REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b) (1): ____

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b) (7): ____

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ______

This Report of Foreign Private Issuer on Form 6-K shall be incorporated by reference into the Registration Statement on Form S-8 filed with the Securities and Exchange Commission on April 24, 2002, the Registration Statement on Form S-8 filed with the Securities and Exchange Commission on October 25, 2002 and amended on December 12, 2003 and the Registration Statement on Form S-8 filed with the Securities and Exchange Commission on December 12, 2003.


		March 31,			December 31,
		2008			2007
Assets
Current assets:
Cash and cash equivalents	$	2,499.7		$	2,134.3
Short term investments		667.3			669.8
Trade receivables, net		1,255.3			1,089.2
Inventories		594.4			548.5
Deferred income tax assets		92.4			89.3
Other current assets		272.1			293.7

Total current assets		5,381.2			4,824.8

Long term investments		37.6			41.8
Property, plant and equipment, net		1,069.9			1,030.0
Intangible assets, net		86.1			89.6
Goodwill		636.0			626.0
Long term deferred income tax assets		337.1			322.1
Other assets		83.2			81.3

Total assets	$	7,631.1		$	7,015.6

Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable	$	211.3		$	208.7
Short term borrowings		1,795.4			1,751.1
Current maturities of long term debt		2.1			1.3
Other current liabilities		893.7			901.1

Total current liabilities		2,902.5			2,862.2

Long term debt, net of current maturities		57.0			52.2
Long term deferred income tax liabilities		24.0			23.9
Other long term liabilities		716.5			702.6
Contingencies
Shareholders' equity:
Common shares, par value CHF 0.20 per share, 328,955,000
shares authorized; 311,881,151 shares issued and
298,070,794 shares outstanding at March 31, 2008;
311,735,728 shares issued and 297,662,706 shares
outstanding at December 31, 2007		43.2			43.1
Additional paid-in capital		1,356.2			1,299.8
Accumulated other comprehensive income		264.1			203.0
Retained earnings		3,818.2			3,392.2
Treasury shares, at cost; 13,810,357 shares at March 31, 2008
and 14,073,022 shares at December 31, 2007		(1,550.6	)		(1,563.4	)

Total shareholders' equity		3,931.1			3,374.7

Total liabilities and shareholders' equity	$	7,631.1		$	7,015.6

See accompanying notes to condensed consolidated financial statements.

	Three months ended March 31,
		2008			2007

Sales	$	1,536.4		$	1,322.7
Cost of goods sold		398.3			349.0

Gross profit		1,138.1			973.7

Selling, general and administrative		484.2			417.1
Research and development		144.9			133.5
Amortization of intangibles		8.9			20.0

Operating income		500.1			403.1

Other income (expense):
Gain (loss) from foreign currency, net		5.9			3.0
Interest income		25.7			19.9
Interest expense		(17.4	)		(9.8	)
Other, net		(10.8	)		7.9

Earnings before income taxes		503.5			424.1

Income taxes		74.1			77.9

Net earnings	$	429.4		$	346.2


Basic earnings per common share	$	1.44		$	1.16

Diluted earnings per common share	$	1.43		$	1.14

Basic weighted average common shares		297,722,933			299,708,952

Diluted weighted average common shares		301,131,014			303,733,106

See accompanying notes to condensed consolidated financial statements.

	Three months ended March 31,
		2008			2007

Cash provided by (used in) operating activities:
Net earnings	$	429.4		$	346.2
Adjustments to reconcile net earnings to cash provided from
operating activities:
Depreciation		41.4			46.7
Amortization of intangibles		8.9			20.0
Share-based payments		35.0			35.8
Tax benefits from share-based compensation		2.1			7.5
Deferred income taxes		(14.9	)		(26.1	)
Loss (gain) on sale of assets		0.6			(4.7	)
Unrealized depreciation (appreciation) on trading securities		10.6			(3.7	)
Other		0.9			--
Changes in operating assets and liabilities:
Trade receivables		(121.5	)		(81.7	)
Inventories		(8.4	)		(6.4	)
Other assets		25.2			(0.4	)
Accounts payable and other current liabilities		(21.2	)		(17.1	)
Other long term liabilities		10.0			26.8
Net cash from operating activities		398.1			342.9

Cash provided by (used in) investing activities:
Purchases of property, plant and equipment		(55.3	)		(33.4	)
Purchases of intangible assets		(5.2	)		(0.1	)
Purchases of investments		(32.0	)		(7.5	)
Proceeds from sales and maturities of investments		22.8			112.0
Other		1.1			0.6
Net cash from investing activities		(68.6	)		71.6

Cash provided by (used in) financing activities:
Net proceeds from (repayment of) short term debt		3.6			(30.1	)
Repayment of long term debt		(0.2	)		(5.1	)
Acquisition of treasury shares		(21.4	)		(503.2	)
Proceeds from exercise of stock options		37.6			87.6
Tax benefits from share-based payment arrangements		11.7			41.8
Net cash from financing activities		31.3			(409.0	)

Effect of exchange rates on cash and cash equivalents		4.6			1.5

Net increase in cash and cash equivalents		365.4			7.0
Cash and cash equivalents, beginning of period		2,134.3			1,489.2

Cash and cash equivalents, end of period	$	2,499.7		$	1,496.2

Supplemental disclosure of cash flow information:
Cash paid during the period for the following:

Interest expense, net of amount capitalized	$	17.1		$	10.1

Income taxes	$	54.3		$	64.0

See accompanying notes to condensed consolidated financial statements.

Alcon Inc. ("Alcon"), a Swiss corporation, is a majority owned subsidiary of Nestlé S.A. ("Nestlé"), which owned 230,137,500 common shares of Alcon at March 31, 2008.

The interim condensed consolidated financial statements of Alcon and its subsidiaries (collectively, the "Company") are unaudited. Amounts presented at December 31, 2007 are based on the audited consolidated financial statements appearing in Alcon's annual report on Form 20-F filed with the U.S. Securities and Exchange Commission. The interim condensed consolidated financial statements and notes thereto do not include all disclosures required by accounting principles generally accepted in the United States of America ("U.S. GAAP") and should be read in conjunction with the audited consolidated financial statements and the notes thereto included in Alcon's annual report on Form 20-F.

In management's opinion, the interim condensed consolidated financial statements reflect all adjustments (consisting only of normal recurring accruals) necessary to present fairly the results for the interim periods presented. Results for interim periods are not necessarily indicative of results that ultimately will be achieved for a full year.

Basic earnings per common share were computed by dividing net earnings by the weighted average number of common shares outstanding for the relevant period. The unvested portion of restricted common shares was excluded in the calculation of basic weighted average common shares outstanding. Diluted weighted average common shares reflect the potential dilution, using the treasury stock method, that could occur if employee stock options for the purchase of common shares and share-settled stock appreciation rights were exercised and if share-settled restricted share units and contingent restricted common shares granted to employees were vested.

	Three months ended March 31,
	2008	2007

Basic weighted average common shares outstanding	297,722,933	299,708,952
Effect of dilutive securities:
Employee stock options	3,039,199	3,954,197
Share-settled stock appreciation rights	226,839	2,380
Share-settled restricted share units	20,576	8,383
Contingent restricted common shares	121,467	59,194

Diluted weighted average common shares outstanding	301,131,014	303,733,106

Certain executives of the Company had deferred the receipt of 161,097 and 174,413 Alcon common shares at March 31, 2008 and 2007, respectively, into the Alcon Executive Deferred Compensation Plan ("DCP"). Alcon common shares held in the DCP were reflected as outstanding in the consolidated balance sheets and were included in the applicable basic and diluted earnings per share calculations.

The computations of diluted weighted average common shares outstanding for the three months ended March 31, 2008 and 2007 did not include the following instruments, as their exercise prices and unrecognized costs were greater than the average market price of the common shares:

During the three-month periods ended March 31, 2008 and 2007, certain individuals terminated employment prior to the vesting of their restricted Alcon common shares and forfeited 8,381 shares and 1,216 shares, respectively. The forfeited shares were recorded as treasury shares during the respective periods.

Statement of Financial Accounting Standards ("SFAS") No. 159, "The Fair Value Option for Financial Assets and Financial Liabilities," became effective for fiscal years beginning after November 15, 2007 and generally does not permit retrospective application. SFAS No. 159 amends SFAS No. 95, "Statements of Cash Flows," and directs entities to classify cash receipts and cash payments related to items measured at fair value according to their nature and purpose. As a result, cash receipts and payments related to trading securities, which were reported in net cash from operating activities in the 2007 period, were reported in cash flows from investing activities in the 2008 period and cash flows for the 2008 period are not directly comparable to the 2007 period.

In September 2006, the Financial Accounting Standards Board issued SFAS No. 157, "Fair Value Measurements." The standard defines fair value, provides a consistent framework for measuring fair value under accounting principles generally accepted in the United States and expands fair value financial statement disclosure requirements. SFAS No. 157 does not require any new fair value measurements.

Financial instruments, such as equity or fixed income securities, other investments and derivatives, are presented at fair value. Fair value is defined as the price at which an asset could be exchanged or a liability could be transferred in an orderly transaction between knowledgeable and willing market participants within the principal or most advantageous market at the measurement date. Where available, fair value is based on or derived from observable market prices or parameters. Where observable prices or inputs are not available, pricing for similar financial assets or liabilities, dealer quotes or valuation models are applied. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the instruments or market and the instruments’ complexity.

Beginning January 1, 2008, financial assets and liabilities recorded at fair value in the condensed consolidated balance sheets were categorized based upon the level of judgment associated with the inputs used to measure their fair value. The SFAS No. 157 hierarchical levels, based on the amount of subjectivity associated with the inputs to fair valuation of these assets and liabilities, are as follows:

Level 1 – Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date.

The types of Company assets carried at Level 1 fair value are equities listed in active markets.

Level 2 – Inputs (other than quoted prices included in Level 1) are either directly or indirectly observable for the asset or liabilities through correlation with market data at the measurement date and for the duration of the instrument’s anticipated life.

