S-8

	The registrant requests that the registration statement become effective immediately upon filing pursuant to Securities Act Rule 462.
	Registration No. 333-
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
________________
SUPPLEMENTAL FORM S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT 0F 1933
BAUSCH & LOMB INCORPORATED (Exact name of registrant as specified in its charter)
NEW YORK (State or other jurisdiction of incorporation or organization)		16-0345235 (I.R.S. Employer Identification No.)
ONE BAUSCH & LOMB PLACE, ROCHESTER, NEW YORK 14604-2701 (Address of principal executive offices and zip code)
THE BAUSCH & LOMB 401 (K) ACCOUNT PLAN, FORMERLY KNOWN AS THE BAUSCH & LOMB SAVINGS PLUS PLAN (Full title of plan) ______________
Robert B. Stiles Senior Vice President and General Counsel Bausch & Lomb Incorporated ONE BAUSCH & LOMB PLACE ROCHESTER, NEW YORK 14604-2701 (Name and address of agent for service)
Telephone number, including area code, of agent for service: (585) 338.6409

CALCULATION OF REGISTRATION FEE

Title of Securities To be Registered	Amount To be Registered (1)	Proposed Offering Price per Share (2)	Proposed Maximum Aggregate Offering Price	Amount of Registration Fee
Common Stock, $.40 par Value	250,000 shares	$35.24	$8,810,000	$2,105.59

_____________________

(1)     In addition, pursuant to Rule 416(c) under the Securities Act of 1993, this Supplemental Registration Statement covers an indeterminate amount of interests to be offered or sold pursuant to the Bausch & Lomb 401(k) Account Plan, formerly known as the Bausch & Lomb Savings Plus Plan ("Plan").

(2)     Estimated on the basis of the average of the high and low prices of Bausch & Lomb Common Stock reported on the New York Stock Exchange for December 18, 2001 solely for the purpose of determining the registration fee pursuant to Rule 457(c).

INCORPORATION OF PREVIOUSLY FILED REGISTRATION,

STATEMENT ON FORM S-8

_______________________________

The Form S-8 Registration Statement relative to the Bausch & Lomb Savings Plus Plan, which has been previously filed by the Company with the Securities and Exchange Commission, is incorporated in this Supplemental Registration Statement by reference. The original Form S-8 was dated December 17, 1996 and filed under Registration No. 333-18057. The name of the Bausch & Lomb Savings Plus Plan was subsequently changed to "The Bausch & Lomb 401(k) Account Plan".

Updates, when necessary, have been made to those sections of the previously filed Form S-8. To the extent there is any conflict between the previously filed Form S-8 and the current updates, the current update portion of this Supplemental Registration Statement shall control.

Update of

PART II

INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.    Update of Incorporation of Documents by Reference.

The following documents, which have been filed by the Company with the Securities and Exchange Commission, are incorporated in this Supplemental Registration Statement by reference:

1. The Company's Annual Report on Form 10-K for the fiscal year ended December 30, 2000 and

2. All other reports filed by the Company pursuant to Section 13(a) and 15(d) of the Securities Exchange Act of 1934 since December 30, 2000.

All documents subsequently filed by the Company pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934, prior to the filing of a post-effective amendment which indicates that all securities offered have been sold or which deregisters all securities then remaining unsold, shall be deemed to be incorporated by reference in this Registration Statement and to be a part hereof from the date of filing of such documents.

3. The class of Securities is described in Exhibit (3)-a of the Company's Form 10-K for the fiscal year ended December 29, 1985.

Item 5.    Update of Interests of Named Experts and Counsel

Robert B. Stiles, Senior Vice President and General Counsel of the Company, One Bausch & Lomb Place, Rochester, New York, has passed upon the legality under the law of New York, the state in which the Company is incorporated, of the Common Stock of the Company being offered hereby. Mr. Stiles directly owns 5,913 shares of Common Stock and indirectly owns 30 shares of Common Stock in the names of his daughters. Mr. Stiles is the beneficial owner of options to purchase 104,195 shares of Class B Stock granted under the Company's 1990 Stock Incentive Plan, only 56,528 of which are currently exercisable. Mr. Stiles also holds 26,931 shares of Class B stock (which includes fully vested Restricted Stock) and 8,130 shares of Restricted Stock subject to vesting requirements. Pursuant to the Company's 401(k) Account Plan, Mr. Stiles is the beneficial owner of 2,196 shares of Common Stock.

