                                                                    Exhibit 99.2
                                                                    ------------

                                                                  STAAR Surgical
                                                           Moderator: Doug Sherk
                                                                  09-10-03/07:00
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                                 STAAR Surgical

                              Moderator: Doug Sherk

                                 October 09 2003

                                 10/09/03 07 00

Male Speaker:         Good luck, guys.

Male Speaker:         Thanks.

Operator:             Good  morning,  ladies and  gentlemen,  and welcome to the
                      STAAR  Surgical   conference   call.  At  this  time,  all
                      participants are in a listen-only mode.  Following today's
                      presentation,  instructions will be given for the question
                      and answer  session.  If any one needs  assistance  at any
                      time during the conference,  please press the "*" followed
                      by the  "0".  As a  reminder,  this  conference  is  being
                      recorded today,  Thursday  October 9th of 2003. I will now
                      extend the  conference  over to Mr. Doug Sherk.  Please go
                      ahead, sir.

Doug Sherk:           Thank you, operator and good morning  everyone.  Thanks to
                      everyone for joining us at this early hour which we needed
                      to arrange for given the schedules of the various  doctors
                      that agreed to  participate  in this call as well as David
                      Bailey who is in Switzerland.  This is Doug Sherk with the
                      EVC group,  investor  relations  council to STAAR Surgical
                      Company.  Thank  you for  joining  us this  morning  for a
                      conference  call to review  the  positive  recommendations
                      issued  by  the  U.S.   Food  and  Drug   Administration's
                      Ophthalmic  Devices  Panel of the Center for  Devices  and
                      Radiological  Health on  Friday,  October  3rd,  2003.  In
                      addition,  this  morning  the company  issued  preliminary
                      results of the third quarter  ending October 3rd, 2003. If
                      you  have  not  received  a copy of this  morning's  press
                      release, you can call our office at 415-896-6820 and we'll
                      get one to you as soon as possible.  Additionally, we have
                      arranged for a tape  replay  of  this  call  which  may be
                      accessed   by  phone.   This   replay   will  take  effect
                      approximately  one hour  after the call's  conclusion  and
                      remain in effect through Thursday,  October 16th, at 09:00
                      P.M. Eastern Time. The dial-in number to access the replay
                      is   800-405-2236   or  for   international   callers  the
                      303-590-3000 and both need to use the pass code 555652 and
                      the number sign.  In addition  this call is being web cast
                      live  and will be also  archived.  To  access  the live or
                      archived   web   cast,   go   to   STAAR's   web-site   at
                      www.staar.com. Before we get started, during the course of
                      this conference call the company will make  projections or
                      forward-looking   statements   regarding   future   events
                      including  statements  about domestic sales, the status of

                                                                  STAAR Surgical
                                                           Moderator: Doug Sherk
                                                                  09-10-03/07:00
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                      its FDA filing for the implantable  contact lens, clinical
                      results for the implantable contact lens and the company's
                      beliefs  about  it's  revenues  and net loss for the third
                      quarter  ending October 3rd, 2003 and the full year ending
                      January  2nd  2004.  We  wish to  caution  you  that  such
                      statements  are just  predictions  that  involve  risk and
                      uncertainties.   Actual  results  may  differ  materially.
                      Factors that may affect actual results are detailed in the
                      company's  filings with the SEC  including its most recent
                      filing  of Form  10Q and  10K.  In  addition  the  factors
                      underlying the company's  forecast are dynamic and subject
                      to change,  and therefore,  the forecast are to be only as
                      of the date it is given. The company does not undertake to
                      update  them,  however  they may choose  some time to time
                      updates  and if  they do so,  they  will  disseminate  the
                      updates to the  investing  public.  We have  allocated one
                      hour for today's call. With those  administrative  details
                      out of the way,  I would  like turn the call over to David
                      Bailey,  President Chief Executive Officer, STAAR Surgical
                      Company.

David Bailey:         Thanks a lot, Doug, and welcome to everybody.  The primary
                      purpose of this call is to update investors on the outcome
                      of last Friday's panel meeting which reviewed the ICL PMA.
                      Joining me this morning is Dr. John Vukich and Dr. Stephen
                      Slade,  both of whom  presented at the panel  meeting.  We
                      will open up for comments from John and Steve, but first I
                      would like to make some  introductory  remarks.  First and
                      foremost, I would like to state that we are delighted with
                      the  positive  panel  recommendation  with the ICL and are
                      excited about the prospect of bringing such a breakthrough
                      technology to the U.S.  market.  As the FDA pointed out to
                      the panel members on Friday, this is indeed a first of the
                      current technology. This was the first time the FDA or the
                      panel  have  been  presented  with  data on the  lens  for
                      placement into the eye of patients as young as 21 years of
                      age with a  refractive  error.  As such,  we knew our data
                      would undergo exhaustive scrutiny.  Anyone with experience
                      with panel meetings, especially first of the kind devices,
                      would  know  that the  panel  exhaustively  discusses  all
                      safety issues at the meeting prior to finally rendering an
                      opinion  regarding  reasonable  assurance  of  safety  and
                      efficacy.  In this  sense,  we feel the  panel,  the three
                      primary  reviewers and the FDA did an  exceptional  job in
                      exploring and  investigating all aspects of our file. This
                      was  particularly  onerous given the file had been granted
                      expedited  review.  With this background to have undergone
                      appropriate  scrutiny and to have come through with such a
                      positive panel recommendation by eight votes to three is a
                      hugely positive outcome for the company and one with which
                      we are both  delighted and very excited.  In the same way,
                      back in 1995,  the  regulatory  bodies were presented with

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                                                           Moderator: Doug Sherk
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                      the first landmark study by Summit Technologies requesting
                      approval for ablation of the cornea to treat  myopia.  Let
                      me remind everyone what happened during that meeting. That
                      first of that kind panel  review  lasted some 13 hours and
                      during the course of the discussion,  there was actually a
                      vote to disapprove the laser.  This vote was tied, but the
                      panel  chair  opted to continue  the  discussion  with the
                      final  vote some  hours  later,  13 to one in favor of the
                      conditional  approval.  Many  of the  approval  conditions
                      focused  on  longer  term  follow-up  and  safety  issues,
                      typical of a first of the kind product and very similar to
                      last Friday's meeting.  We have always felt that the trial
                      results with the ICL were  outstanding.  We also  believed
                      that  a  controlled  market  launch,   linked  to  careful
                      training,  would deliver similar  outcomes post- approval.
                      This has  certainly  been the  case  with our most  recent
                      approvals  in Canada  and Korea and we have  committed  to
                      follow the same model once we have approval granted in the
                      U.S. As you know,  our file was  submitted  on May the 8th
                      and in late  June we  received  notification  from the FDA
                      that it would receive  expedited  review.  That  expedited
                      review placed a huge burden of work on both the agency and
                      staff.  Just  getting  to panel by last  Friday was a huge
                      achievement  for both parties.  Please be aware that STAAR
                      did not  receive  the  comments  from  the  three  primary
                      reviewers  until one week before the actual panel meeting.
                      Many  people  did not notice  that at the end of  Friday's
                      meeting  that the next panel  meeting,  which we  believed
                      would  review the other  phakic  implant that had received
                      expedited  review,  was  canceled   following   discussing
                      between the FDA and the  sponsor -  testimony  to the fact
                      that it is difficult to keep  expedited  reviews on track.
                      Throughout  the whole  process,  we remained  confident in
                      both the product, the patient outcomes,  and in our belief
                      that  ophthalmic  surgeons  want a second option for those
                      patients who do not do well with existing  options.  LASIK
                      is an excellent procedure, but like all technology, it has
                      its limitations.  For the ground breaking ICL, we obtained
                      a wide  ranging  recommendation  in terms  of  correction.
                      Minus  three  to  minus  twenty  with  one  real  focus of
                      concern.  Not  cataract,   as  many  had  predicted,   but
                      endothelial  cell counts  which we were fully  prepared to
                      address and feel very confident in the long-term  outcomes
                      with the  product.  There has been  little  mention of the
                      presentation  which was given during the public section at
                      the  beginning  of  the  meeting.   Dr.  (Shell  Horn),  a
                      prominent  refractive  surgeon from the Navy, based in San
                      Diego,  is not a paid  consultant to STAAR and traveled to
                      the meeting at his own expense to present a very  forceful
                      clinical argument to the panel for the need to approve new
                      and  alternative  technologies  in the area of  refractive
                      correction  (i.e.  implants).  Anyone who  listened to his
                      presentation  could not fail to be  impressed  by his data
                      and his arguments.  As a company,  we have yet to find any