The Company's assets generally included in this fair value category are various government agency securities, certain investment funds, certain mortgage backed securities, certain collateralized mortgage obligations, certain foreign exchange derivatives and certain interest rate derivatives. Foreign exchange derivatives and interest rate derivatives are valued using corroborated, observable market data. The Company's liabilities generally included in this fair value category consist of certain foreign exchange derivatives.

Level 3 – Inputs are unobservable inputs for the asset or liability. These inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date.

Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model.

Generally, the Company's assets carried at fair value included in this category are various investment funds. The Company's liabilities carried at fair value in this category consist of certain interest rate derivatives.

The majority of the Company's corporate investments are held in funds professionally managed by investment advisors. The net asset values are furnished in statements received from fund custodians who reflect valuations conducted according to their respective fund pricing policies and asset types. The complete details of the fund holdings of several of the Company's professionally managed funds sometimes may be unavailable to allow the Company to look through to the underlying assets at the date the financial statements are prepared. Because of these constraints, the Company classifies these fund investments as Level 3. For other fund investments for which fund holdings are available, the Company is able to properly assess the classification of some investment funds as Level 2 through due diligence, discussions with fund managers, and examining significant inputs and material balances in each investment and the techniques they employ to value the underlying securities within the respective funds.

Financial assets and financial liabilities measured at fair value on a recurring basis were categorized in the tables below based upon the lowest level of input that is significant to the fair value measurement.

		Fair Value as of March 31, 2008

		Level 1		Level 2		Level 3		Total
Financial Assets
Trading securities	$	--	$	63.1	$	454.5	$	517.6
Available-for-sale securities		34.9		152.4		--		187.3
Foreign exchange derivatives		--		2.3		--		2.3
Interest rate derivatives		--		1.0		--		1.0

Total	$	34.9	$	218.8	$	454.5	$	708.2

Financial Liabilities
Foreign exchange derivatives	$	--	$	1.0	$	--	$	1.0
Interest rate derivatives		--		--		2.6		2.6

Total	$	--	$	1.0	$	2.6	$	3.6

Cash and cash investments of $2,499.7 and long term investments accounted for under the equity method of $9.8 were excluded from this table.

At March 31, 2008, there were two types of financial assets and liabilities currently included in Level 3: trading securities and interest rate derivatives. The trading securities were professionally managed investment funds, which included fixed income funds of $244.2, a bank loan fund of $56.8 and hedge funds of $153.5. The financial assets and liabilities included in Level 3 were approximately 64% of the total amounts measured at fair value on a recurring basis. The fair value of the investment funds classified as Level 3 could not be determined by independent market observation or through the use of other valuation techniques. If more than an insignificant proportion of a particular fund’s assets were Level 3, the entire fund was classified as Level 3, although many of the fund's individual holdings

may meet the definition of Level 1 or Level 2. The Level 3 interest rate derivatives were held by WaveLight AG prior to the Company's acquisition of a majority stake in it in November 2007 and appear to be more speculative in nature than the Company's customary practice. Alcon continues to evaluate these derivatives in 2008 for any further action.

Total gains or losses (realized and unrealized) included in earnings before income taxes for financial assets and liabilities classified as Level 3 were a component of Other, net, in the consolidated statements of earnings. For the three months ended March 31, 2008, there were losses (realized and unrealized) of $10.2 from trading securities, and the Company received proceeds from sales of Level 3 trading securities of $20.8. Realized and unrealized losses during the period were approximately 2% of the beginning balance for Level 3 trading securities and did not negatively affect or impact operations, liquidity, or capital resources.

The table presented below summarizes the change in carrying values associated with Level 3 financial instruments during three months ended March 31, 2008.

		Fair Value Measurements Using
		Significant Unobservable Inputs (Level 3)
		Trading			Interest Rate
		Securities			Derivatives			Total

Beginning balance	$	485.5		$	(2.5	)	$	483.0
Total gains or losses (realized/unrealized)
Included in earnings before income taxes		(10.2	)		--			(10.2	)
Included in other comprehensive income		--			(0.1	)		(0.1	)

Purchases of investments		--			--			--
Proceeds on sales		(20.8	)		--			(20.8	)
Transfers in and/or out of Level 3		--			--			--

Ending balance	$	454.5		$	(2.6	)	$	451.9

Gains and losses (realized and unrealized) on Level 3 financial instruments included in earnings for the three months ended March 31, 2008 were reported in Other, net, as follows:

In accordance with SFAS No. 157, valuation techniques used for financial assets and liabilities accounted for at fair value are generally categorized into three types: market approach, income approach, and cost approach. The Company valued its Level 3 financial assets and liabilities at March 31, 2008 primarily using the market approach and, to a lesser extent, the income approach.

Market Approach. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. Valuation techniques consistent with the market approach include comparables. A majority of the Company's balances measured at fair value on a recurring basis were valued using the market approach. Most measurements were market quotes or obtained from other reliable market sources. The Company did not use market indices for valuing material balances measured at fair value.

Income Approach. Income approach valuation techniques convert future amounts, such as cash flows or earnings, to a single present or discounted amount. The measurement is based on the value indicated by current market expectations about those future amounts. Examples of income approach valuation techniques include present value techniques; option-pricing models, binomial or lattice models that incorporate present value techniques and option-pricing models. The Company valued certain derivatives, in part or whole, using the income approach.

Cost Approach. The cost approach is based on the amount that currently would be required to replace the service capacity of an asset. The Company did not employ the cost approach for determining fair value of financial assets and liabilities.

The valuation approaches described within SFAS No. 157 are consistent with generally accepted valuation methodologies. While all three approaches are not applicable to all assets or liabilities accounted for at fair value, where appropriate and possible, one or more valuation techniques may be used. Professionally managed investment funds may use a combination of market, income and cost approach. The selection of the valuation method(s) to apply considers the definition of an exit price and the nature of the asset or liability being valued and significant expertise and judgment is required.

Long-lived assets and certain identifiable intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is the amount by which the carrying amount of the assets exceeds the fair value of the assets.

During the three months ended March 31, 2007, the Company recognized losses totaling $32.7 related to the impairment of certain plant, equipment and intangible assets used in its refractive product line and to the valuation of refractive product inventories. The losses were recorded in cost of goods sold ($24.0) and amortization of intangibles ($8.7) in the condensed consolidated statements of earnings for the three months ended March 31, 2007.

During March 2007, in connection with the Company's ongoing review of its refractive product line, the Company determined that the carrying amounts of long-lived assets used in the refractive product line probably would not be recovered through the respective projected cash flows, although the Company continued to use those assets. Consequently, the impairment review was conducted using the then-latest projections on a gross basis to determine whether the carrying amounts of the refractive assets were recoverable. After the carrying amounts were determined not recoverable, a traditional discounted cash flow calculation was used to estimate the fair values of the refractive assets for the purpose of measuring the impairment losses, as the Company believes this approach provided the most reasonable estimate of the fair values of those assets.

	March 31, 2008					December 31, 2007
		Gross					Gross
		Carrying		Accumulated			Carrying		Accumulated
		Amount		Amortization			Amount		Amortization

Intangible Assets Subject to Amortization
Licensed technology	$	307.8	$	(274.6	)	$	302.6	$	(266.7	)
Other		160.8		(107.9	)		152.8		(99.1	)

Total	$	468.6	$	(382.5	)	$	455.4	$	(365.8	)

The changes in the carrying amount of goodwill for the three months ended March 31, 2008 were as follows:

At March 31, 2008, the Company had unsecured credit and commercial paper facilities totaling $2,841.6, including bank overdraft agreements, with third parties that were denominated in various currencies. As of March 31, 2008, total borrowings from Nestlé and its subsidiaries were $135.3 under unsecured revolving credit facilities of $405.7.

The Company or one of its subsidiaries files income tax returns in Switzerland, the U.S. federal jurisdiction, and various state and other foreign jurisdictions. With few exceptions, the Company is no longer subject to Swiss, U.S. federal, state and local, or non-U.S. income tax examinations by tax authorities for years before 2002. The Internal Revenue Service ("IRS") commenced an examination of the Company's U.S. income tax returns for 2003 through

2005 in the first quarter of 2007 that is anticipated to be completed by the end of 2008. The Company is also currently subject to income tax examinations by various state, local and foreign tax authorities. In addition, the Company is currently negotiating a bilateral advance pricing agreement ("APA") between Switzerland and the United States covering all material intercompany transactions involving the Company and its subsidiaries in these two jurisdictions through the year 2014. During the third quarter of 2007, the Company and the IRS completed negotiations with respect to the APA, and the IRS submitted its recommended negotiating position to the U.S. competent authority in October 2007. During the fourth quarter of 2007, the Company submitted a similar request for a bilateral APA between Japanese and Swiss tax authorities that would cover the tax years 2008 through 2012. The Company expects that the Swiss-U.S. APA will be finalized in 2008 and the Japanese-Swiss APA will be concluded in 2009 or 2010.

The Company believes that it takes reasonable positions on its tax returns filed throughout the world; however, tax laws are complex and susceptible to differing interpretations. Tax authorities throughout the world routinely challenge positions taken by the Company, particularly in the case of transfer pricing issues. The Company has identified its uncertain tax positions and prepared its reserve for contingent tax liabilities to reflect the associated unrecognized tax benefits (the "Tax Reserves") in accordance with Financial Accounting Standards Board Interpretation ("FIN") No. 48 which, among other things, requires that the Company assume that it will be subject to examination in every jurisdiction in which it is subject to tax. Management believes that the Tax Reserves are fairly stated and that the possibility of a significant increase during the next 12 months in the amount of unrecognized tax benefits reflected in the Tax Reserves related to periods through the end of this reporting period is remote. However, the Company believes it is reasonably possible that the Tax Reserves could be substantially eliminated during the next 12 months as a result of actual payment of amounts included in the Tax Reserves and/or developments in various audits.

