U.S. SECURITIES AND EXCHANGE COMMISSION     OMB APPROVAL
FORM  3          WASHINGTON,  D.C.  20549            OMB  NUMBER    3235-0104
                              EXPIRES:  SEPTEMBER 30, 1998
     INITIAL  STATEMENT  OF  BENEFICIAL OWNERSHIP OF SECURITIES      ESTIMATED
AVERAGE  BURDEN
           HOURS  PER  RESPONSE    0.5
     (Print or Type Responses)     Filed pursuant to Section 16(a) of the
     Securities Exchange Act of 1934, Section 17(a) of the Public Utility
       Holding Company Act of 1935 or Section 30(f) of the Investment Company
                                 Act of 1940
1.    Name  and  Address of Reporting Person*     2.  Date of Event Re-quiring
Statement  (Month/Day/Year)       4.  Issuer Name AND Ticker or Trading Symbol
          LASERSIGHT  INCORPORATED
      PEQUOT  CAPITAL  MANAGEMENT,  INC.3                    LASE
 (Last)    (First)    (Middle)        1/1/99     5.  Relationship of Reporting
Person(s)  to  Issuer     6.  If Amendment, Date of Original  (Month/Day/Year)
                                 (Check all applicable)
     3.    IRS  or  Social  Seurity  Number  of           Director 10% Owner
     500 NYALA FARM ROAD             Reporting Person      Officer (giveX
Other  (specify                              06/12/98
             (Voluntary)               title below)                           
   below)1
(Street)                7.  Individual or Joint/Group Filing (Check Applicable
Lines)
               X  Form  Filed  by  One  Reporting  Person
WESTPORT,                                CT                                  
06880                       ___Form Filed by More than One Reporting Person
  (City)  (State)  (Zip)     TABLE I - NON-DERIVATIVE SECURITIES BENEFICIALLY
                                    OWNED
1.   Title of Security     2.  Amount of Securities Beneficially Owned     3. 
Ownership  Form:    Direct (D) or Indirect (I)    (Instr. 5)     4.  Nature of
Indirect  Beneficial  Ownership    (Instr.  5)
(Instr.  4)          (Instr.  4)











1.   Title of Derivative Security     2.  Date Exercisable and Expiration Date
(Month/Day/Year)      3.  Title and Amount of Securities Underlying Derivative
Security          4.    Conver-sion  or  Exercise  Price of Derivative     5. 
Owner-ship Form of Deri-vative Security:     6.  Nature of Indirect Beneficial
Ownership
      (Instr.  4)           (Instr. 4)           Security           (Instr. 5)
     Date Exer-cisable     Expiration Date     Title     Amount or Number of  
        Direct  (D)  or  Indirect  (I)  (Instr.  5)
                                        Shares
 SERIES D CONVERTIBLE PARTICIPATING PREFERRED STOCK     6/12/98              
                                  2,000,000
                   COMMON  STOCK          (2)         N/A     (I)             
INVESTMENT  ADVISER    (1)








Explanation  of  Responses:
(1)     THE REPORTING PERSON IS AN INVESTMENT ADVISER REGISTERED UNDER SECTION
203 OF THE INVESTMENT ADVISERS ACT OF 1940 AND HAS VOTING POWER AND INVESTMENT
POWER  WITH RESPECT TO SECURITIES  IN CLIENTS' ACCOUNTS.  THE REPORTING PERSON
ALSO HAS, PURSUANT TO THE ISSUER'S CERTIFICATE OF DESIGNATION, PREFERENCES AND
RIGHTS OF SERIES D CONVERTIBLE PREFERRED STOCK, THE ABILITY, WHICH IT  INTENDS
TO  EXERCISE, TO PLACE A NOMINEE ON THE BOARD OF DIRECTORS OF THE ISSUER.  THE
REPORTING PERSON DISCLAIMS ANY OBLIGATION TO FILE THIS REPORT, AND THIS REPORT
SHALL  NOT  BE  DEEMED  AN  ADMISSION  THAT THE REPORTING PERSON IS SUBJECT TO
SECTION  16  WITH  RESPECT  EITHER  TO  THE  ISSUER  OR  SUCH  SECURITIES.
(2)   THE REPORTING PERSON DISCLAIMS BENEFICIAL OWNERSHIP OF THESE SECURITIES,
AND  THIS REPORT SHALL NOT BE DEEMED AN ADMISSION THAT THE REPORTING PERSON IS
THE  BENEFICIAL  OWNER  OF  SUCH
        SECURITIES  FOR  THE PURPOSES OF RULE 16A-1(A)(1) OR (A)(2) OR FOR ANY
OTHER  PURPOSES.
(3)    THIS FILING IS BEING MADE TO REFLECT THE CHANGE IN THE NAME AND ADDRESS
OF  THE  REPORTING  PERSON.   THE PREVIOUS REPORTING PERSON WAS DAWSON-SAMBERG
CAPITAL  MANAGEMENT,  INC.
        ("DSCM").  AS OF JANUARY 1, 1999, DSCM RESTRUCTURED AND PEQUOT CAPITAL
MANAGEMENT,  INC.,  THE  REPORTING PERSON IDENTIFIED ABOVE, WAS SPUN OFF.  THE
SECURITIES  REPORTED  HEREON  ARE
        HELD  BY  INVESTMENT  ADVISORY  CLIENTS  OF  PEQUOT  CAPITAL.



          By:  /s/  David  J.  Malat                    2/10/99
                                                                             

                 **Signature of Reporting Person                              
                 Date


**          Intentional misstatements or omissions of facts constitute Federal
Criminal  Violations.
     See  18  U.S.C.  1001  and  15.  U.S.C.  78ff(a).

Note:  File  three copies of this Form, one of which must be manually signed. 
If  space  is  insufficient,
            See  Instruction  6  for  procedure.
Potential  persons  who  are  to  respond  to  the  collection  of information
contained  in  this  form  are  not
Required  to  respond  unless  the form displays a currently valid OMB Number.