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                      ophthalmologist  who when  exposed to ICL  surgery  either
                      through direct  training  courses or actual surgery is not
                      favorably disposed to the product and does not see a place
                      for it in  their  practice.  The only  debate  is over the
                      exact cut-off versus alternative refractive procedures. My
                      view on  this  is very  clear  and  very  simple;  let the
                      individual  doctor decide for his  particular  patient.  A
                      wide ranging approval gives the U.S.  surgeons the optimal
                      decision   tree   for   his   patients.   Following   this
                      presentation,  we  then  moved  to the  main  part  of the
                      meeting and the  presentation  of the formal ICL data.  In
                      our opinion,  the efficacy  data is excellent  and in this
                      regard, there were some very favorable comments from panel
                      members.  I am  reluctant  to take  such  comments  out of
                      context  but  overall,  it was  clear  we  had a very  low
                      complication rate amongst the large number of cases. This,
                      combined  with the  excellent  patient  outcomes  and high
                      expectation satisfaction, could not fail to impress anyone
                      who was  listening.  On all  parameters,  we exceeded  FDA
                      guidelines  for this  category of implant.  One section of
                      the presentation by Dr. Hank  (Edelhauser)  focused on the
                      issue that will,  with  hindsight,  clearly cause the most
                      concern to any panel member for any phakic  implant  under
                      review.  The effect of both the  surgery  and the  implant
                      (indiscernible)  on the  corneal  endothelium.  This  is a
                      layer  of  cells  on the  inside  of the  cornea,  that if
                      studied  carefully,  can be a very sensitive  indicator of
                      the  underlying  stress to the cornea  from any  procedure
                      both  intra and extra-  ocular.  In  preparation  for this
                      topic we asked  Hank,  who is the  U.S.,  if not the world
                      expert on the subject,  to join the team in preparing  for
                      FDA  submission.  As one FDA panel member  stated and I'll
                      paraphrase,  if Hanks  does not  know the  answer,  no one
                      does. We firmly believe Hank's view that the  implantation
                      of the ICL will have no  long-term  effects on the corneal
                      endothelium.  Hank's  comment to the panel was very clear,
                      he  could  find  no   mechanism  to  support  a  long-term
                      acceleration  in the rate of decline of endothelial  cells
                      with  the  ICL.  Hanks  presented  data to show  that  the
                      decline  seen over the  three-year  period  was due to the
                      initial surgery and not a chronic phenomena related to the
                      lens.  We already  knew we have the best  material in this
                      regard.  We have presented data from peer review  articles
                      to support the inert nature of the Collamer material along
                      with  the  lack  of  inflammation  in  the  eye  following
                      implantation  of the lens. This is a critical fact, in the
                      trial we use the most  sensitive  measure  of  information
                      possible and detected no change from baseline. This is not
                      the case with  published data on other phakic lens styles.
                      With no information, it is difficult if not impossible, to
                      postulate any underlying  mechanism for concern  regarding
                      the  ICL's  long-term   effect  on  the  cornea  following

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                                                           Moderator: Doug Sherk
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                      implantation.  In  addition,  we have an optimal  position
                      within the eye,  the further away you are from the cornea,
                      the less chance  there is of an  interaction.  In order to
                      provide  additional  reassurance,  we proactively began to
                      collect  four-year  cell  count  data.  At  the  time,  we
                      submitted  to the FDA,  we had 57  patients  at four years
                      showing a gain in endothelial  cell counts between years 3
                      and 4 thus  reinforcing our expert's  opinion re: surgical
                      remodeling.  As of today, we have  additional  patients on
                      which we have  collected  both  three and four year  data.
                      This data  supports the positive  trend we've already seen
                      and is very  encouraging.  We  will  however  continue  to
                      collect as much data as possible, and feel confident, that
                      the world's expert is correct and there is no mechanism by
                      which the lens  contributes  to an increased  rate of cell
                      loss over time.  We are equally  confident  that this will
                      not be case with other  products  made of materials  other
                      than Collamer and placed close to the corneal  endothelium
                      in the anterior chamber of the eye. In this regard,  it is
                      our  opinion   that  the  greater  the  scrutiny  on  this
                      particular parameter, the greater the barrier to entry for
                      competitive  products.  From the safety point of view, the
                      panel  clearly  wanted  more  long-term  comfort  on  this
                      particular  issue and  requested  longer  follow-up on the
                      endothelial cell count sub-group.  They could ask that the
                      four and five year data be gathered  before  approval  and
                      all grant approval and ask for follow up post approval. At
                      this point, the Chair asked for a straw poll, not a formal
                      vote on this issue, and at that time voted six in favor of
                      more data before granting approval.  Please note that this
                      was a not a formal of vote of approvability of the device.
                      It was  clear  the  concern  was  very  specific  and once
                      addressed  by further  debate and post  market  follow up,
                      allowed  them  to vote  by a  large  margin  of 8 to 3 for
                      approval of the implant.  Within this vote,  we would want
                      to point out that all  three  primary  reviewers  who were
                      recognized  experts in the field of refractive surgery and
                      whose  job it was to  thoroughly  review  the data for the
                      panel members, voted for approval. There was clear comfort
                      with the other  safety  parameters  expressed  in the file
                      reflecting  the  generally low  complication  rates in the
                      cohort.  Once  again,  this was  commented  on directly by
                      panel  members.  This  was  evident  during  much  of  the
                      discussion  although  the panel did focus on the  slightly
                      elevated  level  of  complications  in the  highly  myopic
                      series,   where  baseline   complication   rates  in  this
                      population are higher.  Please note it was the data in the
                      files  of the  high  myopia  group  that  resulted  in the
                      expedited  review.  Much of the other points raised in the
                      discussion, including those voted on to be included in the
                      labeling, are to a large extent included or covered in the
                      training   routine  used  for  the  ICL  in  international
                      markets.  I will leave further  comment on these points to

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                      Steve and John during our Q&A  session.  I trust the above
                      helps investors  clarify both what happened at the meeting
                      and the fact that it does  represent the norm for first of
                      the kind  technologies such as the first excimer laser and
                      the  first  phakic  implant.  We  expected  this  kind  of
                      scrutiny and yet,  we're able with the quality of the data
                      present in the file to obtain an exceptional  outcome.  We
                      are  delighted.  Before I open up for  questions,  I would
                      like to make some brief  comments  about the third quarter
                      revenue results  announced this morning.  As you will have
                      all seen,  we  reported  revenues of  approximately  $11.9
                      million for the quarter  which shows  growth over the same
                      period last year but is below market expectations. While a
                      little  disappointing,  I am delighted with the turnaround
                      in the U.S.  business  that we are  beginning  to see this
                      quarter.  We had  committed  to  shareholders  to halt the
                      decline  in this high  margin  business  in the second six
                      months of this year.  In quarter  three,  we actually grew
                      the U.S. by  approximately  two percent  versus prior year
                      quarter compared to a three percent decline in quarter two
                      comparisons.  This is truly an important milestone for the
                      base  business.  The growth we saw in specialty  lenses in
                      quarter two has  accelerated  still  further and we expect
                      this to continue going forward.  Further  improvements  in
                      our  injection  systems will  underscore  IOL market share
                      gains in the future. In international,  although we saw an
                      increase in ICL sales overall,  two factors impacted total
                      international sales during the quarter and brought them in
                      below  expectations.  There was a greater than anticipated
                      summer slowdown in procedures, particularly in refractive,
                      and  we saw  temporary  slowdown  in  growth  of the  base
                      cataract  business  as  we   systematically   planned  the
                      transition  to  more   differentiated   in-house  products
                      through  more  effective  distribution  channels.  We will
                      share more details on this in the late October  conference
                      call when we report third quarter  results in more detail.
                      I would now like to turn the focus  back to last  Friday's
                      panel  meeting  and the outcome  that was  achieved by the
                      company  and  I  would  open  up  for  John  to  make  any
                      additional comments.