The total amount of gross unrecognized tax benefits included in the Tax Reserves and the amount that would impact the effective tax rate, if recognized, did not change materially during the first quarter of 2008. The Company's policy is to classify interest and penalties in tax expense. The gross amount of interest and penalties accrued as part of Tax Reserves did not change materially during the first quarter of 2008. At March 31, 2008, the Company included $201.1 in other long term liabilities for the Tax Reserves, net of deposits with statutory authorities.

The Company expects to realize certain Swiss tax benefits for its commitment to relocate and significantly expand its global administration operations in Switzerland beginning in 2008. The initial term of these benefits is expected to continue for a period of five years. These benefits would be extended for an additional five years if the Company fulfills certain employment commitments and maintains these commitments through 2022.

The Company conducts its global business through two business segments: Alcon United States and Alcon International. Alcon United States includes sales to unaffiliated customers located in the United States of America, excluding Puerto Rico. Alcon United States operating income is derived from operating profits within the United States. Alcon International includes sales to all other unaffiliated customers.

Each business segment markets and sells products principally in three product categories of the ophthalmic market: (1) pharmaceutical (prescription drugs), (2) surgical equipment and devices (cataract, vitreoretinal and refractive) and (3) consumer eye care (contact lens disinfectants and cleaning solutions, artificial tears and ocular vitamins). Business segment operations generally do not include research and development, manufacturing and other corporate functions.

Certain manufacturing costs and manufacturing variances are not assigned to business segments because most manufacturing operations produce products for more than one business segment. Research and development costs,

excluding regulatory costs which are included in the business segments, are treated as general corporate costs and are not assigned to business segments.

Identifiable assets are not assigned by business segment and are not considered in evaluating the performance of the business segments.

											Depreciation and
	Sales				Operating Income						Amortization
Three months ended March 31,		2008		2007		2008			2007			2008		2007
United States	$	672.0	$	634.4	$	366.5		$	340.0		$	11.2	$	16.4
International		864.4		688.3		354.0			291.5			20.5		16.9
Segments total		1,536.4		1,322.7		720.5			631.5			31.7		33.3
Manufacturing operations		--		--		(13.8	)		(11.1	)		11.1		10.3
Research and development		--		--		(115.5	)		(109.7	)		3.9		3.3
General corporate		--		--		(57.1	)		(68.1	)		3.6		19.8
Share-based compensation		--		--		(34.0	)		(39.5	)		--		--

Total	$	1,536.4	$	1,322.7	$	500.1		$	403.1		$	50.3	$	66.7

For the three months ended March 31, 2007, losses related to the impairment discussed in note 6 increased general corporate expenses within operating income by $32.7 and increased depreciation and amortization by $18.6.

Sales to one customer of the United States business segment represented $171.8 of the Company's consolidated sales in the three months ended March 31, 2008.

On February 6, 2008, pursuant to the 2002 Alcon Incentive Plan, the Company's board of directors approved the grant effective February 11, 2008 to certain employees of share-settled stock appreciation rights ("SSARs") and stock options for approximately 1.2 million common shares at $147.54 per share, the closing market price on the date of the grant, February 11, 2008. The share-settled stock appreciation rights and stock options are scheduled to become exercisable in 2011 and expire in 2018. The board also approved the grant effective February 11, 2008 to certain employees of approximately 300,000 share-settled restricted share units. The share-settled restricted share units vest at the end of a three-year period, with forfeitures if the recipient is not fully vested at retirement before age 60. Alcon's board of directors also approved the grant effective February 11, 2008 of approximately 37,000 performance share units to the senior executive officers and other selected executives. The performance share units are designed to award additional compensation in the form of Alcon shares if a three-year cumulative earnings per share target is met. The final award may be adjusted by a total shareholder return multiplier. The performance share units vest at the end of a three-year period, with forfeitures if the recipient is not fully vested before age 60.

The weighted average grant-date "fair value" of stock options and SSARs granted during the period ended March 31, 2008 was $38.39 per instrument. The "fair value" of each stock option and SSAR grant was estimated as of the date of grant using the Black-Scholes option-pricing model with the following weighted average assumptions:

The Company based its estimates of expected volatility on daily historical trading data of its common shares from March 2002 through the grant dates and, due to its short history as a public company, other factors, such as the volatility of the common share prices of other pharmaceutical and surgical companies.

The risk-free interest rate assumptions were based on implied yields, at the grant dates, of U.S. Treasury zero-coupon bonds having a remaining term equal to the expected term of the employee share awards.

The expected dividend yield was estimated generally based upon the Company's historic dividend yield since 2003 and other relevant information.

The Company estimated the expected term consistent with historical exercise and cancellation activity of its previous share-based grants with a ten-year contractual term, as well as that of other pharmaceutical and surgical companies.

Restricted share units are recognized over the required service period at the closing market price for Alcon common shares on the date of grant.

The weighted average grant-date "fair value" of performance share units granted during the period ended March 31, 2008 was $151.83 per instrument. The "fair value" of each performance share unit was estimated as of the date of grant using a Monte Carlo valuation model with the following weighted average assumptions:

If factors change and the Company employs different assumptions in the application of SFAS No. 123(R) in future periods, the compensation expense that the Company records under SFAS No. 123(R) may differ significantly from what the Company has recorded in the current period.

Compensation expense for equity awards was calculated on a straight-line basis over the three-year vesting period of the related share-based awards, with the acceleration of expense for individuals meeting the requirements to retire as described above.

The effects of share-based liability awards on operating income for the three months ended March 31, 2008 and 2007 were an increase of $1.0 and a decrease of $3.7, respectively.

The Company's board of directors has authorized the acquisition on the open market of Alcon common shares to, among other things, satisfy the share-based awards requirements granted under the 2002 Alcon Incentive Plan. On February 7, 2007, Alcon's board of directors authorized the Company to purchase up to 5 million Alcon common shares and, on September 7, 2007, authorized the purchase of up to an additional 2 million Alcon common shares. At March 31, 2008, these outstanding authorizations by the Company's board of directors would permit the purchase of approximately 2.7 million Alcon common shares. The Company has purchased treasury shares on the open market to satisfy the majority of the outstanding equity awards granted subsequent to December 31, 2003. In March 2008, the Company halted the purchase of Alcon common shares in the open market under all share repurchase programs, except for the acquisition of shares withheld from employees' exercises of share-based awards to cover their taxes. The board of directors will review all share repurchase programs at a future board meeting.

	Pension Benefits						Postretirement Benefits
Three months ended March 31,		2008			2007			2008			2007
Service cost	$	6.1		$	4.6		$	3.3		$	2.9
Interest cost		5.9			4.9			3.7			3.3
Expected return on assets		(0.5	)		(0.2	)		(2.7	)		(2.3	)
Prior service cost		(0.2	)		(0.2	)		0.1			0.1
Net losses (gains)		1.5			1.3			0.3			0.3

Net periodic benefit cost	$	12.8		$	10.4		$	4.7		$	4.3

The Company adopted the measurement date provisions of SFAS No. 158, "Employers' Accounting for Defined Benefit Pension and Other Postretirement Plans," during the three months ended March 31, 2008. The Company elected to utilize the alternate transition method to transition the measurement date for its defined pension benefit plan in Japan from September 30 to December 31. These provisions were adopted effective January 1, 2008. Under this transition method, the Company charged 3/15ths of the estimated pension cost from October 1, 2007 to December 31, 2008 (or $0.8, net of taxes) to retained earnings as of January 1, 2008.

The Company maintains an irrevocable Rabbi trust to be held and invested in an unfunded arrangement for the payment of benefits to participants under certain defined benefit pension plans of the Company. At March 31, 2008, the accompanying condensed consolidated balance sheet included net assets of the trust (cash and cash equivalents of

$2.0, short term investments of $223.6 and long term investments of $32.6) that were restricted to the payment of pension benefits except under certain conditions, such as the Company's insolvency or termination of the trust.

On May 6, 2008, Alcon's shareholders will vote at their annual general meeting on a proposal to approve the cancellation of 7,657,400 Alcon common shares, which the Company purchased during 2007. After the fulfillment of certain formal Swiss law requirements, the cancellation, if approved, would become effective in July or August 2008.

In March 2008, as a result of the agreement discussed in note 15, the Company terminated its pro rata share repurchase agreement in connection with the share repurchase program authorized by the board of directors in December 2007 that provided for the purchase of up to $1,100.0 of Alcon common shares. Prior to its termination, the Company had purchased a total of 150,000 shares under the agreement, comprised of 112,500 shares from the Company's majority shareholder, Nestlé, and 37,500 shares from the market, for a total of $21.2. The price for shares purchased from Nestlé was equal to the U.S. Securities Exchange Act of 1934 Rule 10b-18 volume-weighted average price.

This program was in addition to the Company's pre-existing repurchase program, under which, as of March 31, 2008, the Company had remaining authorization to purchase up to 2.7 million shares. In March 2008, the Company halted the purchase of Alcon common shares in the open market under all share repurchase programs, except for the acquisition of shares withheld from employees' exercises of share-based awards to cover their taxes. The board of directors will review all share repurchase programs at a future board meeting.

Alcon has joined with its commercial partners in filing patent infringement actions against three different generic drug companies. All of these generic drug companies are seeking United States Food and Drug Administration ("FDA") approval to market a generic version of an Alcon product under what is known as an Abbreviated New Drug Application ("ANDA").

