TLC Vision Corporation (Form: 8-K)

St. Louis, Missouri, May 5, 2005: TLC Vision Corporation (NASDAQ:TLCV; TSX:TLC), North America’s premier eye care services company, today announced its financial results for the three month period ended March 31, 2005. All dollar amounts are expressed in U.S. currency and results are reported in accordance with U.S. generally accepted accounting principles (U.S. GAAP) unless otherwise noted.

To provide maximum transparency in the release for our shareholders, consolidated results excluding the impact of the AMD segment, principally our investment in OccuLogix Inc., will be differentiated using italics text.

•

Net income increased 19% to $9.6 million oNet income increased 31% (excludes AMD)

•

Earnings per share rose to $0.13 compared to $0.12 per share year-over-year oEPS was $0.16 versus $0.12 per share year over year (excludes AMD)

•

Cash and short-term investments are $93.3 million, up 11% from the previous quarter (excludes AMD)

Total revenues for the first quarter 2005 rose 9% to $71 million compared to $65 million for the same period a year ago. Revenues for the first quarter increased as a result of higher refractive procedure volumes, growing custom mix and continued strong performance from the other healthcare services segment.

Refractive Revenues: Refractive revenues for the first quarter 2005 increased to $55.2 million compared to $50.9 million in 2004, led by 11% revenue growth in the corporate owned centers business.

Other Healthcare Revenues: The company continues to have strong growth from our other healthcare services. Other healthcare revenues were up 11% for the first quarter year-over-year comparisons, and generated 22% of total net revenues. The cataract business continues to drive strong growth, in both mobile and ASC operations.

TLCVision experienced its 5^th consecutive quarter of record, year-over-year earnings which is attributable to higher refractive and cataract procedure volumes and improved gross margins, increasing the leverage in the business model.

First quarter earnings of $9.6 million or $0.13 per share increased 19% from the previous year.

Net income, excluding the AMD segment, was up 31% to $11.2 million versus $8.6 million last year. Earnings per share were $0.16 for the quarter versus $0.12 last year.

The Company ended the first quarter in a strong financial position. Cash and short-term investments were $142.3 million at the end of the period.

Cash and short-term investments, excluding the AMD segment, totaled $93.3 million, 11% higher than at year-end.

Excluding the AMD segment, operating cash flow was $0.16 per share which was the same as the first quarter last year. Cash generation in the current quarter was impacted by seasonally higher working capital, which should have a positive impact on second quarter cash generation.

“This represents five consecutive quarters of record, year-over-year, earnings for the company,” commented Jim Wachtman, President and Chief Executive Officer. “We continue to deliver impressive earnings growth as a result of higher procedure volumes and a disciplined approach to managing costs. The earnings growth coupled with strong cash flow generation has put us in a very strong financial position to drive our strategic initiatives for the future.”

Procedure Volume and Margins: Refractive volumes and gross profit margins increased again this quarter. Total paid laser procedures increased to 58,700. Same store centers refractive volumes increased 9% year-over-year. Surgical procedures continue to favor the centers business, which represent 60% of total refractive volume. Refractive gross profit margins increased to 35% as a result of higher refractive volume and improved custom mix.

CustomLASIK: TLCVision continued to outperform the industry with respect to CustomLASIK adoption. CustomLASIK procedures represented 58% of center volumes, and exited the quarter at 61%.

TLCVision is pleased to invite all interested parties to participate in a conference call during which these results will be discussed. The call will be held today, May 5, at 10:30 a.m. Eastern Time at 888-694-1321. The call will also be broadcast live and archived on the Company’s web site at www.tlcv.com under the “Webcasts” link in the Investor Relations section. In addition, the live web cast will be available at various other popular portals and financial web sites.

TLCVision is North America’s premier eye care services company, providing eye doctors with the tools and technologies needed to deliver high-quality care. We maintain leading positions in Refractive, Cataract and Optometric Services markets, plus the AMD market through our significant ownership in OccuLogix, Inc (NASDAQ: RHEO, TSX: RHE). The key drivers of TLCVision‘s strategy are our affiliated network of over 13,000 eye doctors, proven corporate and consumer marketing and education programs, and access to state of the art clinical technologies. We are supported by strong financial performance, a culture of operational excellence and an experienced management team. The Company’s common shares trade on the NASDAQ National Market under the symbol ‘TLCV’ and on the Toronto Stock Exchange under the symbol ‘TLC’. More information about the Company can be found on the TLCVision web site at www.tlcv.com.

This press release contains certain forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933 and Section 21E of the U.S. Securities Exchange Act of 1934, which statements can be identified by the use of forward looking terminology, such as “may”, “will”, “expect”, ”intend”, “anticipate”, “estimate”, “predict”, “plans” or “continue” or the negative thereof or other variations thereon or comparable terminology referring to future events or results. The Company’s actual results could differ materially from those anticipated in these forward-looking statements as a result of numerous factors, including the timing of expenditures, effects of competition, changes to pricing, acquisitions and expansion opportunities, any of which could cause actual results to vary materially from current results or TLCVision’s anticipated future results. See the Company’s reports filed with the Canadian Securities Regulators and the U.S. Securities and Exchange Commission from time to time for cautionary statements identifying important factors with respect to such forward looking statements, including certain risks and uncertainties, that could cause actual results to differ materially from results referred to in forward looking statements. TLCVision assumes no obligation to update the information contained in this press release.

