		5,083			4,556
Deferred compensation plan assets		3,381			5,540
Investment in unconsolidated businesses		746			590
Deferred tax assets		12,413			13,561
Other assets		2,828			3,644
Total Assets	$	177,365		$	179,647
Liabilities and Stockholders' Investment
Current Liabilities
Accounts payable	$	8,393		$	10,396
Accrued liabilities and other		13,079			13,219
Deferred revenue		16,180			18,719
Income taxes payable		3,469			642
Capital lease obligations maturing in one year		4,894			3,941
Total Current Liabilities		46,015			46,917
Capital lease obligations		2,069			2,012
Deferred compensation liability		3,387			5,516
Insurance reserves		9,798			8,493
Deferred revenue		20,051			23,110
Stockholders' Investment
Common stock ($0.001 par value; 25,170,237 and 25,114,244 shares and
18,523,788 and 18,482,658 shares issued and outstanding, respectively)		25			25
Contributed capital		172,530			172,965
Common stock in treasury, at cost (6,646,449 shares and 6,631,586 shares)		(114,632	)		(114,427	)
Retained earnings		38,138			34,597
Accumulated other comprehensive (loss) income		(16	)		439
Total Stockholders' Investment		96,045			93,599
Total Liabilities and Stockholders' Investment	$	177,365		$	179,647

First Quarter 2008

Financial & Operational Results

LCA-Vision Inc.

Condensed Consolidated Statements of Cash Flows (Unaudited)

(dollars in thousands)

	Three Months Ended March 31,
	2008			2007
Cash Flow from Operating Activities:
Net Income	$	6,876		$	10,926
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
Depreciation		4,254			2,304
Provision for loss on doubtful accounts		2,080			1,460
Deferred income taxes		980			268
Stock based compensation		(101	)		1,240
Insurance reserves		1,305			726
Equity in earnings of unconsolidated affiliates		(56	)		(154	)
Changes in Operating Assets and Liabilities:
Patient accounts receivable		(3,796	)		(4,463	)
Other accounts receivable		(1,039	)		(476	)
Prepaid income taxes		6,218			2,356
Prepaid expenses and other		(2,944	)		721
Accounts payable		(2,003	)		5,254
Deferred revenue, net of professional fees		(5,038	)		5,060
Income taxes payable		2,827			3,145
Accrued liabilities and other		(157	)		1,789
Net Cash Provided by Operations		9,406			30,156
Cash Flow from Investing Activities:
Purchases of property and equipment		(9,330	)		(1,973	)
Purchases of investment securities		(54,942	)		(63,163	)
Proceeds from sale of investment securities		67,287			62,324
Other, net		480			(18	)
Net Cash Provided by (used in) Investing Activities		3,495			(2,830	)
Cash Flow from Financing Activities:
Principal payments of capital lease obligations		(570	)		(849	)
Shares repurchased for treasury stock		(205	)		(452	)
Tax (expense) benefits related to stock-based compensation		(517	)		1,094
Exercise of stock options		148			2,895
Dividends paid to stockholders		(3,335	)		(3,613	)
Net Cash used in Financing Activities		(4,479	)		(925	)
Increase in Cash and Cash Equivalents		8,422			26,401
Cash and Cash Equivalents at Beginning of Period		17,614			24,431
Cash and Cash Equivalents at End of Period	$	26,036		$	50,832

First Quarter 2008

Financial & Operational Results

LCA-Vision Inc.

Effect of the Change in Our Accounting for Deferred Revenue on Financial Results

(dollars in thousands)

To supplement its condensed consolidated financial statements presented in accordance with accounting principles generally accepted in the United States, LCA-Vision discusses adjusted revenues and operating income. Management utilizes this information as a means of measuring performance that adjusts for the non-cash impact of the accounting for separately priced extended warranties and believes that including this additional disclosure is meaningful to investors for the same reason.

Accordingly, this news release contains non-GAAP financial measures within the meaning of Regulation G promulgated by the Securities and Exchange Commission. A reconciliation of the differences between the non-GAAP measures with the most directly comparable financial measures calculated in accordance with GAAP follows:

	Three Months Ended March 31,
	2008			2007
Revenue
Reported	$	79,568		$	78,663
Adjustments
Warranty revenue deferred into future		-			12,117
Amortization of prior deferred revenue		(5,599	)		(6,495	)
Adjusted Revenue	$	73,969		$	84,285
Operating Income
Reported	$	10,471		$	15,543
Adjustments
Impact of warranty revenue deferral		(5,599	)		5,622
Professional fees deferred into future		-			(1,212	)
Amortization of prior professional fees		560			650
Adjusted Operating Income	$	5,432		$	20,603

  Corporate Websites: http://www.lca-vision.com• http://www.lasikplus.com Corporate Headquarters: 7840 Montgomery Road • Cincinnati OH 45236