John Vukich:          Thank  you,  David.  My name is John  Vukich  and I am the
                      medical monitor for STAAR Surgical and was involved in the
                      presentation  to the  FDA.  This  was  really  a  landmark
                      decision  for the FDA from a  number  of  perspectives.  I
                      think it's  important to put this into the context of what
                      the FDA  has  approved  in the  past.  This  is the  first
                      implant of any kind  intraocular  lens implant of any kind
                      that was deemed  approvable  for patients  younger than 60
                      years  of age.  In  fact,  it was  deemed  approvable  for
                      patients as young as 21. This is a  significant  change in
                      the  level of  scrutiny  that the FDA  would  apply to any
                      implant,  excuse me, and clearly the ICL passed that level

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                                                           Moderator: Doug Sherk
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                      of scrutiny.  But it is the first  refractive  intraocular
                      procedure ever deemed  approvable by the FDA, once again a
                      landmark  in terms  of the way in  which  we  think  about
                      refractive errors and how they can be corrected. It is the
                      first procedure ever deemed  approvable for extremely high
                      myopia,  15  diopters  or  more,  were  included  for  the
                      reduction  of myopia  as an  approvable  on this  implant.
                      Again,  offering new hope to patients who previously  have
                      had no other option. And finally,  it is the largest range
                      of myopia  that's  ever been  approvable  in a  refractive
                      procedure  going  from minus 3 to minus 20. I think all of
                      these  things in total  bare the  weight  of the  landmark
                      decision  that  really  is  important  in terms of what it
                      looks at in terms of safety and  efficacy  and how the FDA
                      has  to   judge   these   things.   Clearly,   it  is  the
                      responsibility of the FDA to be thorough on their scrutiny
                      and to this  extent they were very  thorough  and they did
                      deem this was an approvable  product without further study
                      prior to their approval.  They also found that there was a
                      responsibility,  however,  to continue to show the safety.
                      And we certainly  agree with that. I think it's not only a
                      responsibility   but  our   commitment   to   continue  to
                      demonstrate  this product is not only  efficacious,  which
                      has been well-demonstrated, so that it continues to have a
                      safety  profile that we can all be confident in. This is a
                      dramatic  breakthrough in the world of refractive  surgery
                      and as the first of its kind we are very  proud to be able
                      to bring this to market.

David Bailey:         Thanks  John.  Steve,  would  you  like to add  any  brief
                      comments before we move to the Q&A?

Stephen Slade:        Well,  I would just  second  John's  comment.  I have been
                      involved  with three of these and multiple  meetings  with
                      the FDA.  The impact,  the options  that this  presents to
                      doctors for their patients, again, the simple fact that it
                      came  to  an  expedited   review.   I  --  you  know,  the
                      ophthalmology  community is thrilled,  I can guarantee you
                      that.  Having gone through  training  virtually all of the
                      LASIK  surgeons in United States today, I have a good feel
                      for what they are after and this is so very  positive  for
                      ophthalmologists.

David Bailey:         Thanks  Steve.  Operator,  can we open up the questions at
                      this time?

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Operator:             Thank you,  sir.  Ladies and  gentlemen,  at this time, we
                      will begin the question and answer session.  If you have a
                      question, please press the "*" followed by the "1" on your
                      push button  phone.  If you would like to decline from the
                      (calling process),  press the "*" followed by the "2". You
                      will hear three tone prompt  acknowledging your selection.
                      Your  questions  will be  pulled  in the  order  they  are
                      received.  If you are using speaker  equipment,  you won't
                      need to lift the handset before pressing the numbers.  One
                      moment  please  for the  first  question.  And  our  first
                      question  is  from  Ryan  Rauch  with  SunTrust   Robinson
                      Humphrey. Please go ahead with your question.

Ryan Rauch:           Good morning, guys.

David Bailey:         Good morning, Ryan.

Ryan Rauch:           Good  morning,  just a couple of quick  questions  for the
                      physicians.  First, Dr. Slade and Dr. Vukich, I mean maybe
                      if you will each answer,  how do you think the ICL will be
                      integrated  into your  personal  practices?  What level of
                      myopia  do you  think  that  you are  going  forward  once
                      approved  treat  patients  with the ICL? Just to give us a
                      better  perspective  with  patients  with thin corneas and
                      other  things  where the ICL might be, you know,  deemed a
                      procedure  that  should be used more  often,  can you just
                      give  us a  little  feedback  with  respect  to  your  own
                      personal practices and where you see it going forward?

Stephen Slade:        Can I take a stab at that?

John Vukich:          Sure.

Stephen Slade:        Personally,  just in anticipation of this approval, I have
                      already  knocked  out  walls  in my  office  and  put in a
                      procedure  room so that we can implant these in the office
                      and with the  microscope and an O.R. bed and the whole bit
                      next to the three lasers that we have in the practice.  As
                      far as who will put it in, now we are doing custom LASIK a
                      lot, that's not approved for anything beyond about six and
                      a half or seven so  certainly  that group and below.  Over
                      seven is already 30 to 40  percent  of your  myopes.  So I
                      suspect  we will be doing it a lot,  I suspect  that and I
                      think  John  will  comment  on this  difference  in visual
                      quality  between  the two  procedures  but it's again just
                      very positive for us, for ophthalmologists, for clinicians
                      because it's very positive for our patients.

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John Vukich:          Well,  I can  certainly  speak to that as well.  I think a
                      part  of  it  will  be  driven  by  indications,   corneal
                      indications  and level of myopia  and I think that will be
                      part of what we do. But there is also the positive word of
                      mouth.  I  practice  in a very small  community,  Madison,
                      Wisconsin  which has a population  of under 200,000 and we
                      have  several  hundred  patients  as part of the  clinical
                      trial in this community over the course of four years. And
                      simply  through  word  of  mouth  and  just  the  personal
                      interaction,  these -- this small -- this  small  group of
                      individuals  who  had,  we are  getting  phone  calls on a
                      regular  basis and are  developing  a waiting list that is
                      substantial.  So I think, it's not only going to be driven
                      by the  decision  the  doctor  makes  but  clearly  by the
                      patients who have had a dramatic  benefit.  So, just speak
                      to the actual  range,  I think that's going to be a moving
                      target.  Having had  significant  experience with it, I am
                      certainly comfortable with the entire range of correction.
                      I believe  that the -- our  current  approval  for  custom
                      LASIK  does  form a pretty  natural  breakpoint.  However,
                      where  patients were looking for the premium  product,  if
                      you will, for the highest quality of vision they will seek
                      the  custom  LASIK but really  cannot  have that above -6,
                      above  that  level,  if they  want that  same  quality  of
                      vision, it's going to be the ICL and then we have a number
                      of studies really  substantiate the quality of vision. And
                      beyond that I think there are other  features  that really
                      do appeal to the patients, the potential for immovability,
                      and the potential for corrections  that again have certain
                      flexibility that we don't necessarily have with LASIK. So,
                      I think the target  audience -- the target -- this patient
                      is going to be a moving target but I think we are going to
                      start  in  that  range  of -6 and  above  will  be  pretty
                      standard.

Ryan Rauch:           Okay,  and then just two quick  follow ups,  maybe you can
                      each take them  separately.  The first is how difficult is
                      it to perform an ICL procedure, I mean with respect to the
                      skills that a normal cataract  surgeon might have,  that's
                      the first one.  Then number two,  what is the  endothelial
                      cell loss, I mean it's my  understanding in early clinical
                      data that the endothelial  cell loss for the Ophtec device
                      based on the fact  that  it's an  anterior  placed  ICL is
                      actually  higher  than  what we saw in the  core  clinical
                      trial for STAAR.  So, can you comment  since that seems to
                      be the  muchly  debated  topic  with  what you seen in the
                      endothelial cell loss with the competitive product?

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John Vukich:          I will start off with the training  aspect, I have been in
                      charge of training  both  internationally  and in the U.S.
                      and  I  have  trained  several  hundred  surgeons  in  the
                      technique. We certainly have learned how to do this better
                      over the course of the clinical trial, we have refined our
                      teaching technique and have come to the point now where we
                      have a very standard  technique that is extremely easy for
                      surgeons who are comfortable  inside the eye to duplicate.
                      In fact,  all of the steps  are  familiar  to an  anterior
                      segment  surgeon  and  doctor  who does  cataract  surgery
                      already  and all of the steps are easily  translated  into
                      the  ICL.  The  nuances  of the  technique  are a few  but
                      certainly  important  points that we do know how to stress
                      and  emphasize,  how  to do it  correctly.  So,  as far as
                      training,  I think  this is not  just for the  gifted  and
                      talented or the rare few who have  extraordinary  skill. I
                      think that any surgeon who can do a good job with cataract
                      surgery  which,  of course,  is the  majority  of cataract
                      surgeons I think can easily bring this into their practice
                      with a great deal of comfort.

Stephen Slade:        As far as training,  I do have some  experience -- this is
                      Steve Slade again -- I did have some  experience  there. I
                      directed  the  LASIK  courses  in the  United  States  and
                      internationally. At Bausch and Lomb, we trained some 8,000
                      doctors.  Again,  virtually  everybody is doing it. LASIK,
                      when it first came out,  everybody  said, oh my gosh, this
                      is, you know, only for the corneal  surgeons and you know,
                      we certainly  showed that was not true but STAAR ICL and I
                      have said this to the panel, this is cataract surgery with
                      most of the steps left out.  You make an  incision  and an
                      injection  of the lens and that's  exactly  what people do
                      with modern clear  cornea  cataract  extractions.  I don't
                      training  will be fun but, I mean, I think that's the only
                      word you can use for, it will be fun. John gives  seminars
                      up  in  Madison.  There  is a Dr.  Juan  Baile  who  gives
                      seminars  currently  before  approval and in the Dominican
                      Republic  and in  Mexico  just  as a  gauge  of  physician
                      interest,  those things are built for life.  As far as the
                      competing  product,  the Ophtec  lens and the  endothelial
                      cell  count,  I really  don't know  their  data  myself as
                      (indiscernible) John does.