TLC VISION CORPORATION
CONSOLIDATING STATEMENTS OF OPERATIONS (UNAUDITED)
(In thousands except per share amounts)


	Three Months Ended March 31, 2005									Three Months Ended March 31, 2004
	Results Before
	AMD			AMD			Total			Results Before AMD			AMD			Total
	Segment			Segment			TLCVision			Segment			Segment			TLCVision

Revenues:

Refractive:
Centers	$	43,291		$	—		$	43,291		$	38,838		$	—		$	38,838
Access		11,880			—			11,880			12,049			—			12,049
Other healthcare services		15,447			431			15,878			14,079			209			14,288

Total revenues		70,618			431			71,049			64,966			209			65,175

Cost of revenues:

Refractive:
Centers		28,099			—			28,099			26,152			—			26,152
Access		7,837			—			7,837			8,172			—			8,172
Other healthcare services		9,635			519			10,154			8,915			223			9,138

Total cost of revenues		45,571			519			46,090			43,239			223			43,462

Gross profit (loss)		25,047			(88	)		24,959			21,727			(14	)		21,713

General and administrative		8,228			3,223			11,451			7,256			97			7,353
Marketing		3,350			185			3,535			2,872			22			2,894
Research and development		--			—			—			—			374			374
Amortization of intangibles		1,011			—			1,011			1,012			—			1,012

Total operating costs		12,589			3,408			15,997			11,140			493			11,633

Operating income (loss)		12,458			(3,496	)		8,962			10,587			(507	)		10,080
Other income		255			—			255			—			—			—
Interest income		716			356			1,072			478			—			478
Interest expense		(457	)		(1	)		(458	)		(881	)		—			(881	)
Minority interests		(2,185	)		1,499			(686	)		(1,874	)		—			(1,874	)
Earnings from equity investments		659			—			659			399			—			399

Income (loss) before income taxes		11,446			(1,642	)		9,804			8,709			(507	)		8,202
Income tax expense		(198	)		—			(198	)		(150	)		—			(150	)

Net income (loss)	$	11,248		$	(1,642	)	$	9,606		$	8,559		$	(507	)	$	8,052

Earnings (loss) per share – diluted	$	0.16		$	(0.03	)	$	0.13		$	0.12		$	0.00		$	0.12

Weighted average number of common shares outstanding – diluted		72,045			72,045			72,045			69,433			69,433			68,433
Note: The AMD segment includes OccuLogix, Inc. (formerly Vascular Sciences Corporation), OccuLogix, L.P. and RHEO Clinic, Inc.


	March 31, 2005 (Unaudited)									December 31, 2004
Results Before										Results Before AMD			AMD
AMD				AMD			Total			Segment			Segment			Total
	Segment			Segment			TLCVision			(Unaudited)			(Unaudited)			TLCVision

ASSETS
Current assets
Cash and cash equivalents	$	54,496		$	6,631		$	61,127		$	15,847		$	17,588		$	33,435
Short-term investments		38,850			42,278			81,128			68,515			42,500			111,015
Accounts receivable		19,806			657			20,463			16,489			954			17,443
Prepaids and other current assets		12,557			3,511			16,068			12,212			1,609			13,821

Total current assets		125,709			53,077			178,786			113,063			62,651			175,714
Intercompany		1,955			(1,955	)		—			1,877			(1,877	)		—
Restricted cash		909			—			909			932			—			932
Investments and other assets		10,629			5,383			16,012			10,482			—			10,482
Goodwill		52,751			—			52,751			53,774			—			53,774
Intangibles, net		17,026			103			17,129			18,037			103			18,140
Fixed assets, net		45,060			563			45,623			45,636			563			46,199

Total assets	$	254,039		$	57,171		$	311,210		$	243,801		$	61,440		$	305,241

LIABILITIES
Accounts payable	$	10,494		$	560		$	11,054		$	8,491		$	225		$	8,716
Accrued liabilities		20,995			2,514			23,509			23,425			3,714			27,139
Current portion of long-term debt		6,327			—			6,327			8,664			—			8,664

Total current liabilities		37,816			3,074			40,890			40,580			3,939			44,519
Long-term debt, less current maturities		9,654			—			9,654			9,991			—			9,991
Other long-term liabilities		3,166			—			3,166			2,242			480			2,722
Minority interests		9,397			26,522			35,919			9,307			27,915			37,222
SHAREHOLDERS’ EQUITY
Capital stock		430,731			30,193			460,924			428,877			30,082			458,959
Option and warranty equity		2,095			—			2,095			2,872			—			2,872
Accumulated deficit		(238,820	)		(2,618	)		(241,438	)		(250,068	)		(976	)		(251,044	)

Total shareholders’ equity		194,006			27,575			221,581			181,681			29,106			210,787

Total liabilities and shareholders’ equity	$	254,039		$	57,171		$	311,210		$	243,801		$	61,440		$	305,241

Note: The AMD segment includes OccuLogix, Inc. (formerly Vascular Sciences Corporation), OccuLogix, L.P. and RHEO Clinic, Inc.

