SEC FORM 4/A

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^*

JOFFE CRAIG P R

(Last)

(First)

(Middle)

7840 MONTGOMERY ROAD

(Street)

CINCINNATI

45236

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
LCA VISION INC [ LCAV ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	COO and General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
11/29/2006

4. If Amendment, Date of Original Filed (Month/Day/Year)
12/01/2006

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	11/29/2006		S		1,000	D	$35.437	354,214	D
Common Stock	11/29/2006		S		5,000	D	$35.3872	349,214	D
Common Stock	11/29/2006		S		5,000	D	$35.3439	344,214	D
Common Stock	11/29/2006		S		5,000	D	$35.2991	339,214	D
Common Stock	11/29/2006		S		5,000	D	$35.2078	334,214	D
Common Stock	11/29/2006		S		5,000	D	$35.2123	329,214	D
Common Stock	11/29/2006		S		5,000	D	$35.1722	324,214	D
Common Stock	11/29/2006		S		5,000	D	$35.1263	319,214	D
Common Stock	11/29/2006		S		5,000	D	$34.9042	314,214	D
Common Stock	11/29/2006		S		5,000	D	$34.8504	309,214	D
Common Stock	11/29/2006		S		5,000	D	$34.8008	304,214	D
Common Stock	11/29/2006		S		5,000	D	$34.746	299,214	D
Common Stock	11/29/2006		S		5,000	D	$34.7108	294,214	D
Common Stock	11/29/2006		S		5,000	D	$34.719	289,214	D
Common Stock	11/29/2006		S		5,000	D	$34.7106	284,214	D
Common Stock	11/29/2006		S		5,000	D	$34.666	279,214	D
Common Stock	11/29/2006		S		5,000	D	$34.6398	274,214	D
Common Stock	11/29/2006		S		5,000	D	$34.6482	269,214	D
Common Stock	11/29/2006		S		5,000	D	$34.65	264,214	D
Common Stock	11/29/2006		S		5,000	D	$34.6499	259,214	D
Common Stock	11/29/2006		S		5,000	D	$34.6504	254,214	D
Common Stock	11/29/2006		S		5,000	D	$34.6501	249,214	D
Common Stock	11/29/2006		S		5,000	D	$34.65	244,214	D
Common Stock	11/29/2006		S		5,000	D	$34.65	239,214	D
Common Stock	11/29/2006		S		5,000	D	$34.6496	234,214	D
Common Stock	11/29/2006		S		5,000	D	$34.65	229,214	D
Common Stock	11/29/2006		S		5,000	D	$34.65	224,214	D
Common Stock	11/29/2006		S		5,000	D	$34.65	219,214	D
Common Stock	11/29/2006		S		5,000	D	$34.6484	214,214	D
Common Stock	11/29/2006		S		5,000	D	$34.6706	209,214	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)
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)

Explanation of Responses:

Remarks:

This Form 4 was amended to correct the transaction code from "D" to "S". This represents 1 of 3 Amended Form 4s filed today to report sales by the reporting person of 340,000 directly owned shares of LCA-Vision Inc. Common Stock. The Forms should be read together for information on total holdings. The average price per share for all sales was $34.575.

	/s/ Charles G. Skidmore, Attorney-in-fact for Craig P. R. Joffe	12/01/2006
	** 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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