The first infringement action was filed after Alcon received notice that Teva Pharmaceuticals USA, Inc. had filed an ANDA seeking approval to sell a generic version of Alcon's Vigamox^® antibiotic ophthalmic solution. (Moxifloxacin, the primary ingredient in Vigamox^®, is licensed to Alcon by Bayer HealthCare AG.) As part of its ANDA, Teva challenged three patents covering Alcon's innovator product Vigamox^®. Two of the patents are owned by Alcon's licensor, Bayer HealthCare AG, and the third, which expires in 2020, is owned by Alcon. The two Bayer HealthCare patents were also the subject of another Teva ANDA seeking approval to sell a generic version of Bayer HealthCare's systematic moxifloxacin product, Avelox^®. Suit was filed by Alcon and Bayer HealthCare as co-plaintiffs against Teva relative to the Vigamox^® ANDA on April 5, 2006 in the U.S. District Court in Delaware. Bayer HealthCare subsequently filed suit in the same court relative to the Avelox^® ANDA, and the two suits were merged. As a result of the lawsuit filing, the FDA must delay any approval of Teva's Vigamox^® ANDA for 30 months unless the litigation is earlier resolved or the court modifies the 30-month stay on FDA approval. Trial was scheduled to begin February 26, 2008, but the dispute between Bayer HealthCare and Teva relative to the two Bayer HealthCare patents was resolved by settlement on the eve of trial. Under the terms of the settlement, Teva acknowledged the validity and enforceability of both Bayer HealthCare patents, and further acknowledged that its proposed generic ophthalmic product would infringe both patents. Teva has therefore relinquished any claim that it is entitled to market the generic ophthalmic product prior to September 4, 2014. Alcon remains the exclusive ophthalmic licensee under the Bayer HealthCare patents. The trial relative to the Alcon patent began on February 28, 2008 and concluded on March 6, 2008. Judgment is not expected until the first half of 2009. Should Teva succeed in overcoming the Alcon patent and secure FDA approval, it would be entitled to sell a generic moxifloxacin product that would compete with Alcon's Vigamox^® product well before the 2020 expiration of the Alcon patent. Such competition would be expected to impact significantly the Company's sales and profits.

The second patent infringement action was filed after Alcon received notice that Apotex, a Canadian-based generic drug company, had filed an ANDA challenging one of the patents covering Alcon's Patanol^® anti-allergy eye product. Alcon's raw material supplier, Kyowa Hakko Kogyo Co. Ltd., holds another United States patent that has not been challenged in this case and extends through 2010. The patent that Apotex has challenged, which is co-owned by Alcon and Kyowa Hakko, will expire in 2015. Alcon and Kyowa Hakko as co-plaintiffs filed suit against Apotex Inc. and Apotex Corp. on November 15, 2006, in the U.S. District Court in Indianapolis, Indiana. As a result of the lawsuit filing, the FDA must delay any approval of the Apotex ANDA for 30 months unless the litigation is earlier resolved or the court modifies the 30-month stay on FDA approval. Trial has been rescheduled for early February 2009. Should Apotex succeed in overcoming the challenged patent and secure FDA approval, it would be entitled to begin selling a generic olopatadine product that would compete with Alcon's Patanol^® product in the United States as of December 18, 2010. Such competition would be expected to impact significantly the Company's sales and profits.

The third patent infringement action was filed after Alcon received notice on October 1, 2007 that Barr Laboratories, Inc. had filed an ANDA challenging the patents underlying Alcon's Patanol^® product. Unlike the Apotex ANDA, which is challenging only the patent jointly owned by Kyowa Hakko and Alcon, the Barr ANDA is also challenging Kyowa Hakko's composition patent on olopatadine, the active agent in Patanol^®. The 30-month period after which the FDA could approve Barr's generic product will expire the end of March 2010, nine months before the Kyowa Hakko composition patent expires. Alcon and Kyowa Hakko filed suit in the Federal District Court in Indianapolis (where the Apotex case is pending) on October 23, 2007. As a result of the lawsuit filing, the FDA must delay any approval of the Barr ANDA for 30 months unless the litigation is earlier resolved or the court modifies the 30-month stay on FDA approval. Trial has not yet been scheduled in this case. Should Barr succeed in overcoming both of the challenged patents and secure FDA approval, it would be entitled to immediately begin selling a generic olopatadine product that would compete with Alcon's Patanol^® product in the United States. Such competition would be expected to impact significantly the Company's sales and profits.

On April 17, 2008, Synergetics USA, Inc., a microsurgical device company, announced in a press release that it had filed a civil antitrust lawsuit in the United States District Court for the Southern District of New York against Alcon and its subsidiary, Alcon Laboratories, Inc. Synergetics asserts that it has suffered losses resulting from what Synergetics alleges were unlawful/unfair practices and seeks a recovery that could exceed $100 million. Synergetics alleges that Alcon has used monopoly power in the market for vitreoretinal surgical equipment to control purchasing decisions in favor of its surgical illumination sources and associated accessories, and that Alcon has done this to the detriment of sales of Synergetics' products, particularly of its line of light sources, light pipes and other accessories. Synergetics also asserts that Alcon engaged in allegedly anti-competitive behaviors. The Company has not had an opportunity to review fully the claims of this lawsuit and discovery has not begun. While there can be no assurance that an adverse outcome in the case cannot occur, the Company does not believe that the allegations, as set forth in the press release, have merit and intends to vigorously defend itself in the case.

The Company and its subsidiaries are parties to a variety of other legal proceedings arising out of the ordinary course of business, including proceedings relating to product liability and patent infringement. The Company believes that it has valid defenses and is vigorously defending the litigation pending against it.

While the results of the aforementioned contingencies cannot be predicted with certainty, management believes that the ultimate liability, if any, will not have a material adverse effect on the Company's consolidated financial position or results of operations. Litigation contingencies are subject to change based on settlements and court decisions.

The Company may be subject to future litigation and infringement claims, which could cause the Company to incur significant expenses or prevent the Company from selling its products. The Company operates in an industry susceptible to significant product liability claims. Product liability claims may be asserted against the Company in the future arising out of events not known to the Company at the present time.

On April 7, 2008, Nestlé and Novartis AG ("Novartis") announced that they reached an agreement pursuant to which Nestlé will sell approximately 74 million of its shares of Alcon common stock to Novartis in a cash transaction at a price of $143.18 per share. Once consummated, Novartis will own a minority stake in Alcon of slightly less than 25% of Alcon's outstanding shares, while Nestlé will remain Alcon's majority shareholder with approximately 156 million Alcon shares comprising approximately 52% of Alcon's outstanding shares.

Nestlé and Novartis also announced that the agreement contains put and call option rights on the remaining approximately 156 million Alcon shares owned by Nestlé, which option rights commence on January 1, 2010 and expire on July 31, 2011. As outlined by the two parties, these rights grant (i) Novartis a call option to buy all but 4.1 million (or 2.5%) of Nestlé’s remaining Alcon shares at a fixed price of $181 per share and the 4.1 million at the first stage price of $143.18 per share, and (ii) Nestlé a put option to sell all but 4.1 million of its remaining Alcon shares to Novartis at the lower of Novartis's call price of $181 per share or at a 20.5% premium above the then-market price of Alcon shares, which will be calculated as the average market price of Alcon shares during the week preceding the exercise date of the put option, with the 4.1 million share balance to be sold at the first stage closing price of $143.18 per share.

The agreement also provides for the expansion of the Alcon board of directors from eight to ten members, with one of the additional members designated by Nestlé and one designated by Novartis. The board expansion is conditioned upon the consummation of the approximately 74 million share transaction. The nominees for these additional board seats are James Singh, who is currently Nestlé's executive vice president and chief financial officer, and Daniel Vasella, M.D., who is chairman and chief executive officer of Novartis. Shareholders will vote on whether to expand the Alcon board and to elect these nominees at Alcon's upcoming annual general meeting, which will be held on May 6, 2008 in Zug, Switzerland.

The purchase and sale transaction is subject to regulatory approvals. The exercise of the call or put option rights would trigger certain change of control provisions in the Company's share-based awards plan, certain retirement plans for Company employees and other agreements.

Three months ended March 31, 2008 compared to three months ended March 31, 2007

The following discussion compares operations for the three months ended March 31, 2008 to operations for the three months ended March 31, 2007.

The Company's global sales increased 16.2% to $1,536.4 million for the three months ended March 31, 2008 from the same period in 2007. Of this increase, 6.8% was attributable to favorable exchange rates. Excluding the effect of foreign exchange fluctuations, global sales would have grown 9.4%, primarily reflecting volume growth during the three months ended March 31, 2008.

	Three Months Ended						Foreign		Change in
	March 31,						Currency		Constant
		2008		2007	Change		Change		Currency	(a)
	(in millions)
Geographic Sales

Alcon United States:
Pharmaceutical	$	318.3	$	306.6	3.8	%	--	%	3.8	%
Surgical		254.0		234.1	8.5		--		8.5
Consumer Eye Care		99.7		93.7	6.4		--		6.4

Total United States Sales		672.0		634.4	5.9		--		5.9

Alcon International:
Pharmaceutical		310.1		247.9	25.1		12.4		12.7
Surgical		443.9		346.6	28.1		13.8		14.3
Consumer Eye Care		110.4		93.8	17.7		11.6		6.1

Total International Sales		864.4		688.3	25.6		13.0		12.6

Total Global Sales	$	1,536.4	$	1,322.7	16.2		6.8		9.4

Alcon United States sales increased 5.9% to $672.0 million for the three months ended March 31, 2008, from $634.4 million for the comparable period in 2007. U.S. Pharmaceutical sales reflected gains in products to treat allergies, infections/inflammation and otic conditions and a slight decrease in sales of glaucoma products. U.S. pharmaceutical sales were negatively impacted by the reinstatement of a U.S. government rebate program in 2008 that had been discontinued in first quarter 2007 and wholesaler purchasing patterns of certain glaucoma products. Surgical sales in the United States benefited from increased sales of AcrySof ^® intraocular lenses, viscoelastics and disposable products used in vitreoretinal surgeries. The increase in U.S. Consumer Eye Care sales primarily resulted from sales growth of OPTI-FREE^® Replenish^® multi-purpose disinfecting solution for contact lenses and of Systane^®

lubricant eye drops, which was partially offset by decreases from discontinuing certain private label consumer products with lower margins.

Alcon International sales increased 25.6% (12.6% in constant currency) to $864.4 million in the three months ended March 31, 2008, from $688.3 million in the same period of 2007. The markets in Japan, China, Turkey and Russia led the sales growth in constant currency. Pharmaceutical sales outside of the United States grew in all major therapeutic areas. AcrySof^® intraocular lenses, including AcrySof ^® IQ, AcrySof^® ReSTOR^®and AcrySof^® Toric intraocular lenses, cataract procedure and phaco cassette packs, and viscoelastics led the growth in Surgical sales outside the United States. Higher sales of OPTI-FREE^® Replenish^®, along with Systane^® and Tears Naturale^® lubricant eye drops, drove the increase in International sales of Consumer Eye Care products.