John Vukich:          Actually I can speak to (Optek) for the data as well but I
                      can't  speak to the  endothelial  cell issues with the ICL
                      and that is that -- whenever there is a surgery inside the
                      eye, we anticipate there is going to be some change in the
                      endothelium.   That  is  just   inherent  in  the  initial
                      procedure.  The real  issue  was,  is there some long term
                      acceleration  of the natural aging process and that really
                      is the key.  All of the data we have so far  supports  the
                      conclusion  that, that is not the case and that is exactly

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                      what drove the panel position to approve this by an 8 to 3
                      margin.  However we are making  decisions  that affect the
                      life time of the patient  where 21 year old patient  could
                      expect to have this  implant  servicing  their  vision for
                      several times as long as they have already been alive,  so
                      it is  prudent  to  continue  to  monitor  that and  quite
                      frankly,  I think it's  something that is important and we
                      are  committed  to do no matter  what but that's  simply a
                      reasonable precaution that the FDA has asked and something
                      we don't  disagree  with at all. But the point is, what we
                      believe is an  extraordinarily  good  safety  profile,  is
                      going to carry forward and that's  exactly what we've seen
                      to date.

Ryan Rauch:           Okay, thanks a lot.  Have a wonderful day.

Operator:             Thank you. Our next question comes from Kate Sharadin with
                      Pacific  Growth  Equities;   please  go  ahead  with  your
                      questions.

Kate Sharadin:        Good morning everybody.  My questions are directed towards
                      the surgeons on the call.  Conventional  LASIK is approved
                      up to much  higher  levels  than -6 and I'm just  curious,
                      maybe some comments on why you, both of you in particular,
                      might turn patients away from LASIK,  conventional  LASIK,
                      outside of the custom range.  I mean, we all see, I guess,
                      I think for all our  listeners  on the call,  if you would
                      turn  away  a  LASIK  patient,  may be in a -8 or a -9 and
                      perhaps   recommend  a  phakic  IOL,   are  there   issues
                      associated   with  the  LASIK  procedure  that  are  still
                      inherent  in a  custom  procedure  just vis a vie just the
                      fact that you are doing a permanent correction that might,
                      maybe  give the  patient a reason to even  rethink  in the
                      lower ranges (indiscernible).

Stephen Slade:        Okay I will. I will take a stab at that.  LASIK is a great
                      procedure  and  it's  not as -- this  versus  that.  It is
                      having more tools to customize,  if you will,  the patient
                      to --I  believe  what  the  operation  you  choose  to the
                      patient,  and with LASIK,  you get into trouble and I have
                      been in refractive  surgery for 20 years.  With LASIK, you
                      get  into  trouble  when  you -- or  with  any  refractive
                      surgery,  when you push the operation past this limit.  RK
                      did  that,  PRK did  that  and we have  done  that to some
                      extent with  LASIK.  So, this is just great for the higher
                      myopes.  Your question of why not use  conventional  LASIK
                      for over 6.  Custom is better.  We should be  sticking  to
                      custom in my  opinion.  You  induce  the  aberration  with
                      patient  with  conventional  over 6, you simply  don't get
                      with the ICL.  Now,  further  remember  all of the  custom
                      approvals were not -- for LASIK,  we are not taking people
                      and robbing their aberration.  We are simply inducing less
                      aberration to the majority of the  patients.  Custom LASIK
                      is  wonderful,  but  it is  still  does  have  aberrations
                      associated   with  the  procedure.   So,  I  think  on  an
                      individual  case by case basis whether the ---  breakpoint
                      is four, five, six or seven, I think it's going to depend,
                      but  certainly  this is a much  needed  and very  exciting
                      addition to our practices.

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Kate Sharadin:        Okay.  I guess,  following  that  comment then down in the
                      custom of the approved custom ranges, since you are not --
                      you are just  reducing  the  number of  aberrations  given
                      would  not a phakic  implant  have less  aberrations  in a
                      patient that might be, let's say -4 or -5?

John Vukich:          Well the issue with the  aberrations  and we have actually
                      looked at this, we have done  aberrometry on patients with
                      LASIK  as well as with the  ICL.  The ICL does not  induce
                      additional aberrations and even with custom LASIK, we have
                      seen that there is a tendency to at least keep it the same
                      -- some patients  actually have slightly more  aberrations
                      even after  custom  LASIK.  But, in fact with the ICL, the
                      optical  system  of the eye is left  relatively  unchanged
                      with the  exception  of the implant  power that is used to
                      treat the myopia.  So, the optical  quality is quite high.
                      The ability to make an optic that corrects  myopia is well
                      known  technology,  so there is no surprise there. I think
                      the issue is really going to be as Dr. Slade had said, the
                      option of looking at what best fits the patients  needs. I
                      don't think anyone is suggesting that LASIK is going to go
                      away.  It is a good  procedure  and in fact it works quite
                      well.  The fact that there are patients,  for whom corneal
                      correction may not be the best option,  has been known for
                      since the  beginning  corneal  correction  for  refractive
                      indication.  But, in fact we had no other option. Now that
                      we have this  choice,  I think we are going to see the use
                      in a range that will expand based on the  experience  that
                      surgeons  have with it.  Just like LASIK when it first was
                      introduced as an option to PRK, it was really just for the
                      very high myopes and in fact that's how it was positioned.
                      And  as  the  comfort  level  with  the  technique  as the
                      procedural quality improved and as the optical quality was
                      established  and safety  profile  was  established,  LASIK
                      became  acceptable  through the entire range of correction
                      and I'm  confident  that the exact same thing will  happen
                      with the ICL.

Stephen Slade:        There are a few other points that are also important here.
                      The IOL, you can take out.  Obviously,  you wouldn't  want
                      to, you better not do that all the time,  but  fearless of
                      it,  you  can  take  it  out,   it  has  that   aspect  of
                      removability  and  then  with  the  post-reversibility  of
                      effect.  You don't have that with LASIK.  The second point
                      is this is not a dose  dependant  operation.  In LASIK the
                      more  surgery and if the more the  patient is myopic,  the
                      more  surgery he has to do. More  aberrations  are induced
                      the deeper  you got into the  cornea so and so forth.  The
                      ICL is the exact same procedure,  exact same impact on the
                      eye  whether  it's a -3, or -23.  So it's  simply that the
                      very best results with the ICL were in the lower ranges.

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David Bailey:         Kate,  just from the company point of view, I just like to
                      reiterate what I have said in my opening remarks. What I'm
                      pleased  about is that,  we are  going to be adding to the
                      doctors  armamentarium,  so that they can  choose the best
                      procedure for their individual patients and I think that's
                      only good thing for the  surgeon,  I think it's good thing
                      for refractive surgery overall because it will improve the
                      overall  outcomes  of the patient  pool that's  undergoing
                      surgery.  LASIK  is a great  procedure.  I ran  the  LASIK
                      business internationally for Chiron Vision and then Bausch
                      and Lomb. But as Steve said, it has its  limitations.  And
                      what  I'm  delighted  about  here is that,  we are  moving
                      forward  to  offer  the  U.S.   refractive   surgeons   an
                      alternative.  It's going to be a wide raging  alternative,
                      which is excellent  and they will  choose.  From a company
                      point of view,  LASIK is very good.  We are just  bringing
                      forward an  alternative  technology to improve the overall
                      armamentarium and the individual  doctors in the U.S. will
                      hopefully have the opportunity to select what they believe
                      is right for their individual  patients,  and I think that
                      can only be good for the whole industry.

Kate Sharadin:        Okay, thanks very much.

Operator:             Thank you. Our next question comes from Jason Bedford with
                      Adams Harkness. Please go ahead with your question.

Jason Bedford:        Hi guys, good morning.

David Bailey:         Good morning Jason, how are you doing?

Jason Bedford:        I'm doing well.  Thanks Dave.

David Bailey:         Good.

Jason Bedford:        My first question is for Dr. Slade and Dr. Vukich.  Do you
                      think  that this  endothelial  cell loss  issue  will be a
                      hindrance   to   adoption   just  in  terms   of   patient
                      apprehension?