The financial statements of Bausch & Lomb Incorporated and its consolidated subsidiaries incorporated in this Registration Statement by reference to the Company's Annual Report on Form 10-K for the year ended December 30, 2000, and the financial statements of the Plan incorporated in this Registration Statement by reference to the Plan's Annual Report on Form 11-K for the year ended December 31, 2000, have been so incorporated in reliance on the report of PricewaterhouseCoopers LLP, independent accountants, given on the authority of said firm as experts in auditing and accounting.

Item 8.    Update of Exhibits

See updated Exhibit Index attached hereto.

Additionally, the undersigned registrant hereby undertakes that it has submitted the Plan to the Internal Revenue Service ("IRS") and will make all changes required by the IRS in order to qualify the Plan.

SIGNATURES

The Registrant. Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8, and has duly caused this registration statement to be signed on its behalf by the undersigned thereunto duly authorized, in the City of Rochester, and the State of New York, on this 20^th day of December, 2001.

BAUSCH & LOMB INCORPORATED

By: /s/ Ronald L. Zarrella

       Ronald L. Zarrella
       Chairman of the Board and
       Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed below by the following persons in the capacities and on the dates indicated.

	Principal Executive Officer
Date: December 20, 2001	By: /s/ Ronald L. Zarrella
	Ronald L. Zarrella         Chairman of the Board and         Chief Executive Officer
	Chief Financial Officer
Date: December 20, 2001	By: /s/ Stephen C. McCluski
	Stephen C. McCluski         Senior Vice President - Finance
	Corporate Controller
Date: December 20, 2001	By: /s/ Jurij Z. Kushner
	Jurij Z. Kushner         Vice President and Controller

	Directors
Franklin E. Agnew
Domenico DeSole
Jonathan S. Linen
Ruth R. McCullin
John R. Purcell
Linda Johnson Rice
William M. Waltrip
Kenneth L. Wolfe
By: /s/ Robert B. Stiles	Date: December 20, 2001
Robert B. Stiles         Attorney-in-Fact
By: /s/ Ronald L. Zarrella	Date: December 20, 2001
Ronald L. Zarrella

THE PLAN. Pursuant to the requirements of the Securities Act of 1933, the Trustees (or other persons who administer the employee benefit plan) have duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rochester, State of New York, on December 20, 2001.

BAUSCH & LOMB SAVINGS PLUS PLAN

By: Employee Benefits Administrative Committee

/s/ Alan H. Resnick

Alan H. Resnick

/s/ Stephen C. McCluski

Stephen C. McCluski

/s/ Robert B. Stiles

Robert B. Stiles

Being all the members of the Bausch & Lomb Employee benefits Administrative Committee.

UPDATED EXHIBIT INDEX

S-K ITEM 601 NO.	DOCUMENT
(4)-a	Certificate of Incorporation of Bausch & Lomb Incorporated (filed as Exhibit (3)-a to the Company's Annual Report on Form 10-K for the fiscal year ended December 29, 1985, file No. 1-4105, and incorporated herein by reference.)
(4)-b	Certificate of Amendment of Bausch & Lomb Incorporated (filed as Exhibit (3)-b to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1988, file No. 1-4105, and incorporated herein by reference.)
(4)-c	Certificate of Amendment of Bausch & Lomb Incorporated (filed as Exhibit (3)-c to the Company's Annual Report on Form 10-K for the fiscal year ended December 26, 1992, file No. 1-4105, and incorporated herein by reference.)
(5)	Opinion of Robert B. Stiles, Esq., Senior Vice President and General Counsel of the Company (Filed herewith).
(23)-a	Consent of Robert B. Stiles, Esq., Senior Vice President and General Counsel of the Company (included as part of Exhibit 5) .
(23)-b	Consent of PricewaterhouseCoopers, L.L.P. (Filed herewith).
(24)	Powers of Attorney (Filed herewith).