	Three Months Ended								Foreign		Change in
	March 31,								Currency		Constant
		2008			2007		Change		Change		Currency	(a)
	(in millions)
Global Product Sales

Infection/inflammation	$	230.0		$	203.1		13.2	%
Glaucoma		210.7			185.7		13.5
Allergy		131.0			112.6		16.3
Otic		63.2			53.7		17.7
Other pharmaceuticals/rebates		(6.5	)		(0.6	)	N/M

Total Pharmaceutical		628.4			554.5		13.3		5.5	%	7.8	%

Intraocular lenses		260.9			211.0		23.6
Cataract/vitreoretinal		405.7			357.7		13.4
Refractive		31.3			12.0		160.8

Total Surgical		697.9			580.7		20.2		8.2		12.0

Contact lens disinfectants		114.4			102.0		12.2
Artificial tears		65.8			55.8		17.9
Other		29.9			29.7		0.7

Total Consumer Eye Care		210.1			187.5		12.1		5.9		6.2

Total Global Sales	$	1,536.4		$	1,322.7		16.2		6.8		9.4

Global sales of our pharmaceutical products increased 13.3% (7.8% in constant currency) during the three months ended March 31, 2008. Sales of key products in all major therapeutic categories reflected volume gains.

Our line of glaucoma products includes TRAVATAN^® ophthalmic solution, TRAVATAN Z^®ophthalmic solution and DuoTrav™ ophthalmic solution. TRAVATANZ^® enables doctors to help glaucoma patients with a benzalkonium chloride ("BAC") free prostaglandin. DuoTrav™ is a combination of the prostaglandin analogue travoprost in TRAVATAN^® with the beta blocker timolol and is marketed in several European Union countries, Canada and Australia. Combined sales of our family of TRAVATAN^® products grew 15.8% for the three months ended March 31, 2008. A portion of this growth is attributable to our launch of TRAVATANZ™ ophthalmic solution in Japan during the fourth quarter of 2007. While sales of the family of TRAVATAN^® products grew in International markets,

reported sales were down slightly in the United States due to wholesaler purchasing patterns. During the three months ended March 31, 2008, Azopt^® ophthalmic suspension, the Company's topical carbonic anhydrase inhibitor, posted a 21.5% sales increase from growth in both the U.S. and International markets.

Sales of Vigamox^® ophthalmic solution, our leading anti-infective fluoroquinolone drug, increased 16.9% compared to 2007, primarily due to increased sales around the world as physicians continued to convert to it from older anti-infective drugs. (Moxifloxacin, the primary ingredient in Vigamox^®, is licensed to Alcon by Bayer HealthCare AG.) Sales of TobraDex^® ophthalmic suspension and ointment, our leading combination drug for the treatment of infection and inflammation, rose 10.1%, primarily outside the United States, during the three months ended March 31, 2008 over the same period of the prior year.

NEVANAC^® ophthalmic suspension is our non-steroidal anti-inflammatory drug ("NSAID") for the treatment of pain and inflammation associated with cataract surgery. Sales of NEVANAC^® grew 49.0% in the three months ended March 31, 2008 over the same period of the prior year

Despite some contraction in the U.S. allergy market, global sales of our leading allergy products, Patanol^® ophthalmic solution and Pataday™ ophthalmic solution, grew 17.7% in the three months ended March 31, 2008. Commercial distribution in the United States of Pataday™, the only once-a-day ocular prescription allergy medicine, commenced in January 2007. U.S. sales of Patanol^® and Pataday™ during the three months ended March 31, 2007 also reflected a delay in the timing of wholesaler purchases for the spring allergy season of 2007.

Sales of otic products increased 17.7% in the three months ended March 31, 2008 over the same period of 2007, despite slower market growth for this category. U.S. sales of CIPRODEX^®otic suspension were responsible for the increase in otic products sales during 2008. (CIPRODEX^® is a registered trademark of Bayer AG, licensed to Alcon by Bayer HealthCare AG.)

The change in the other pharmaceuticals/rebates line for the three months ended March 31, 2008 compared to 2007 was primarily attributable to changes in a U.S. government rebate program. During the three months ended March 31, 2007, we recognized approximately $7.9 million for reimbursement we received related to rebates we paid prior to October 2006 under the TRICARE rebate program, which was discontinued. This rebate program was reinstated for eligible sales in January 2008.

Global sales of our surgical products grew 20.2% (12.0% in constant currency) to $697.9 million in the three months ended March 31, 2008, compared to 2007. Higher sales of intraocular lenses, as well as cataract and vitreoretinal products (which include surgical equipment, devices and disposable products), accounted for most of the growth. The acquisition of a majority interest in WaveLight AG in November 2007 expanded sales of our refractive products in 2008.

Sales of intraocular lenses increased 23.6% in the three months ended March 31, 2008. This increase reflected continued growth in the market and in our market share, as well as the shift in demand from lower-priced monofocal intraocular lenses to our higher priced AcrySof^®IQ aspheric intraocular lenses, especially outside the United States. The AcrySof^®IQ is an aspheric lens that is designed to reduce corneal spherical aberration. We also experienced sales growth in our premium technology products, such as the AcrySof^®ReSTOR^® multifocal intraocular lens that corrects for presbyopia and the AcrySof^®Toric intraocular lens that corrects for astigmatism. Global sales of our premium technology lenses grew 71.6% in the three months ended March 31, 2008 compared to 2007.

The AcrySof^® Toric is a monofocal lens designed to correct for various levels of pre-existing astigmatism in cataract patients. In January 2007, the Centers for Medicare and Medicaid Services ("CMS") issued a ruling that allows cataract patients to choose an intraocular lens to reduce or eliminate pre-existing corneal astigmatism. Prior to this ruling, limitations on Medicare payment and market pricing for astigmatism-correcting intraocular lenses effectively would have prevented beneficiaries from having these lenses implanted. Under this ruling, Medicare will continue existing reimbursement amounts under the covered benefit for cataract surgery, and patients may elect to pay for the non-covered charges for astigmatism-correcting intraocular lenses such as the AcrySof^® Toric.

On February 1, 2007, we announced that the U.S. Food and Drug Administration ("FDA") granted approval of the AcrySof^® ReSTOR^® Aspheric apodized diffractive intraocular lens for the visual correction of aphakia following cataract surgery in adult patients with and without presbyopia. This lens is the only FDA-approved presbyopia-correcting intraocular lens that incorporates aspheric optics into its design. We began selling this lens in the third quarter of 2007. In the United States, this lens benefits from a CMS ruling that allows cataract patients to choose an intraocular lens that corrects for presbyopia after cataract surgery, provided they pay the incremental cost of the lens.

Sales of other surgical products grew faster in the International markets than in the United States. Global sales of cataract procedure packs and phaco cassette packs rose 18.6% and 11.2%, respectively. Sales of viscoelastics increased 13.6%. Sales of vitreoretinal machine packs grew 28.3% and sales of other vitreoretinal disposables produced a 24.3% increase.

Refractive sales rose 160.8% to $31.3 million for the three months ended March 31, 2008. Sales from per procedure technology fees in the United States applicable to LADARVision^® technology declined after a Device Safety Alert was issued on February 21, 2007 related to the LADAR6000™ excimer laser. The Company removed all LADAR6000™ systems from the market in the United States during 2007. Despite the decline in LADARVision^® technology fees in 2008, refractive sales for the period increased as a result of third-party sales of WaveLight products and procedure fees. We acquired a controlling interest in WaveLight in November 2007.

Our global consumer eye care sales, consisting of contact lens care, artificial tears and other general eye care products, grew 12.1% (6.2% in constant currency) to $210.1 million in the three months ended March 31, 2008, compared to $187.5 million in the three months ended March 31, 2007. This increase is net of decreases from discontinuing certain private label consumer products with lower margins.

Sales of our contact lens disinfectants increased 12.2% in the three months ended March 31, 2008 compared to the same period in 2007. Sales growth of our contact lens disinfectants reflected market share gains after a major competitor withdrew one of its leading products from the market during the second quarter of 2007. The withdrawal created a surge in demand for alternate products. Since the competitor's recall, our OPTI-FREE^® RepleniSH^® multipurpose disinfecting solution has continued to gain market share and has been introduced in a number of International markets.

Sales of our artificial tears products grew 17.9% over the same period. Higher sales of Systane^® accounted for most of the growth. The majority of the sales growth for Systane^® came from International markets reflecting the introduction of the product in additional markets since the prior period, as well as continued growth in existing markets. Higher sales of Tears Naturale^® in International markets provided the remaining growth.

Gross profit increased 16.9% to $1,138.1 million in the three months ended March 31, 2008 from $973.7 million in 2007. Gross profit increased as a percent of sales to 74.1% in the three months ended March 31, 2008 from 73.6% in 2007, due to $24.0 million of losses in 2007 related to the impairment discussed in note 6 to the condensed consolidated financial statements. The gross profit margin for 2008 declined 1.3 percentage points when compared to other components of the gross profit margin for 2007. Gross profit margin was negatively affected by costs related to the integration of WaveLight's operations, rebate variations related to certain government programs, geographic sales mix and global pricing pressures.

Selling, general and administrative expenses increased 16.1% to $484.2 million in the three months ended March 31, 2008 from $417.1 million in 2007. Selling, general and administrative expense as a percentage of sales remained constant at 31.5%, primarily due to costs for start-up of the new shared service center in Fribourg, Switzerland, and integration and operating expenses of WaveLight.

Research and development expenses increased 8.5% to $144.9 million (or 9.4% of sales) in the three months ended March 31, 2008 from $133.5 million (or 10.1% of sales) in 2007. The increase in research and development expenses represented a continued investment across pharmaceutical, surgical and consumer eye care product lines. Research and development expenses are expected to increase as a percent of sales in future quarters, as we fill personnel vacancies and complete enrollments in certain clinical studies.