Dr. Vukich:           I will  start with that one. I really  don't  believe  so.
                      This is  something  that is --  it's  inherent  in any new
                      technology  that there will be  questions  that are simply
                      unknowable  to the burden of proof that there  could be no
                      chance that there would ever be a problem.  That's  simply
                      unknowable.  We faced  that with  LASIK  when it was first
                      introduced. Could there be corneal problems long-term? And
                      the  answer  was,  unknowable  at that  time,  but all the
                      indicators  suggested  there  wouldn't be and in fact time
                      has bourn that out. We have, at this point now,  excellent
                      data to significantly go through the argument that this is
                      safe.  In fact,  the panel  agreed it was safe as is,  but
                      wanted to continue  to watch.  So, I think that that's not
                      unreasonable and I believe that it's something that anyone
                      understands  that we  can't  predict  20  years  into  the
                      future,  but we certainly can look at what we know now and
                      try to make a reasonable  and informed  judgment  based on
                      that information.  And at this point I think patients will
                      agree  with the FDA panel  and that is,  it looks  safe at
                      this  point and we think  it's a  reasonable  thing that a
                      reasonable person would select for their vision.

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(John Vukich):        The  very  first  LASIK  in  United  States  was  done  by
                      (indiscernible)  in `91 and with -- not again, not as John
                      (indiscernible)  not  a  lot  of  ideas  about  long  term
                      follow-up.  We do have  long-term  follow-up  on this -- a
                      large body, some 30,000 cases of international experience.
                      We had just a handful  back in 1991 with LASIK.  As far as
                      the  endothelial  cell  count  being a barrier  to patient
                      entry,  I don't  think  so all if you have  ever  read any
                      package insert with any drug or any informed  consent from
                      any doctor for any surgical procedure, I mean it's -- this
                      is not a  factor.  In fact,  what I  believe  will  happen
                      because  this will enhance  refractive  surgery as a whole
                      that it will expand all of the numbers for all procedures,
                      I mean,  will be doing a lot of these, I think all of them
                      will be doing  more  LASIK,  will be doing  everything.  I
                      think the whole  field will grow.  And then  again,  don't
                      underestimate  the simple fact that you can take this lens
                      out. That's a huge -- that extremely  attract  patients in
                      my experience, that potential and possibility.

Jason                 Bedford: Sure. Okay great. And then secondly, any idea the
                      percentage of your practice out there has anterior chamber
                      depth  less than 3 mm. I know that was  brought  up on the
                      call, any idea of that?

John Vukich:          In myopes  it's very  small.  I think the actual  trial is
                      what, 4 or 5 percent, but in myopes it's very, very small.

Stephen Slade:        Right.  Within the clinical trial itself, the patients who
                      had 2.8 to 3.0  represented 5 percent of the cohort.  But,
                      in terms of the actual selection  process -- it is unusual
                      to have  something  less than 3 -- that just doesn't -- it
                      is  not an  issue  as far as I can  tell,  it  won't  be a
                      problem to enroll patients to have this done.

Jason Bedford:        Okay,  super. And then my last question,  this may be best
                      for Dave. You mentioned that you have  additional  data on
                      endothelial  cell loss.  Will you be providing that to the
                      FDA?

David Bailey:         Oh yeah.  We have been  collecting  since we submitted the
                      file and actually  pulling the patients  back is hard work
                      as John will give  testimony to, but we are increasing the
                      number  constantly,  and we have a schedule  of when those
                      dates are coming up. So, as soon as we pull that  together
                      and do the  analysis,  it will go into the FDA and  Helene
                      will deal with that. But, as I said in my opening remarks,
                      that's an ongoing  active  process and I did indicate that
                      the  additional  data  that  we got in so  fast  since  we
                      submitted,  reinforce  the  conclusion  that  we  kind  of
                      presented to the panel,  eye surgical  remodeling  and not
                      chronic loss to the lens.

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Jason Bedford:        Okay, super.  Thanks guys.

Operator:             Thank you. Our next question comes from Erik Chiprich with
                      Harris Nesbitt; please go ahead with your question.

Erik Chiprich:        Good morning,  this is Erik  Chiprich for (Joanne  Wench).
                      David a couple of  questions  for you.  I know last  week,
                      there was a mention of a surveillance  study,  do you have
                      any  idea on how  large,  how long or how  expensive  this
                      study  would be or -- you know  have any idea  when  these
                      details would be determined?

David Bailey:         Well that would be -- they are  determined in  discussions
                      with the FDA. The same surveillance study was requested as
                      part of the Summit  approval,  you know, I was referencing
                      Summit  earlier as a  breakthrough  technology.  But, from
                      what I understand  that,  that actually was never done and
                      as you heard on the panel,  there was a lot of  discussion
                      about a  similar  study  that is being  undertaken  on the
                      extended wear contact lenses.  So, that will be determined
                      following  discussions  with the FDA.  Regardless,  we are
                      committed  to  follow  through  on that  and to  meet  any
                      requirements for the specified.  But, I don't see it as in
                      any way hindering  commercialization of the product; I see
                      it as to something  that we will talk to the FDA about how
                      we deal with that.

Erik Chiprich:        Okay.

David Bailey:         Yeah.

Erik Chiprich:        Also  could  you give us a number  on how many  physicians
                      approximately  have  been  trained  in  Mexico,  Dominican
                      Republic so far?

David Bailey:         The -- we  have  had a lot  of  interest  --  considerable
                      interest,  but I think it's  important to say that even if
                      people have been through those  courses,  they will not be
                      certified to use the lens. The final stage of the training
                      will be  certification  by our surgeon  proctors,  and you
                      heard me talk in the past that we are actively  recruiting
                      those surgeon trainers now. The aim is to have up to 12 of
                      those   people  and   clearly,   they  will  be  the  rate
                      determining step on  certification  of doctors.  What I do
                      want to absolutely  emphasize is that, we were in complete
                      harmony with the FDA's  comments  regarding  training.  We
                      believe that it should be systematic; we believe it should
                      be  certification.  I also  agreed  with one of the  panel
                      members when she asked that certification could be removed
                      if a doctor was not  following  the procedure and not that
                      we trained and wasn't  getting  quality  outcomes,  but we
                      could refer -- review  that.  So, we are really  committed
                      and dedicated, to a systematic training program. As I said

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                      in my opening  remarks,  that's how we launched Canada and
                      that's how we have  launched  Korea,  and that had exactly
                      the  outcomes we wanted,  a slow steady  buildup with good
                      quality   outcomes  --  outcomes  that  are  matching  the
                      clinical trial data and that's our long term goal.

Erik                  Chiprich:   Okay,  sounds  good.  And  then  also  on  the
                      international, the ICL sales for the third quarter, I know
                      you talked about the  (seasonally  weaker).  Was there any
                      resources  that had been  reallocated  to the U.S. to help
                      with the regulatory  process or anticipated launch here of
                      the ICL?

David Bailey:         It didn't particularly impact Europe although we do have a
                      small  number of surgeon  trainers  who will  actually  be
                      re-aligned  to help in the U.S.  once we get  through  the
                      final stages of this whole thing. So, I think it's fair to
                      say that you -- international wasn't particularly impacted
                      by that.  Certainly  the  U.S.  organization  overall  was
                      impacted by it. As I said earlier,  the  expedited  review
                      put a huge amount of pressure on the organization  overall
                      in almost all  departments.  So, it zapped resource in the
                      U.S.  not so much in  international.  We just saw a larger
                      than  expected   down-turn  in  procedures  overall  as  I
                      indicated earlier,  but nevertheless,  we still had growth
                      and we  expect  that to  start  picking  up in the  fourth
                      quarter.  So, I don't see it as  reflective of a long term
                      trend, okay?

Erik Chiprich::       Great.  Thank you.

David                 Bailey:  Actually Steve and John,  there is one question I
                      would  like to ask  you and it  links  to what  was  asked
                      earlier about the 3 mm cut off. Could you just tell us, is
                      it true to say that if there is an anterior  chamber depth
                      cut off that  results in a diopter  correction  cut off or
                      are the two not  necessarily  related.  From your  earlier
                      comments,  I would  think  that  they are not  necessarily
                      related, but I just wanted to get that really clear?

John                  Vukich:  No,  they  are not  related  and in fact the full
                      range  correction will be available.  The anterior chamber
                      depth would  again tend to be larger in the higher  myopes
                      but the  converse  isn't always true and so this would not
                      in any way limit the  potential  to use the full  range of
                      power.

David Bailey:         Thanks John that's good clarification, I appreciate it.

Operator:             Thank  you our  next  question  is from  Al  Kildani  with
                      Unterberg Towbin. Please go ahead with your question.

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Al Kildani:           Good  morning.  I wonder if the -- perhaps the two doctors
                      could help with an  understanding  of where the  procedure
                      will  ultimately  be  performed,  I  know  Dr.  Slade  you
                      mentioned  knocking out walls, etc. I guess I am wondering
                      if -  this  is a  procedure  appropriate  thus  for  to be
                      performed   anywhere   that  LASIK  is   currently   being
                      performed.

