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

August 29, 2008 (August 29, 2008)

Date of Report (Date of earliest event reported)

GSI GROUP INC.

(Exact Name of Registrant as Specified in Charter)

New Brunswick, Canada	000-25705	98-0110412
(State or other Jurisdiction of Incorporation)	(Commission File No.)	(IRS Employer Identification No.)

125 Middlesex Turnpike, Bedford, Massachusetts 01730

(Address of principal executive offices, including zip code)

(781) 266-5700

(Registrant’s telephone number, including area code)

(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:

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

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

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

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

Item 8.01. Other Events.

On August 29, 2008, GSI Group, Inc., a New Brunswick corporation, issued a press release announcing that it had completed its acquisition of Excel Technology, Inc. (“Excel”) pursuant to a short-form merger in which an indirect wholly owned subsidiary of GSI was merged with and into Excel, with Excel continuing as the surviving corporation and as an indirect wholly owned subsidiary of GSI, a copy of which is attached as Exhibit 99.1 hereto and is incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number	Description
99.1	Press release issued by GSI Group Inc., dated August 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.

	GSI GROUP INC.
	(Registrant)
Date: August 29, 2008	By:	/s/ Daniel J. Lyne
	Name:	Daniel J. Lyne
	Title:	Vice President, General Counsel and Secretary

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EXHIBIT INDEX

Exhibit Number	Description
99.1	Press release issued by GSI Group Inc., dated August 29, 2008.

EX-99.1

Exhibit 99.1

GSI GROUP COMPLETES ACQUISITION OF EXCEL TECHNOLOGY

BEDFORD, MA – August 29, 2008: GSI Group Inc., (Nasdaq: GSIG) today announced today that it has completed its acquisition of Excel Technology, Inc. (“Excel”) pursuant to a short-form merger in which an indirect wholly owned acquisition subsidiary of GSI was merged with and into Excel, with Excel continuing as the sole surviving corporation and as an indirect wholly owned subsidiary of GSI. GSI previously announced the acquisition of approximately 92.78% of Excel’s outstanding common stock pursuant to a cash tender offer. In connection with the merger, all outstanding shares of Excel’s common stock not tendered in the tender offer (other than shares as to which appraisal rights are properly demanded under Delaware law, if any), were converted into the right to receive the same $32.00 cash per share, without interest, that was paid in the tender offer. As a result of the merger, Excel’s common stock will no longer be traded on the Nasdaq Stock Market or any other public trading market.

About GSI Group Inc.

GSI Group Inc. supplies precision technology to the global medical, electronics, and industrial markets and semiconductor systems. GSI Group Inc.’s common shares are listed on Nasdaq (GSIG).