Amortization of intangibles decreased to $8.9 million in the three months ended March 31, 2008, from $20.0 million in 2007. Amortization in 2007 included impairment losses of $8.7 million, discussed in note 6 to the condensed consolidated financial statements.

Operating income increased 24.1% to $500.1 million in the three months ended March 31, 2008 from $403.1 million in 2007. This increase in 2008 reflected increased sales volume in 2008 and charges of $32.7 million related to the impairment in 2007. In addition, operating expenses grew at a slower pace than sales. Share-based compensation expense decreased operating income by $34.0 million and $39.5 million in the three months ended March 31, 2008 and 2007, respectively. Because some awards were expensed on their grant date in February 2008, share-based compensation in the three months ended March 31, 2008 represents more than 40% of the expected share-based compensation expense to be recognized in the year 2008.

Alcon United States business segment operating income increased 7.8% to $366.5 million, or 54.5% of sales, in the three months ended March 31, 2008 from $340.0 million, or 53.6% of sales, in 2007. Operating income as a percent of sales improved in 2008 as a result of sales volume gains and product mix. Sales grew faster than selling, general and administrative expenses, while amortization expense declined in the United States.

Alcon International business segment operating income increased 21.4% to $354.0 million, or 41.0% of sales, in the three months ended March 31, 2008 from $291.5 million, or 42.3% of sales in 2007. In 2008, operating income margins decreased as result of lower gross margins, as well as direct selling and marketing expenses associated with recent pharmaceutical product launches in Japan.

Operating income for the Alcon United States and Alcon International business segments does not include: (1) certain manufacturing costs (e.g., manufacturing operation period costs and manufacturing variances); (2) all research and development costs other than regulatory costs; (3) certain other general corporate expenses; and (4) share-based compensation. In 2007, general corporate expenses included $32.7 million of losses related to impairment.

Interest income increased 29.1% to $25.7 million in the three months ended March 31, 2008 from $19.9 million in 2007, primarily as a result of increased cash and cash equivalents balances, partially offset by lower short term interest rates in 2008. Interest expense increased 77.6% to $17.4 million in the three months ended March 31, 2008 from $9.8 million in 2007, resulting from more borrowings, slightly offset by decreased interest rates.

Other, net, included gains (losses) on investments for the three months ended March 31, 2008 and 2007 as follows:

Unrealized losses on trading securities in 2008 reflect mark-to-market losses on hedge funds and other trading securities.

Income tax expense decreased to $74.1 million in the three months ended March 31, 2008 from $77.9 million in the first quarter of 2007. The effective tax rate was 14.7% in the three months ended March 31, 2008, compared to 18.4% in the three months ended March 31, 2007. The 14.7% effective tax rate for the three months ended March 31, 2008 reflected the combined effects of (i) product and geographic earnings mix, including a larger share of research and development funding from the United States, (ii) the expiration of the research and experimentation tax credit at the end of 2007, and (iii) the Swiss tax benefits associated with the expansion of the Company's global administration operations. Passage of the research and experimentation tax credit retroactive to January 1, 2008 would decrease the effective tax rate by approximately 0.9%. The effective tax rate for the three months ended March 31, 2007 primarily included (i) the reversal of deferred tax liabilities at U.S. tax rates caused by the impairment losses and (ii) the benefit of funding a large percentage of research and development in the United States.

Net earnings increased 24.0% to $429.4 million in the three months ended March 31, 2008 from $346.2 million in 2007. This increase resulted from the 2007 after-tax charges of $20.8 million related to impairment, 2008 sales volume growth that exceeded increases in operating expenses, and income tax reductions.

In April 2008, the FDA approved the Company's New Drug Application for Patanase^® nasal spray for the treatment of symptoms of seasonal allergic rhinitis in patients twelve years of age or older. Recently, the FDA issued an approvable letter informing the Company that additional information will be required to support the approval of TobraDex^® ST ophthalmic suspension for the treatment of inflammatory ocular conditions for which a corticosteroid is indicated and where a superficial bacterial infection or risk of infection exists. The Company will continue to work with the FDA to meet its requirements.

At March 31, 2008, the Company reported cash and cash equivalents of $2,499.7 million, total short term borrowings and debt of $1,854.5 million and consolidated shareholders' equity of $3,931.1 million. As part of our cash management strategy, the Company maintains large balances of cash and cash equivalents in Switzerland and Bermuda, while the Company's debt is borrowed in subsidiary operating companies located elsewhere.

A portion of the Company's assets was held and invested through an irrevocable Rabbi trust in an unfunded arrangement for the payment of benefits to participants under certain defined benefit pension plans of the Company.

At March 31, 2008, the accompanying condensed consolidated balance sheet included net assets of the trust (cash and cash equivalents of $2.0 million, short term investments of $223.6 million and long term investments of $32.6 million) that were restricted to the payment of pension benefits except under certain conditions, such as the Company's insolvency or termination of the trust.

During the three months ended March 31, 2008, the Company generated operating cash flow of $398.1 million, primarily from net earnings. A portion of the operating cash flow was used to purchase Alcon common shares, as discussed under "Financing Activities," and for investing activities.

Net cash used in investing activities in the three months ended March 31, 2008 was $68.6 million. Sales of available-for-sale investments provided cash from investing activities to a lesser extent in 2008 than in 2007. Capital expenditures increased in 2008 and reduced net cash from investing activities. Our capital expenditures were principally to expand and upgrade our manufacturing and research and development facilities and other infrastructure.

In April 2008, we announced plans to build a facility in Singapore that will manufacture pharmaceuticals to be distributed throughout most of Asia. We plan to break ground in 2009 with the 250,000 square foot facility being fully functional in 2012.

During the three months ended March 31, 2008, we increased our short term borrowings by $44.3 million. Our short term borrowings are discussed more fully under "Credit and Commercial Paper Facilities" below.

In February 2008, approximately 2.8 million stock options granted to employees in 2005 became exercisable. During 2008, approximately 0.6 million options were exercised, providing proceeds of $37.6 million to the Company.

We intend to issue new common shares from conditional capital for the exercise of stock options held by employees that became exercisable in 2006 and 2005.

Since 2002, the Company's board of directors has authorized the purchase on the open market of up to 27 million Alcon common shares to, among other things, satisfy the exercise of equity awards granted to employees that are scheduled to become exercisable in 2007 through 2012. To the extent such share purchases are not required for employee awards, the board may present the shares for approval of cancellation at future shareholders' meetings. Through March 31, 2008, we cumulatively have purchased approximately 24.4 million Alcon common shares (including approximately 0.1 million shares in 2008) for $2,594.2 million (including $21.4 million in 2008).

In March 2008, as a result of the agreement between Nestlé S.A. and Novartis AG discussed in note 15 to the condensed consolidated financial statements, the Company terminated its share repurchase agreement in connection with the pro rata share repurchase program authorized by the board of directors in December 2007 that provided for the purchase of up to $1.1 billion of Alcon common shares. Prior to its termination, the Company had purchased a total of 150,000 shares under the agreement, comprised of 112,500 shares from the Company's majority shareholder, Nestlé, and 37,500 shares from the market, for a total of $21.2 million. The price for shares purchased from Nestlé was equal to the U.S. Securities Exchange Act of 1934 Rule 10b-18 volume-weighted average price.

On May 6, 2008, Alcon's shareholders will consider a proposal by our board of directors to cancel approximately 7.7 million Alcon common shares that were purchased as treasury shares and to reduce Alcon's share capital by a corresponding amount.

The payment of dividends is subject to the availability of retained earnings or dividendable reserves under Swiss law, the proposal by our board of directors, and ultimately the approval of our shareholders. Future dividend payments will depend on various factors, including our net earnings, financial condition, cash requirements, future prospects and other factors deemed relevant by our board of directors in their proposal for approval to the shareholders. On February 6, 2008, Alcon's board of directors voted to propose to shareholders payment of a dividend of CHF 2.63 per common share, or approximately $2.64 per common share at the exchange rate in effect on March 31, 2008, totaling an estimated $790 million depending on exchange rates. If the proposed dividend is approved by the shareholders at their annual general meeting on May 6, 2008, we expect that it will be paid on or about May 22, 2008.

We expect to meet our current liquidity needs, including the approximately $790 million anticipated dividend payment subject to shareholder approval, primarily through cash and cash equivalents, the liquidation of short term investments, and, to the extent necessary, short term borrowings. We expect to meet future liquidity requirements through operating cash flows and through issuances of commercial paper under the facility described below or other debt, the combination of which we believe would be sufficient, even if our sales were adversely affected as compared to expectations.

As of March 31, 2008, the Company had credit and commercial paper facilities totaling approximately $3.2 billion available worldwide, including a $2.0 billion commercial paper facility. As of March 31, 2008, $1.2 billion of the commercial paper was outstanding at an average interest rate of 2.7% before fees.

Nestlé guarantees the commercial paper facility and assists in its management, for which we pay Nestlé an annual fee based on the average outstanding commercial paper balances. In addition, we pay Nestlé a fee for serving as a guarantor on a bank loan for Japanese yen 5.0 billion ($51.3 million) maturing in 2011 arranged by ABN AMRO for our subsidiary in Japan. Nestlé's guarantees permit us to obtain more favorable interest rates, based upon Nestlé's credit rating, than might otherwise be obtained. We believe that any fees paid by us to Nestlé for its guaranty of any indebtedness or for the management of the commercial paper program are comparable to the fees that would be paid in an arm's-length transaction. The loan contains a provision that may accelerate the obligations in the event that Nestlé's ownership of Alcon falls below 51%.

The Company also had available commitments of $405.7 million under unsecured revolving credit facilities with Nestlé and its affiliates; at March 31, 2008, $135.3 million was outstanding under these credit facilities. Alcon's subsidiaries had third-party lines of credit, including bank overdraft facilities, totaling approximately $841.6 million under which there was an aggregate outstanding balance of $418.5 million at March 31, 2008. Most of the credit facilities with Nestlé and third parties have terms for less than one year and accrue interest at a rate consistent with local borrowing rates. In aggregate, these facilities had a weighted average interest rate of 4.4% at March 31, 2008.