Stephen Slade:        You can  certainly  do it in the  LASIK  operating  suite,
                      which is  exactly  what we are  planning  to do. We simply
                      knocked out a wall to expand where we have our lasers.  So
                      many  doctors  --  again  the  bulk of  ophthalmology  and
                      cataract  surgery  and so many  --  with so many  cataract
                      surgeons  they have  their own ASC,  I'm sure they will do
                      that and they are  (indiscernible)  in their  (ASC).  They
                      will also be doing these in free-standing  (ASCs). It is a
                      good question,  but they are (indiscernible) they are open
                      to do this, already existing.

John Vukich:          One of the unique  features of this is that  unlike  other
                      refractive  technologies,  there really isn't a barrier to
                      entry for most anterior segment  surgeons.  This really is
                      quite  compatible  with an existing  cataract  set up such
                      that, the amount of time it takes to do the procedure, the
                      facilities and environment clearly are compatible with the
                      same that you would do a cataract  in, so that you can add
                      these in for anterior  segment  surgeon who has a cataract
                      surgery a day, you can easily put these into line with the
                      cataract  surgeries  without taking an additional half day
                      out of the  office or  without  the  burden of a  start-up
                      cost.  You don't have to build your own O.R.  to do these.
                      The  facilities  already  exist.  So in terms  of  getting
                      involved,  the surgeons  really don't have to put a lot of
                      money upfront, which is extremely attractive.  There is no
                      half  million  dollar laser and  aberrometer  necessary to
                      start  this,  and  I  think  that's  going  to  be a  huge
                      incentive for surgeons to look very  carefully at this and
                      to incorporate it with their practice.

Al Kildani:           Great, thank you. And a question for the company, you know
                      I did not  obviously  attend the meeting and heard  little
                      tidbits  here and there as to how things  went and I guess
                      there was some  question,  someone raised a question as to
                      whether it would be appropriate to call the product or use
                      the -- the words  contact lens in the name of the product.
                      Is that anything you have any sense for you had and do you
                      expect to be able to call (with) an ICL?

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David Bailey:         Yeah. Great question,  Al. There was a lot going on at the
                      meeting,  even for people there,  it was difficult to keep
                      track of -- of all of the  discussion.  As I said earlier,
                      it was very wide  ranging.  One of the panel  members  did
                      raise that on the basis he felt,  it would be confusing or
                      misleading  to  consumers.  We  heard  that  point.  We'll
                      consider that and discuss it further with the FDA.  Either
                      way, I don't think  that's  going to in any way affect our
                      ability  to market  the  product  very  effectively.  It's
                      interesting  that the ICL,  per se,  has kind of  become a
                      generic  name for all  phakic  implants  as  opposed  to a
                      specific brand name but it does have a lot of brand equity
                      and brand  recognition.  So it did come up. We will follow
                      through with the FDA and have  discussions  on the overall
                      follow up from the panel on that. That didn't particularly
                      -- took the point,  but we don't  particularly see it as a
                      problem. We'll work that through.

Al Kildani:           Okay, great. Thank you and congratulations on the positive
                      (hope).

David Bailey:         Thanks a lot.  Yeah, we were delighted.

Operator:             Thank you. Our next  question  comes from John  Calcagnini
                      with the CIBC World Markets, please go ahead.

John Calcagnini:      Hey, good morning.

David Bailey:         Hey, good morning John.  How are you doing?

John                  Calcagnini: Good, thanks. I wanted to ask you guys. First,
                      Dave,  can you  just  tell us what ICL  sales  were in the
                      quarter because you know, those,  well, that looks like it
                      was the source of disappointment in the period. I mean was
                      it about 630,000, somewhere in that range?

David                 Bailey: I didn't want to get into the absolute number.  It
                      was up versus  last  year.  It wasn't  the only  source of
                      disappointment   as  I  said  the  cataract   business  in
                      international  although it was -- I was delighted with the
                      U.S.  Cataract  business  was  actually  showing less of a
                      growth  because  of those  changes  moving to  proprietary
                      products  and moving to different  distribution  channels.
                      But I want to get into that more on the conference call at
                      the end of the month, John.

John Calcagnini:      Okay,  so you don't  want to say what ICL will be for this
                      year and next year?

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David Bailey:         Not at the  moment,  I'd  rather get into that -- if we go
                      into   in   more   detail   at  the   quarter   end.   The
                      (indiscernible)  is to say  you  know  we  were  a  little
                      disappointed with the top line revenue,  international was
                      mainly the cause. There was a slowdown on the cataract and
                      a slowdown on the  procedures  but we did see a growth and
                      we've specified that in a press release and we expect that
                      the ICL growth would pick up again in the fourth quarter.

John Calcagnini:      All right.

David Bailey:         And that -- you saw that in  September,  we expect that to
                      continue throughout the whole quarter.

John Calcagnini:      Can you talk  about  your  U.S.  marketing  approach?  Has
                      anything changed there? How will you market the ICL?

David Bailey:         Nothing  has  changed.  We set the  course out on the last
                      conference  call.  The aim is to go direct,  the aim is to
                      use training and (proctoring) as that indicated and we are
                      actually recruiting those trainers and proctors, Darcy and
                      Nick are -- have been  interviewing  frantically and we've
                      got  some  excellent  candidates  with a lot  of  surgical
                      experience.  Our aim is to set up  training  programs,  to
                      train as many  doctors  as would want to be  trained.  The
                      rate determining  step is going to be the proctoring,  the
                      certification,  because we're determined to stay with that
                      as we've  done with the LASIK  procedure.  So we're -- and
                      we've  been  doing  a lot of  segmentation  in the  market
                      looking at where the customers are, target customers, etc.
                      So nothing has changed,  we just moved ahead and with this
                      positive outcome  obviously,  we're moving ahead even more
                      quickly. So frantic activity.

John Calcagnini:      Dave,  there's another that I -- that comes to mind that's
                      kind of  similar  situation  going  direct  with the -- an
                      emerging  technology.  And it cost them a lot more I think
                      than people  anticipated  to go through the  training  and
                      proctorship and so on. I mean do you, what do you sense is
                      going to cost you? Do you think that current estimates for
                      2004  reflect  the  costs of that you are going to have to
                      incur to embark upon that?

David Bailey:         Yeah,  we said it is going to cost us about 2.5 million on
                      an annualized  basis and we still felt pretty  comfortable
                      with that and we're  ramping  up now in terms of taking on
                      these extra people to set up the training program. I mean,
                      John,  I think  one thing I need to  really  emphasize  on
                      this. This whole training program is not new to us. You've
                      heard  both John and  Steve,  referring  to  international
                      training.  For the last two and half  years,  since I came
                      just -- we set up a systematic  training  program based on
                      the LASIK  training  that we've  done in prior  companies.
                      That's what we used in Canada and in Korea and that's been
                      very  successful.  So you know we've been running this for

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                      two and a half years and fine  tuning as John said  early,
                      fine tuning this urgent training cost, the exact method of
                      implantation  etc. So we're well set up for this. Now just
                      to clarify,  we will be -- we will have this direct  sales
                      force - say this direct proctoring force. They will do the
                      surgeon training on the back of the training programs. Our
                      current independent sales force which we are supplementing
                      in  some  geographies  with  some  direct  people  will be
                      targeting the doctors,  they'll be funneling them into the
                      central  training  program and they will be following  up,
                      following  certification  of the  surgeon.  So it's a team
                      approach,  both central and the existing sales force.  And
                      we've had a lot of -- we feel good. We're well set to take
                      this forward and I feel very  confident with the team that
                      we're  putting  together  in  the  U.S.  We've  got  a new
                      director  of  education  who  has  got a  huge  amount  of
                      experience  in  refractive  surgery and I've talked about,
                      you know the rest of the team.  So we -- we  again,  we're
                      very  excited as Steve said,  I think we are going to what
                      add to the  armamentarium of the refractive  surgeon but I
                      think also the  training  is going to be a lot of phone-in
                      based on the training we've done so far outside the US and
                      that's  proving  to be the case.  I  understand  the point
                      about risk of  execution,  but I think we've got the right
                      people in place and that's always the case.

John Calcagnini:      What -- was the -- a question  for the  doctors.  I mean I
                      think I just saw an ad  yesterday  in the  paper for LASIK
                      $499 per eye. What will you charge for the ICL procedure?