TLC VISION CORPORATION
CONSOLIDATING STATEMENTS OF OPERATIONS (UNAUDITED)
(In thousands except per share amounts)


	Three Months Ended March 31, 2005									Three Months Ended March 31, 2004
	Results Before
	AMD			AMD			Total			Results Before AMD			AMD			Total
	Segment			Segment			TLCVision			Segment			Segment			TLCVision
OPERATING ACTIVITIES
Net Income (loss)	$	11,248		$	(1,642	)	$	9,606		$	8,559		$	(507	)	$	8,052

Adjustments to reconcile net income (loss) to net cash from operating activities:
Depreciation and amortization		3,971			46			4,017			4,546			11			4,557
Write-off of investment in research and development arrangement		—			—			—			—			374			374
Minority interests		2,185			(1,499	)		686			1,874			—			1,874
Earnings from equity investments		(659	)		—			(659	)		(399	)		—			(399	)
Loss (gain) on disposal of fixed assets		(96	)		—			(96	)		730			—			730
Gain on sale of subsidiaries		(319	)		—			(319	)		(1,278	)		—			(1,278	)
Compensation expense		69			—			69			420			—			420
Changes in operating assets and liabilities, net of acquisitions and dispositions		(4,627	)		(2,872	)		(7,499	)		(3,576	)		107			(3,469	)

Cash from operating activities		11,772			(5,967	)		5,805			10,876			(15	)		10,861

INVESTING ACTIVITIES
Purchases of fixed assets		(2,681	)		(46	)		(2,727	)		(1,570	)		—			(1,570	)
Proceeds from sale of fixed assets		454			—			454			147			—			147
Proceeds from divestitures of investments and subsidiaries, net		3,430			—			3,430			(271	)		—			(271	)
Distributions and loan payments received from equity investments		556			—			556			—			—			—
Investment in research and development arrangements		—			—			—			(374	)		—			(374	)
Acquisitions and investments		(443	)		—			(443	)		(4,210	)		—			(4,210	)
Proceeds from sale of short-term investments		34,350			4,400			38,750			—			—			—
Purchases of short-term investments		(4,685	)		(4,178	)		(8,863	)		(7,125	)		—			(7,125	)
Purchases of long-term investments		—			(5,383	)		(5,383	)		—			—			—
Other		(125	)		—			(125	)		544			—			544

Cash from investing activities		30,856			(5,207	)		25,649			(12,859	)		—			(12,859	)

FINANCING ACTIVITIES
Restricted cash movement		23			—			23			7			—			7
Principal payments of debt financing and capital leases		(4,219	)		—			(4,219	)		(4,566	)		—			(4,566	)
Proceeds from debt financing		1,117			—			1,117			—			—			—
Distributions to minority interests		(1,977	)		—			(1,977	)		(1,355	)		—			(1,355	)
Proceeds from issuance of common stock		1,077			—			1,077			8,287			—			8,287
Proceeds from issuance of OccuLogix, Inc. common stock		—			217			217			—			—			—

Cash from financing activities		(3,979	)		217			(3,762	)		2,373			—			2,373

Net increase (decrease) in cash and cash equivalents during the period		38,649			(10,957	)		27,692			390			(15	)		375
Cash and cash equivalents, beginning of period		15,847			17,588			33,435			21,554			26			21,580

Cash and cash equivalents, end of period	$	54,496		$	6,631		$	61,127		$	21,944		$	11		$	21,955

Operating cash flow per diluted share	$	0.16		$	(0.08	)	$	0.08		$	0.16		$	(0.00	)	$	0.16
Note: The AMD segment includes OccuLogix, Inc. (formerly Vascular Sciences Corporation), OccuLogix, L.P. and RHEO Clinic, Inc.


New Brunswick	0-29302	980151150
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)

5280 Solar Drive, Suite 100, Mississauga, Ontario		L4W 5M8
_________________________________ (Address of principal executive offices)		___________ (Zip Code)


	TLC Vision Corporation

May 9, 2005	By:	/s/ brian andrew

		Name: brian andrew
		Title: General Counsel


Exhibit No.		Description

99.1		May 5, 2005 Q1 Earnings Press Release


*News Release*		*Contact:*
*For Immediate Release*		*Anna Austin, EVP, Corporate Communications* (314) 523-8354 Ian Chadsey, Manager, Investor Relations (416) 436-5949 *Email: investor.relations@tlcvision.com*


Date of Report (Date of Earliest Event Reported):		May 5, 2005


Registrant’s telephone number, including area code:		(905) 602-2020