Effective January 1, 2008, the Company adopted SFAS No. 157, "Fair Value Measurements." SFAS No. 157 defines fair value, establishes a framework for measuring fair value, establishes a fair value hierarchy based on the inputs used to measure fair value and enhances disclosure requirements for fair value measurements.

As indicated in note 5 to the condensed consolidated financial statements, financial assets presented at fair value and categorized as Level 3 were corporate investments held in funds professionally managed by investment advisors. These Level 3 financial assets were marked to net asset values furnished in statements received from fund

custodians, who reflect valuations conducted according to their respective fund pricing policies and asset types. The Company evaluated these pricing policies utilized by the investment advisors and validated certain fair value measurements. The financial liabilities presented at fair value and categorized as Level 3 were interest rate derivatives recognized after the Company's acquisition of a majority stake in WaveLight in November 2007.

Financial assets and liabilities presented at fair value and categorized as Level 3 were generally consistent as of March 31, 2008, as compared with December 31, 2007. The table presented below summarized the Company's Level 3 assets and liabilities at March 31, 2008 and December 31, 2007:

		March 31,			December 31,
		2008			2007
		(in millions)

Level 3 assets	$	454.5		$	485.5
Less: Level 3 derivative liabilities		(2.6	)		(2.5	)

Level 3 assets (net of derivative liabilities)	$	451.9			483.0

Total assets		7,631.1			7,015.6

Total assets measured at fair value	$	708.2		$	714.9
Less: derivative liabilities measured at fair value		(3.6	)		(4.8	)

Assets measured at fair value (net of derivative liabilities)	$	704.6		$	710.1

Level 3 assets as a percent of total assets		6%			7%
Level 3 assets as a percent of total assets measured at
fair value		64%			68%
Level 3 assets (net of derivative liabilities) as a percent of assets
measured at fair value (net of derivative liabilities)		64%			68%

For a further discussion regarding the measurement of financial instruments, see note 5 to the condensed consolidated financial statements.

Because we have previously financed, and expect to continue to finance, our operations in part through short term loans, we are exposed to interest rate risks. At March 31, 2008, the majority of our loans were short term, floating rate loans that will become more expensive when interest rates rise and less expensive when they fall. We have partly mitigated this risk by investing the majority of our cash and cash equivalents and certain short term investments in floating rate investments. We evaluate the use of interest rate swaps and periodically use such agreements to manage our interest rate risk on selected debt instruments.

In the normal course of our business, we incur credit risk because we extend trade credit to our customers. We believe that these credit risks are well diversified, and our internal staff actively manages these risks. Our principal concentrations of trade credit are generally with large and financially sound corporations, such as large retailers and grocery chains, drug wholesalers and governmental agencies. It is not unusual for our five largest customers in the United States to represent in the aggregate approximately 16.2% of the outstanding balance of our total accounts

receivable. Sales to one customer of the United States business segment represented $171.8 million of the Company's consolidated sales in the three months ended March 31, 2008.

In connection with our sales of surgical equipment, we frequently finance the purchase of our equipment and enter into leases and other financial transactions with our customers. In general, transactions range in duration from one to five years and in principal amount from $15,000 to $350,000. We conduct credit analysis of the customers to whom we extend credit and secure the loans and leases with the purchased surgical equipment. Over the last 21 years, we have offered financing programs for surgical equipment and losses have not been material to our operations. In countries that may be subject to high inflation, the credit risks to which we are exposed can be larger and less predictable.

We conduct some of our business through export operations and are exposed to country credit risk. This risk is mitigated by the use, where applicable, of letters of credit confirmed by large commercial banks in Switzerland and the United States.

We are exposed to market risk from changes in currency exchange rates that could impact our results of operations and financial position. We manage our exposure to these currency risks through our regular operating and financing activities and, when appropriate, through the use of derivative financial instruments. We use foreign currency derivative financial instruments as risk management tools.

We use foreign currency forward contracts and options to manage the volatility of non-functional currency cash flows resulting from changes in exchange rates. Foreign currency forward contracts are primarily used to hedge intercompany purchases and sales. The use of these derivative financial instruments allows us to reduce our overall exposure to exchange rate fluctuations, since the gains and losses on these derivative contracts substantially offset losses and gains on the assets and liabilities being hedged. A number of these contracts are executed through Nestlé to take advantage of its expertise and economies of scale.

While we hedge some non-U.S. dollar currency transactions, if non-U.S. dollar currencies were to decline, such a decline may adversely affect our ability to contract for product sales in U.S. dollars because our products may become more expensive to purchase in U.S. dollars for local customers doing business in the countries of the affected currencies.

In December 2007, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards ("SFAS") No. 141 (revised 2007), "Business Combinations," that revised SFAS No. 141, "Business Combinations", which requires that the purchase method of accounting be used for all business combinations. The revised SFAS requires most identifiable assets, liabilities, noncontrolling interests, and goodwill acquired in a business combination to be recorded at "full fair value." Under this statement, all business combinations will be accounted for by applying the acquisition method. The statement is effective for periods beginning on or after December 15, 2008. Earlier application is prohibited. The statement will be applied to business combinations occurring after the effective date.

Contemporaneously, the FASB issued SFAS No. 160, "Noncontrolling Interests in Consolidated Financial Statements, an Amendment of ARB No. 51." This statement addresses the accounting and disclosures related to minority interests and other noncontrolling interests and is effective for fiscal years and interim periods beginning on or after December 15, 2008. Earlier adoption is prohibited.

Because of the extensive effort needed to comply with adopting SFAS Nos. 141(revised) and 160, reasonably estimating the impact of adopting these statements on our financial statements is not practicable at the date of this report.

At its December 12, 2007 meeting, the FASB ratified the Emerging Issues Task Force ("EITF") consensus on EITF Issue No. 07-1, "Accounting for Collaborative Arrangements." Companies in the biotechnology or pharmaceutical industries may enter into agreements with other companies to collaboratively develop, manufacture, and market a drug candidate. In some cases, collaboration agreements are entered into between a smaller biotechnology or pharmaceutical company that is conducting research and development activities on a particular drug candidate and a large, established pharmaceutical company. In other cases, two large established pharmaceutical companies will enter into a collaboration agreement to mitigate the risk or combine two existing drugs into a new single dose drug. The focus is on how to determine whether a collaborative agreement is within the scope of this issue; how costs incurred and revenue generated on sales to third parties should be reported by the partners to joint development agreements in each of their respective income statements; how sharing payments made to, or received by, a partner pursuant to a collaboration agreement should be presented in the income statement; and the disclosures that should be required, if any, related to the combined sales and expenses of the partners to a collaboration agreement that are used to compute the payments made/received. The Task Force decided to change the effective date of this issue to be effective for fiscal years beginning after December 15, 2008. The Company continues to review this consensus and has not yet determined the impact, if any, of its adoption on the Company's results of operations or financial position.

In June 2007, the American Institute of Certified Public Accountants ("AICPA") issued Statement of Position ("SOP") No. 07-1, "Clarification of the Scope of the Audit and Accounting Guide for Investment Companies and Accounting by Parent Companies and Equity Method Investors for Investments in Investment Companies." The SOP defines investment companies for the application of the AICPA Audit and Accounting Guide on investment companies and provides guidance about whether an investment company's parent should retain investment-company accounting in its consolidated financial statements. Under investment-company accounting, most assets are carried at fair value with changes in fair value reflected currently in earnings. The SOP was scheduled to be effective for fiscal years beginning on or after December 15, 2007. At its February 14, 2008 meeting, the FASB adopted FASB Staff Position No. SOP 07-1-1 that indefinitely defers the effective date of SOP No. 07-1, to allow the FASB time to address certain implementation issues. The Company continues to review this SOP but has not yet determined the impact, if any, of the SOP on the Company's results of operations or financial position.

In March 2008, the FASB issued SFAS No. 161, "Disclosures about Derivative Instruments and Hedging Activities." This statement requires enhanced disclosures about an entity’s derivative and hedging activities. Enhanced disclosures include (a) how and why an entity uses derivative instruments, (b) how derivative instruments and related hedged items are accounted for under SFAS No. 133 and its related interpretations, and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. SFAS No. 161 is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008, with early application encouraged. This statement encourages but does not require comparative disclosures for earlier periods at initial adoption. The Company has begun to review this statement and has not yet determined the impact, if any, of its adoption on the Company's results of operations or financial position.

Because a significant portion of our revenues and earnings are denominated in foreign currencies, we are exposed to market risk from changes in currency exchange rates that could impact our results of operations and financial position. We manage our exposure to these currency risks through our regular operating and financing activities and, when appropriate, through the use of derivative financial instruments.

We use foreign currency forward contracts and options to manage the volatility of non-functional currency monetary assets and liabilities resulting from changes in exchange rates. Foreign currency forward contracts are used primarily to hedge intercompany receivables and payables. The use of these derivative financial instruments allows us to reduce our overall exposure to exchange rate fluctuations, since the gains and losses on the derivative contracts substantially offset losses and gains on the underlying assets and liabilities being hedged.

The fair value of foreign currency forward contracts is subject to changes in currency exchange rates. Because we target hedging less than or equal to 100% of currency risk, we believe that gains or losses on foreign currency forward contracts resulting from exchange rate fluctuations would primarily offset gains or losses on the underlying foreign currency assets or liabilities. Regarding foreign currency forward contracts, an instantaneous 10% decline in foreign exchange rates at March 31, 2008 would have decreased our earnings before income taxes by approximately $25.3 million.

For foreign currency markets, a strengthening U.S. dollar may make our products more expensive to purchase and therefore adversely affect our ability to contract for product sales in U.S. dollars. At March 31, 2008, the financial instruments were as follows:

$176.1 million equivalent notional amount of foreign currency forward contracts intended to offset potential earnings effects from intercompany receivables (denominated in various currencies) held by our Swiss subsidiary.