EX-5

EXHIBIT 5

December 20, 2001

Bausch & Lomb Incorporated

One Bausch & Lomb Place

Rochester, New York 14604-2701

Gentlemen:

I am General Counsel to Bausch & Lomb Incorporated (the "Company"), and in such capacity have examined the Supplemental Registration Statement on Form S-8 to which this is an exhibit, to be filed with the Securities and Exchange Commission in connection with the registration under the Securities Act of 1933, as amended, of an additional 250,000 shares of the Company's common stock, par value $.40 per share, and of an indeterminate amount of interests to be offered or sold pursuant to the Bausch & Lomb 401(k) Account Plan, previously known as the Bausch & Lomb Savings Plus Plan (the "Plan"), all as described more fully in the original Registration Form S-8 Statement and the Supplemental Form S-8. I have also examined copies of the Articles of Incorporation, as amended, the By-Laws of the Company and the Plan. In addition, I have made such other examination and have ascertained or verified to my satisfaction such additional facts as I deem pertinent under the circumstances.

On the basis of such examination, I am of the opinion that:

1.     The Company is a corporation duly organized and existing under the laws of the State of New York with corporate power to own and operate the property now owned by it.

2.     All legal and corporate proceedings necessary to the authorization and issuance of the common shares heretofore issued have been duly taken and such common shares have been legally issued, and when utilized for the purposes of the Plan according to the provisions thereof, will be legally issued, fully paid and non-assessable outstanding common shares of the Company.

I consent to the filing of this opinion as an Exhibit to the supplemental registration statement for the common stock to be issued under the Plan.

Very truly yours,

/s/ Robert B. Stiles

Robert B. Stiles

EX-23.B

Exhibit 23-b

Consent of Independent Accountants

We hereby consent to the incorporation by reference in this Registration Statement on Form S-8 of our report dated January 23, 2001 except as to Note 17 of the consolidated financial statements, which is as of February 20, 2001, relating to the financial statements and financial statement schedules, which appears in the 2000 Annual Report to Shareholders of Bausch & Lomb Incorporated, which is incorporated by reference in Bausch & Lomb Incorporated's Annual Report on Form 10-K for the year ended December 30, 2000. We also consent to the reference to us under the heading "Update of Interests of Named Experts and Counsel" in such Registration Statement.

We also consent to the incorporation by reference in this Registration Statement of our report dated May 24, 2001 relating to the financial statements, which appears in the Annual Report of The Bausch & Lomb 401(k) Plan, formerly known as the Bausch & Lomb Savings Plus Plan on Form 11-K for the year ended December 30, 2000.

PricewaterhouseCoopers LLP

Rochester, New York

December 20, 2001

EX-24

Exhibit 24

POWERS OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that the undersigned director(s) of Bausch & Lomb Incorporated, a New York corporation, each hereby constitute(s) and appoint(s) WILLIAM H. WALTRIP and ROBERT B. STILES, or either one of them, his, her or their respective, true and lawful attorneys-in-fact and agents, each with full power and authority to act as such without the other, to do any and all acts and things and to execute any and all instruments which either of said attorneys-in-fact and agents may deem necessary or advisable to enable said Company to comply with the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, and with any regulations, rules or requirements of the Securities and Exchange Commission promulgated under either of the foregoing statutes, in connection with any Registration Statements filed under said Acts, covering any offering of securities made, or deemed to be made, in connection with the Bausch & L omb Incorporated 401(k) Account Plan, as it may from time to time be amended, and any other stock plan of said Company, or any of them, including the offering of any Bausch & Lomb Incorporated Common Stock or other securities thereunder, and including specifically, but without limitation of the foregoing power and authority, to sign the name(s) of the undersigned to said Registration Statements and to any amendment or amendments thereto filed with said Commission under said Acts in such connection, the undersigned hereby ratifying and confirming all that said attorneys-in-fact and agents, or either of them shall do or cause to be done by virtue hereof.

     IN WITNESS WHEREOF, this instrument has been executed by the undersigned as of this 31^st day of October, 2001.

/s/ Franklin E. Agnew	/s/ John R. Purcell
FRANKLIN E. AGNEW	JOHN R. PURCELL
/s/ Domenico DeSole	/s/ Linda Johnson Rice
DOMENICO DESOLE	LINDA JOHNSON RICE
/s/ Jonathan S. Linen	/s/ William H. Waltrip
JONATHAN S. LINEN	WILLIAM H. WALTRIP
/s/ Ruth R. McMullin	/s/ Kenneth L. Wolfe
RUTH R. MCMULLIN	KENNETH L. WOLFE