8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  May 3, 2005

PLC Systems Inc.

(Exact Name of Registrant as Specified in Charter)

Yukon Territory, Canada	1-11388	04-3153858
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
10 Forge Park, Franklin, Massachusetts		02038
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (508) 541-8800

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

Item 2.02.  Results of Operations and Financial Condition

On May 3, 2005, PLC Systems Inc. announced its financial results for the quarter ended March 31, 2005.  The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01.  Financial Statements and Exhibits

(c)Exhibits

The following exhibit relating to Item 2.02 shall be deemed to be furnished, and not filed:

99.1Press release issued by the Registrant on May 3, 2005.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	PLC SYSTEMS INC.
Date: May 3, 2005	By:	/s/ James G. Thomasch
			James G. Thomasch, Senior Vice President, Finance and Administration and Chief Financial Officer

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release issued by the Registrant on May 3, 2005.

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EX-99.1

Exhibit 99.1

News Release

Contact: John Jordan

Director of Investor Relations

508-541-8800, ext. 145

PLC SYSTEMS REPORTS FIRST QUARTER RESULTS

Franklin, MA, May 3, 2005 – PLC Systems Inc. (AMEX: PLC), a worldwide leader in cardiac laser technologies, today reported financial results for the three months ended March 31, 2005.  First quarter total revenues increased to $1,943,000 compared with $1,909,000 in the first quarter of 2004.  The net loss for the first quarter of 2005 was $184,000, or $.01 per share, compared to a net loss of $350,000, or $.01 per share, in the first quarter of 2004.

“This year is important for PLC as we look to expand our product portfolio,” stated Mark R. Tauscher, president and CEO of PLC Systems.  “We believe that our strategic investments into new products and markets will generate future revenues and diversify our business.”

During the first quarter of 2005, PLC shipped nine next-generation CO₂ Heart Lasers (HL2) to United States hospitals through Edwards Lifesciences, PLC’s exclusive U.S. sales and marketing partner.  Four of the nine HL2 shipments were new lasers and five were redeployed lasers.  PLC ended the first quarter of 2005 with 174 CO₂ Heart Lasers located at heart centers throughout the U.S., comprised of 127 HL2 customers and 47 HL1 customers.

During the first quarter of 2005, a total of 489 disposable kits were shipped worldwide by Edwards and the Company.  Edwards delivered 439 of these kits to United States hospitals and PLC shipped 50 disposable kits to international hospitals.  In comparison, a total of 427 disposable kits were delivered worldwide during the quarter ended March 31, 2004.

Commenting on the first quarter TMR results, Tauscher said that “The current quarter’s increase in disposable kit shipments over the first quarter of 2004 is an encouraging sign.  In fact, based on recent, well-attended Edwards sponsored educational and training TMR events we believe that there is a continuing interest in the therapy.”

In conjunction with announcing first quarter results, PLC Systems will be hosting a conference call today, May 3, at 11:00 a.m. Eastern Time.  The call may be joined via telephone by dialing (800) 561-2693 at least 5 minutes prior to the start of the call.  The passcode is: 23187109.  A live Webcast of the call will be available and accessible at the investor relations section of the Company’s Website at www.plcmed.com.  A recording of the conference call will be available for the next month on PLC’s Website.

About PLC Systems Inc.

PLC Systems is a medical technology company specializing in innovative technologies for the cardiac and vascular markets.  Currently, the company is focused on two unique cardiac laser therapies. Headquartered in Franklin, Mass., PLC pioneered the CO₂ Heart Laser System that cardiac surgeons use to perform CO₂ transmyocardial revascularization (TMR) to alleviate symptoms of severe angina.  In addition, PLC is working with Edwards Lifesciences to complete the development of and manufacture the Optiwave 980 cardiac laser ablation system.  The Optiwave 980 is currently being utilized by surgeons to ablate cardiac tissue in marketing evaluations at leading cardiac institutions with Edwards gathering valuable feedback from customers.  Edwards’ clinical experience with the Optiwave 980 will help shape the future Optiwave marketing launch plans.  Additional company information can be found at www.plcmed.com.

This press release contains “forward-looking” statements. For this purpose, any statements contained in this press release that relate to prospective events or developments are deemed to be forward-looking statements. Words such as “believes,” “anticipates,” “plans,” “expects,” “will” and similar expressions are intended to identify forward-looking statements. Our statements of our objectives are also forward looking statements. While we may elect to update forward-looking statements in the future, we specifically disclaim any obligation to do so, even if our estimates change, and you should not rely on these forward-looking statements as representing our views as of any date subsequent to the date of this press release.  Actual results could differ materially from those indicated by such forward-looking statements as a result of a variety of important factors, including we may be unable to successfully develop or manufacture products under our agreements with Edwards; Edwards may decide not to pursue or continue the sales and marketing activities for these products; Edwards may be unsuccessful in distributing these products, operational changes, competitive developments may affect the market for our products, regulatory approval requirements may affect the market for our products, we may be unable to convince health care professionals and third party payers of the medical and economic benefits of the CO₂ Heart Lasers and the Optiwave 980 System, and there can be no assurance that all payers will reimburse health care providers who perform TMR procedures or that reimbursement, if provided, will be adequate, and additional risk factors described in our Report on Form 10-K for the year ended December 31, 2004, and our other SEC reports.

PLC Systems, PLC Medical Systems, PLC and CO₂ Heart Laser are trademarks of PLC Systems Inc.

Edwards Lifesciences, Edwards, and Optiwave 980 are trademarks of Edwards Lifesciences.

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PLC SYSTEMS INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

	Three Months Ended March 31,
	2005			2004
Revenues:
Product sales – Edwards	$	1,408		$	1,362
Product sales – other	150			169
Service and placement fees – Edwards	311			353
Service and placement fees – other	74			25
Total revenues	1,943			1,909
Cost of revenues:
Product sales – Edwards	485			534
Product sales – other	67			56
Service and placement fees – Edwards	138			147
Service and placement fees – other	38			29
Total cost of revenues	728			766
Gross profit	1,215			1,143
Operating expenses:
Selling, general and administrative	880			990
Research and development	571			529
Total operating expenses	1,451			1,519
Loss from operations	(236		)	(376		)
Other income, net	52			26
Net loss	$	(184	)	$	(350	)
Basic and diluted loss per share	$	(0.01	)	$	(0.01	)
Average shares outstanding:
Basic	30,068			29,924
Diluted	30,068			29,924

CONDENSED BALANCE SHEET

	March 31, 2005		December 31, 2004
Cash and short-term investments	$	9,499	$	9,678
Total current assets	12,988		12,787
Total assets	13,525		13,327
Total current liabilities	2,500		2,129
Shareholders’ equity	6,631		6,829

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