$112.7 million equivalent notional amount of forward currency swap agreements intended to offset exposure resulting from intercompany loans denominated in Japanese yen in our Belgian and Italian subsidiaries.

$6.7 million equivalent notional amount of foreign currency forward contracts intended to offset potential earnings effects from intercompany payables (denominated in U.S. dollars) held by our Korean subsidiary.

$70.6 million equivalent notional amount of foreign currency forward contracts intended to offset potential earnings effects from intercompany receivables (denominated in euros and British pounds sterling) held by Alcon.

$2.0 million equivalent notional amount of foreign currency forward contracts intended to offset potential earnings effects from payables and receivables (denominated in U.S. dollars) held by WaveLight.

Because we have previously, and expect to continue, to finance our operations, in part, through loans, we are exposed to interest rate risks that could impact our results of operations and financial position. At March 31, 2008, the majority of our loans were short term, floating rate loans that will become more expensive when interest rates rise and less expensive when they fall. We have partly mitigated this risk by investing our cash, cash equivalents and short term investments in floating rate investments. We evaluate the use of interest rate swaps and periodically use such agreements to manage interest rate risk on selected debt instruments.

In January 2001, we entered into a 10-year interest rate swap with a notional amount of 5 billion Japanese yen, effectively converting our 5 billion Japanese yen fixed interest rate (1.6%) obligation to a floating rate LIBOR (0.9% at March 31, 2008) instrument. At March 31, 2008, the fair value of the interest rate swap was $1.0 million, based

on market data including the relevant interest rate. The equivalent notional principal amount at March 31, 2008 was $50.3 million.

At March 31, 2008, our interest rate sensitivity was largely dependent on the following balance sheet components:

Interest Rate Sensitivity
		Fair Value/
Variable Rate Instruments		Notional Amount
		(in millions)
Assets:
Cash and Cash Equivalents - Variable Rate	$	2,499.7

Liabilities:
Short Term Debt - Variable Rate		1,795.4
Long Term Debt - Variable Rate		3.6
Interest Rate Swaps - Variable Rate		50.3

		1% Decrease			1% Increase
Annual Pretax Earnings Effect on Above Variable Rate Instruments of		in Rates			in Rates
	(in millions)
Assets	$	(25.0	)	$	25.0
Debt		18.0			(18.0	)
Swaps		0.5			(0.5	)
Total	$	(6.5	)	$	6.5

Additionally, the Company holds fixed income portfolios with various strategies, all of which are actively managed within specific risk parameters. The market value of the Company's fixed income portfolios classified as available-for-sale investments was approximately $152.4 million at March 31, 2008, of which $91.5 million were senior secured bank loans and $60.9 million were mortgage-backed securities. The market value of the Company's fixed income portfolios classified as trading securities was approximately $301.0 million at March 31, 2008, of which $244.2 million were global fixed income and $56.8 million were senior secured bank loans.

We purchase investments in equity securities, hedge funds and real estate investment trusts ("REITs") as part of our overall investment strategy for corporate liquidities. The Company's equity investments are professionally managed by firms with proven long term performance records. Investment managers are required to operate within guidelines established by the Company, and asset allocation and performance are monitored regularly. At March 31, 2008, the fair value of the Company's equity securities, hedge funds and REITs were $32.6 million, $183.7 million and $32.9 million, respectively. The equity securities are classified as available-for-sale, while the hedge funds and REIT investments are classified as trading securities.

The values of these investments are subject to market price volatility. The following table shows the potential impact to the fair value of this portion of the investment portfolio assuming a hypothetical change in value of each security of a decline and an increase of 10%.

While actual market prices for individual securities of this type can be volatile, this sensitivity assumes that all securities in the portfolio exhibit the same volatility concurrently. Security market prices change in a more complex fashion than presented. The Company's investment portfolio, of which these investments are a component, has been constructed to generate returns within established risk parameters deploying asset classes whose returns are not perfectly correlated.

ITEM 4. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

The following table provides information with respect to purchases made during the three-month period ended March 31, 2008 by or on behalf of Alcon or any "affiliated purchaser" of Alcon common shares that are registered pursuant to Section 12 of the Exchange Act.

ISSUER PURCHASES OF EQUITY SECURITIES

				Total Number of
				Shares Purchased	Maximum Number
	Total Number			as Part of Publicly	of Shares That May
	of Shares		Average	Announced Plans	Yet Be Purchased
	Purchased		Price Paid	or Programs	under the Plans
Period	(a)(b)(c)		per Share	(a)(b)(c)	or Programs (d) (e)

January 1 to 31, 2008	731	$	143.03	731	2,734,035
February 1 to 28, 2008	645		146.03	645	2,733,390
March 1 to 31, 2008	158,531		133.44	158,531	2,724,859

Total	159,907		133.54	159,907	N/A

On September 7, 2007, Alcon's board of directors authorized the purchase in the open market of up to an additional 2,000,000 Alcon common shares. The Company plans to use these shares to cover the expected future exercise of employee share-based awards. From time to time, the Company will purchase shares in the open market.

Because this program was defined in U.S. dollars rather than a number of shares, no amount was included in the "Maximum Number of Shares That May Yet Be Purchased under the Plans or Programs" in the above table. The 150,000 shares were included in the other columns of the table.

This program was in addition to the Company’s pre-existing repurchase program, under which, as of March 31, 2008, the Company had remaining authorization to purchase up to approximately 2.7 million shares. In

March 2008, the Company halted the purchase of Alcon common shares in the open market under all share repurchase programs, except for the acquisition of shares withheld from employees' exercises of share-based awards to cover their taxes. The board of directors will review all share repurchase programs at a future board meeting.

This report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements principally relate to statements regarding the expectations of our management with respect to the future performance of various aspects of our business. These statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any future results, performances or achievements expressed or implied by our forward-looking statements. Words such as "may," "will," "should," "could," "would," "expect," "plan," "anticipate," "believe," "intend," "estimate," "project," "predict," "potential" and similar expressions are intended to identify forward-looking statements. These statements reflect the views of our management as of the date of this report with respect to future events and are based on assumptions and subject to risks and uncertainties and are not intended to give any assurance as to future results. Given these uncertainties, you should not place undue reliance on these forward-looking statements. Factors that might cause future results to differ include, but are not limited to, the following: the development of commercially viable products may take longer and cost more than expected; changes in reimbursement procedures by third-party payors; competition may lead to worse than expected financial condition and results of operations; foreign exchange rate fluctuations may negatively affect our financial condition and results of operations; pending or future litigation may negatively impact our financial condition and results of operations; litigation settlements may negatively impact our financial condition and results of operations; product recalls or withdrawals may negatively impact our financial condition or results of operations; government regulation or legislation may negatively impact our financial condition or results of operations; changes in tax law or regulations in jurisdictions in which we and our subsidiaries are subject to taxation may adversely impact our financial performance; supply and manufacturing disruptions could negatively impact our financial condition or results of operations; and the occurrence of any losses from property and casualty, general liability, business interruption and environmental liability risks could negatively affect our financial condition because we self-insure against those risks through our captive insurance subsidiaries. You should read this report with the understanding that our actual future results may be materially different from what we currently expect. We qualify all of our forward-looking statements by these cautionary statements. Except to the extent required under the federal securities laws and the rules and regulations promulgated by the Securities and Exchange Commission, we undertake no obligation to publicly update or revise any of these forward-looking statements, whether to reflect new information or future events or circumstances or otherwise.

Trademarks used by Alcon appear in this report and are the property of or are licensed by one of Alcon’s subsidiaries. Cipro^® and Ciprodex^® are registered trademarks of Bayer AG, licensed to Alcon by Bayer HealthCare AG. Moxifloxacin, the primary ingredient in Vigamox^®, is licensed to Alcon by Bayer HealthCare AG.

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, thereunto duly authorized.

	2008	2007

Stock options	133,937	358,310
Share-settled stock appreciation rights	1,048,764	2,767,035

		March 31,		December 31,
		2008		2007
Inventories, at Lower of Cost or Market
Finished products	$	373.1	$	337.6
Work in process		52.0		47.8
Raw materials		169.3		163.1

Total	$	594.4	$	548.5

		March 31,			December 31,
		2008			2007
Accumulated Other Comprehensive Income (Loss)
Foreign currency translation adjustment	$	347.2		$	283.0
Unrealized gains (losses) on investments, net of income taxes		(7.4	)		(3.2	)
Unrecognized postretirement benefits losses and prior service costs,
net of tax benefits		(75.7	)		(76.8	)

Total	$	264.1		$	203.0

Total gains or losses included in earnings for the period	$	(10.2	)

Change in unrealized gains or losses related to assets still held at reporting date	$	(10.0	)

		United States		International
		Segment		Segment		Total
Goodwill
Balance, December 31, 2007	$	387.6	$	238.4	$	626.0
Business acquisition adjustment		1.2		0.5		1.7
Impact of changes in foreign exchange rates		4.7		3.6		8.3

Balance, March 31, 2008	$	393.5	$	242.5	$	636.0

	Three months ended
	March 31, 2008

Expected volatility	29.5%
Risk-free interest rate	2.67%
Expected dividend yield	1.5%
Expected term	5 years

		Value of Securities Given				Value of Securities Given
		Hypothetical 10% Decline		Fair Value as of		Hypothetical 10% Increase
		in Price of All Securities		March 31, 2008		in Price of All Securities
				(in millions)
Equities	$	29.4	$	32.6	$	35.8
Hedge Funds		165.3		183.7		202.1
REITs		29.6		32.9		36.2
Total	$	224.3	$	249.2	$	274.1

			Alcon, Inc.
			(Registrant)


Date	April 24, 2008	By	/s/ Stefan Basler
			Name: Stefan Basler
			Title: Attorney-in-Fact



Date	April 24, 2008	By	/s/ Martin Schneider
			Name: Martin Schneider
			Title: Attorney-in-Fact