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): November 13, 2008

Cynosure, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware	000-51623	04-3125110
(State or Other Jurisdiction of Incorporation	(Commission File Number)	(IRS Employer Identification No.)

5 Carlisle Road, Westford, MA	01886
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (978) 256-4200

(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):

¨ 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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(b) On November 13, 2008, Paul F. Kelleher resigned as a member of the Board of Directors (the “Board”) of Cynosure, Inc. (the “Company”) effective immediately. Mr. Kelleher’s decision was not due to any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

(d) On November 14, 2008, the Board, based on the recommendation of the Board’s Nominating and Corporate Governance Committee, appointed to the Board a new independent director, Marina Hatsopoulos. Ms. Hatsopoulos was appointed as a class II classified director with an initial term expiring at the Company’s 2010 annual meeting. There are no arrangements or understandings between Ms. Hatsopoulos and any other person pursuant to which she was selected to serve on the Board, and there are no relationships between Ms. Hatsopoulos and the Company that would require disclosure under Item 404(a) of Regulation S-K. Ms. Hatsopoulos has been named to serve on the Board’s Audit Committee and Compensation Committee.

A copy of the press release issued by the Company relating to the appointment of Ms. Hatsopoulos as a member of the Board is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

99.1 Press Release issued by the Company on November 18, 2008.

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.

	CYNOSURE, INC.
Date: November 18, 2008	By:	/s/ Timothy W. Baker
		Timothy W. Baker
		Executive Vice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release issued by the Company on November 18, 2008

EX-99.1

Exhibit 99.1

Contact:

Scott Solomon

Vice President

Sharon Merrill Associates, Inc.

617-542-5300

cyno@investorrelations.com

CYNOSURE APPOINTS MARINA HATSOPOULOS TO BOARD OF DIRECTORS

Founding CEO of Z Corporation Brings Strong Experience as

Technology Entrepreneur, Business Leader

Westford, Mass., November 18, 2008 – Cynosure, Inc. (NASDAQ: CYNO), a leading developer and manufacturer of a broad array of light-based aesthetic treatment systems, today announced the appointment of Marina Hatsopoulos, 43, to the Company’s seven-member Board of Directors. Hatsopoulos replaces Paul Kelleher, 65, who has resigned to pursue other interests. Hatsopoulos will serve on the Board’s Audit and Compensation Committees. Board member George Vojta will succeed Paul Kelleher as Chairman of the Audit Committee.

“We are delighted to welcome to our board a leader with the breadth of experience of Marina Hatsopoulos,” said President and Chief Executive Officer Michael Davin. “Her role in founding and guiding a profitable growth company, and her corporate finance expertise, will be important assets to Cynosure. She has a strong corporate governance background as well as a track record of business success, having led a technology company from startup to industry leadership. We look forward to her valuable counsel and insights.”

“We also would like to thank Paul Kelleher for his significant contributions to Cynosure over the past three years,” Davin said. “As a director since 2005, he was part of the team that guided the Company since its initial public offering. We wish Paul well in his future endeavors.”

Hatsopoulos is currently a director of the GSI Group (Nasdaq: GSIG), which supplies precision motion control products, lasers, and laser-based advanced manufacturing systems in the global medical, semiconductor, electronics and industrial markets. She also is a Director of Tea Forte, which sells award-winning premium tea-related products into the gift and hotel market. Hatsopoulos serves on the Advisory Board of the annual Nantucket Conference, which brings together entrepreneurs, investors, technologists, and executives.

Hatsopoulos was the founding CEO of Z Corporation, a market leader in 3D printing, from 1994 through its sale in 2005. Prior to founding Z Corporation, she worked in corporate finance for the Energy Industry at The Chase Manhattan Bank in New York, negotiating $2.5 billion in financing deals. Her experience also includes operational roles at various Thermo Electron Corporation subsidiaries, where she headed up special projects in mergers and acquisitions, marketing and project management.

Recently Hatsopoulos became a founding member of the newly formed Advisory Board for the Massachusetts Institute of Technology’s Deshpande Center for Technological Innovation. The Deshpande Center serves as a catalyst for innovation and entrepreneurship by funding early-stage research to help new technologies emerge.

Hatsopoulos graduated with a B.A. in Pure Mathematics and a B.A. in Music from Brown University. She received her M.S. in Mechanical Engineering from MIT.

About Cynosure, Inc.

Cynosure, Inc. develops and markets aesthetic treatment systems that are used by physicians and other practitioners to perform non-invasive and minimally invasive procedures to remove hair, treat vascular lesions, rejuvenate skin through the treatment of shallow vascular and pigmented lesions, liquefy and remove unwanted fat through laser lipolysis and temporarily reduce the appearance of cellulite. Cynosure’s products include a broad range of laser and other light-based energy sources, including Alexandrite, pulsed dye, Nd:YAG and diode lasers, as well as intense pulsed light. Cynosure was founded in 1991.

For corporate or product information, contact Cynosure at 800-886-2966, or visit www.cynosure.com.

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