Stephen Slade         (Indiscernible) the discount is and it's worth noting that
                      really  nobody ever gets LASIK for $499.  That's a payment
                      which,  that's  the cost of this  lens is a -- good  thing
                      because  it will  provide a support  to keep the prices up
                      and refractive  surgery when you're having  something done
                      to  your  eyes  and  you're  able  to see  (indiscernible)
                      everything  before every waking moment that's easily worth
                      what  it is and  just a  couple  of -- a  couple  of  also
                      comments  about the training.  Again,  directing the LASIK
                      courses,  we had at times a year  waiting  list and people
                      were paying $2,000.  Bausch and Lomb did not lose money on
                      the  training  courses.  I think  in this  situation,  all
                      people  with STAAR,  the doctors are often  paying more to
                      get into the training courses and there is (indiscernible)
                      public I think is booked out into way into next year.  The
                      last  comment  I  would  make  is if the  original  Summit
                      approval, which they certainly had a much harder time than
                      we did, despite the fact that they were operating  outside
                      the  eye,  we're  going  inside  the eye but the  original
                      Summit  approval,  that data -- if you look at their data,
                      it's looks pretty good.  They had somewhat over 50 percent
                      of the  people  20/20.  Current  LASIK  data is  around 90
                      percent  20/20.  Our  point  is  that,  once  you  take  a

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                      procedure,  put it in the  hand of  many  ophthalmologists
                      with the experience of tens of thousands of patients,  you
                      get that  kind of  improvement  in the  procedure  itself,
                      think it's  going to be  edifying,  fascinating  and I can
                      have a lot of fun,  just see how much -- where  the  STAAR
                      ideals or with the  introduction  of the atoric  lens with
                      and it's  different  (indiscernible)  technology  and what
                      surgeons  does,  it gets more  experience  even though the
                      data, we presented the FDA was better than the -- any data
                      they've  ever seen for that  range of myopia and they gave
                      us the (largest) approval that they've ever given anything
                      in the range,  just wait and see how good this is going to
                      be. I mean this is -- this is great  news for the  papers.
                      It's great news for LASIK,  its great news for  refractive
                      surgery. It's great news.

Male Speaker:         I would concur with that, Steve.

Male Speaker:         I don't  think that we're  going to get a lot of push back
                      on the  pricing in all  honesty;  the  patients  are quite
                      willing to pay for their perception of quality.  Where the
                      discounters  came in and quite frankly,  there is a lot of
                      (indiscernible)   which  is  going  on  there.   And  also
                      discounting  as a  business  model  has  not  proven  very
                      successful in many  instances  that is not been long lived
                      as a  business  model.  But  the  point  is  it's  created
                      confusion  among  the  patients  as to just what the value
                      really is and what  they are  really  purchasing.  I think
                      that will be  abundantly  clear  with the  implant,  there
                      isn't  going  to  be a  bait  and  switch,  there  is a --
                      reasonable  price that will provide a superior  quality of
                      vision  and I think  that  price  really  isn't the issue.
                      Patients  value their vision and as they  understand  that
                      this is a better quality  alternative for their situation.
                      The  patient,  at least in my  experience,  as I presented
                      this the  patients  who are not on my waiting  list,  they
                      don't  flinch.  They  basically  feel that  their eyes are
                      worth it and they just haven't had a second thought.

Male Speaker:         Yeah. This is  (indiscernible),  that was the soft play. I
                      mean there is not one discounter  who originally  came out
                      and  was  still  in  business.   Not  one  company.  There
                      (indiscernible)  sort of failed.  The CEO of the currently
                      largest discounting LASIK organization has publicly stated
                      that on  average,  they get  $1,599  per case  even on the
                      advertised  $499 or $599 and they get that by  charging  a
                      $1,000 per (indiscernible),  you know the only way you can
                      get ---it's just -- you know. Again, I welcome the very --
                      you know this is a simple fact that the price of this will
                      not be, you know  (indiscernible)  will be able to take it
                      down to $299.  It's --  that's a good  thing.  Because  it
                      needs  to be -- the  price  needs to be  reflected  at the
                      value of the procedure.

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Operator:             Thank you. Our next question comes from Neal Bradsher with
                      Broadwood Capital. Please go ahead.

Neal Bradsher:        Thank you. Well, as you guys know, I actually attended the
                      panel  meeting  in person  and I have  been  amazed at the
                      misinformation   floating   around  about  what   actually
                      happened  at  the  meeting  and  I am  glad  that's  being
                      clarified  now.  I didn't  get a chance to speak  with you
                      right  after  the  meeting  but  the  question  that  kept
                      recurring  for me through out the day was that the panel's
                      focus on endothelial  cell loss and raised the question in
                      my mind as to whether any anterior  chamber lens will ever
                      be approved in the United  States and a couple of comments
                      that came up over and over again  during  the day,  really
                      raised that  question in my mind. I would love to get both
                      of your  views,  John and Steve on that  issue and one was
                      that  Hank   (Edelhauser's)   comment  that  there  is  no
                      mechanism  for the ICL to cause injury to the  endothelium
                      was clearly very linked to it's placement in the posterior
                      chamber.  The lack of the  possibility of causing  pigment
                      loss and so forth.  And obviously that statement  can't be
                      made with respect to an anterior  chamber lens; at least I
                      assume that's the case. Then secondly,  some panel members
                      did  refer  to  the  history  of  anterior   chamber  lens
                      disasters as I recall the phrase  correctly.  Now I assume
                      that,  you  know  data  will  be  presented  over  time by
                      anterior chamber lens  manufactures but it does seem to me
                      that there is  potentially  a huge bias here in the system
                      based on the  focus of the panel on the  endothelial  cell
                      loss issue rather than on other issues that people thought
                      would be the focus. And just connected to that I wonder if
                      anyone would provide an opinion on something.  David,  you
                      mentioned  that (Optek) is not going to be on November 7th
                      panel,  is that your  assumption  as to who is on, I think
                      everyone  is  assuming  that.  The timing of that seems to
                      come right after the  publication  of the FDA's  questions
                      which  showed the focus on  endothelial  cell loss.  So, I
                      wonder if anyone would draw a connection on that too.

David Bailey:         Well,  if I can  just  comment  on that  and I am going to
                      reference back to my remarks earlier. From my perspective,
                      I always believed that we had the optimal material, highly
                      biocompatible Collamer in the optimal position in the eye,
                      the furthest  away from the cornea in terms of any kind of
                      issues within the endothelium.  I, therefore,  really feel
                      as I had said earlier that the more focus there is on this
                      topic,  the more of a  barrier  of entry it is for all the
                      materials and other  placements  within the eye. And to my
                      mind that came across very clearly through the meeting.  I
                      haven't   seen  the  data  from  the  other   lenses   but
                      intuitively,  I firmly believe that there was no mechanism
                      with  the ICL to cause  information,  the  clinical  trial

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                      showed  that was a more  sensitive  measure and after that
                      discussion with the panel,  certainly with hindsight,  you
                      can  see  that  that's  going  to  be  a  major  focus  of
                      discussion  with any  phakic  implant  that  goes  through
                      whether or not,  they will get approved or not, it will be
                      judged on the data that is presented.  But  certainly,  we
                      have just taken a product that has the lowest profile from
                      that point of view through and other  products don't match
                      that. I did  reference  the data that's out there in terms
                      of information and therefore possible mechanism.  And when
                      Steve  showed us the slide on the  information,  we didn't
                      move  from the  baseline  and  certainly  if you map on to
                      that, the same data from the published literature on other
                      lenses where the (Optek) is in the anterior chamber,  it's
                      a very different  profile.  Steve or John, I don't know if
                      you  want  to  comment  but  that  was  just  my  kind  of
                      conclusion. I just wanted to reiterate that --

Male Speaker:         Okay. So now Dave has addressed the  scientific  issue.  I
                      will  address  the  business  issue.  There is a couple of
                      things  actually  that are -- that are very  fortuitous in
                      that.  And I  think  Dave  covered  the  scientific  issue
                      (indiscernible)  but there are two other factors here that
                      are kind of  interesting.  One is a very -- again there is
                      fairly all the  scientific  reasoning is  (crystalled)  in
                      behind the iris. From the patient's perspective,  it's not
                      visible  behind  the iris.  The  ACIOLs  anterior  chamber
                      lenses are  visible if they are in front of the iris.  And
                      they asked us -- they know  that,  they can see that close
                      up. That's something that the  (indiscernible).  So that's
                      one point.  The second  point is that about the  competing
                      product not being able to go to the panel. Is it -- what's
                      that  means  to us?  Or  what  that  means  to  STAAR I am
                      (indiscernible)  with STAAR,  what that means for STAAR is
                      that  that  will  be  going  to the  American  Academy  of
                      Ophthalmology  which is the largest  annual eye meeting of
                      ophthalmologists with the stage all to themselves. They'll
                      have this recommendation for approval and that will be the
                      first, the only intraocular technology,  the widest range,
                      all of this.  No  competing  technology.  Ophthalmologists
                      sort of stick their heads up out of the sand twice a year.
                      General ophthalmologist wants it for the Academy and wants
                      it for (indiscernible). There are no new technologies like
                      this.  So it's -- this is an amazing  strain of this great
                      event   that  is   happening   here  and   (indiscernible)
                      everything is sitting  together.  I am sure John will have
                      some other comments about the scientific  aspects of ACIOL
                      but  it's  just   amazing.   I  really   think   that  the
                      (indiscernible)   and  timing  the   patients   perception
                      (indiscernible).

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Male Speaker:         Excuse me;  certainly the burden of proof for  endothelial
                      stability is difficult  because we are projecting  forward
                      such a great  period of time such a long period of time. I
                      can't speak to the data for the ACIOL but I can  certainly
                      say  that  the  data  that we  produce  -- I felt was very
                      strong and made a very convincing argument in the issue of
                      projecting any four year clinical trial as three year data
                      with four year supplemental data 20 or 30 or 40 years into
                      the future. It's just statistically  (indiscernible)  with
                      uncertainty. I think that the more spread you see in those
                      early  numbers,  the more  difficult  it's  going to be to
                      accept  the null  hypothesis  and that is that there is no
                      ongoing  change.  So I think  there  will  be a  potential
                      problem  but again that will be for the  anterior  chamber
                      lenses to persuade the FDA and quite frankly,  I wish them
                      well. I think that Phakic IOLs have a place in the market.
                      I  think  that  as a  general  concept,  it  is  a --  the
                      procedure whose time has come the actual implementation of
                      it  whether  the  posterior  which we  believe is the best
                      place or anterior.  It's really  almost  irrelevant to the
                      fact  that it is a great  optical  correction  and at that
                      point then the market  will sort itself as to what are the
                      other things?  What is the sales and support that they can
                      get to do this? What is the size of the incision?  What is
                      the aesthetic  quality to the patient and quite frankly to
                      the  surgeon in terms of the -- of the  actual  operation?
                      What's  involved  and how  long it  takes?  Those  are the
                      things that are going to drive the market.  I think we are
                      seen  a  clear  level  of  interesting  enthusiasm  for an
                      implant for a  non-corneal  refractive  procedure and then
                      next step is really  choosing the best way to do that. And
                      so far the ICL clearly has shown that it's a very good way
                      to do that.  And it's my belief,  going  forward,  it will
                      prove  to  be  the  predominant  way  but  there  will  be
                      competitors and that's to be expected.

Neal Bradsher:        Let me ask a  follow  up on that  issue  and then I have a
                      specific question for David on the quarter.  The follow up
                      really is as I tried to follow the certain  decision  tree
                      and head to the panel base and what they said, they seemed
                      to be  focused  on the  fact  that  (Edelhauser)  provided
                      multiple  different  benchmarks  that  there is no ongoing
                      endothelial cell (indiscernible),  the hexagonality and so
                      forth. So the only issue revolved around -- okay, we don't
                      see any mechanism and we don't see any evidence of ongoing
                      (indiscernible)  and so  it's  just  the  question  of the
                      statistical  significance  versus  the  trend  as the  FDA
                      statistician said of stability. It strikes me that with an
                      anterior  chamber  lens if you follow  that same  decision
                      tree,  you'd have to have many more years of data  because
                      of the fact  that  there is a  mechanism.  Does  that seem
                      logical  to you?  I'm asking you to sort of talk about how

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                      the panel is looking at this issue, but that was why I was
                      wondering  whether  you  know  this  would  be a far,  far
                      greater barrier for an anterior chamber lens.

John Vukich:          The barrier for an  anterior  chamber  lens is going to be
                      the history that precedes it, not the device that is being
                      looked  at,  but the fact  that  there  has been  negative
                      experience  with  previous  models  of  anterior   chamber
                      lenses.  And so there is going to be some level of concern
                      that is just  historical in nature.  Now that said,  there
                      are approved  anterior  chamber  lenses that are available
                      and they are  different  than the very  first  model.  The
                      difference  primarily,  however, for the improved versions
                      is that they are only available as an improved  option for
                      greater  than 60 years  of age.  Now you are  taking  that
                      burden back another 40 years to age 21 and that's going to
                      be the issue on how it plays out -- I can't  speak to that
                      although  I think  your  concerns  are valid and I am sure
                      that will be a significant  focal point of the  discussion
                      for any technology.

Stephen Slade:        Yeah (indiscernible).

John Vukich:          Sorry Steve.

Stephen Slade:        Yes.  There was a couple of things about ACIOL as John has
                      been -- for cataract surgery,  (indiscernible)  situation,
                      they are approved  anterior  chamber IOLs. And surgeons go
                      out  of   their   way  to   avoid   using   them   because
                      (indiscernible)  posterior chamber IOLs. The -- if as Hank
                      (Edelhauser),  I think  described,  we  believe  that  the
                      (indiscernible)  which is the minimal  surgical  procedure
                      itself.  Certainly, the anterior chamber IOL manipulation,
                      the anterior  chamber and if that's going to be their real
                      challenge and you know,  wish them well, but the challenge
                      for them is their manipulation are in the anterior chamber
                      and it  resides  in the  anterior  chamber so that you can
                      both say that  there is more a surgical  intervention  and
                      the   surgical   lens  itself   could   potentially   have
                      (indiscernible)  chronic  (indiscernible).  So we'll  just
                      have to wait and see that  there is a lot of  interest  in
                      phakic IOLs.  Any good phakic IOL that are approved  would
                      be good for ophthalmology, definitely for the patient. You
                      see doctors adding seminars,  (indiscernible)  of meetings
                      and changing  (indiscernible)  IOLs and visualize interest
                      (indiscernible).

David Bailey:         Yeah, and from a commercial point of view I think the guys
                      made a couple  of good  points.  From a  company  point of
                      view, we would welcome  additional  phakic implants coming
                      to the market. It'll expand the market overall and we feel
                      we are in a very good  position  to deal with  competitive
                      products coming along.  Particularly,  since we've got the
                      atoric in the  pipeline and that  upgrades the  technology
                      still further and --

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Neal Bradsher:        David, could I ask the business question ahead?

David Bailey:         Yeah.

Neal Bradsher:        And let you explain on that.

David Bailey:         Well,  I just wanted to say that what I took away from the
                      meeting was the discussion on endothelium  raises the bar.
                      It's a very tough test and I'm just  delighted  that STAAR
                      is coming  through that well and we're going to bring that
                      technology to the market.

Neal Bradsher:        That makes  sense.  I just -- I am sorry to  interrupt,  I
                      just  wanted  to make  sure I got a chance to ask my other
                      question.  Just on the  quarter,  it sounds as though  the
                      difference  versus  the  average  estimate  was just a few
                      hundred  thousand  dollars  and it sounds from what you've
                      said, as though it's mostly in Europe. You also mentioned,
                      a  few  minutes  ago,  that  business  had  picked  up  in
                      September.  So that makes me think that if you are talking
                      about Europe pre-September, we are talking about Europe in
                      August.  So Europe is -- I mean -- how many surgeries ever
                      get done in Europe in August. So it strikes me that maybe,
                      this is an  estimation  issue  because  your  business has
                      shifted to Europe over the last couple of years, although,
                      obviously  now  US is  going  to  pick  up  again  as  you
                      mentioned.  So maybe historical  seasonality wasn't a good
                      guide with respect to how this year would shape up. Do you
                      think  that's an accurate  interpretation  or am I missing
                      something?

David Bailey:         I think it's a  reasonable  one. We saw more of a slowdown
                      than I think we'd  anticipated  whereas I said we are also
                      repositioning  for  additional  growth with  cataract  and
                      that's  a very  important  (indiscernible)  that  lays the
                      foundations  for the future and future growth but overall,
                      I'm a little  disappointed.  I would  have  liked a higher
                      number;  it was not  higher  because  of those  reasons in
                      Europe,  that I take great  pleasure from the numbers from
                      the US where we saw a 2 percent increase versus prior year
                      quarter. I had been to see investors. Quarter IV was an 11
                      percent  down,  quarter I was 8 percent,  quarter II was 3
                      and  Nick and I set the  stall  out to say that as we went
                      forward,  we turned  that around in the second six months.
                      We actually saw that turnaround in the quarter and I think
                      that's  a very  positive  view  and is a very  significant
                      milestone for the company. Okay.

Neal Bradsher:        Thank you.

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David Bailey:         Yeah,  I think  we're  going to have to close off. We have
                      already run 20 minutes over time and I know John and Steve
                      are on busy schedules and I really  appreciate  their time
                      and  contribution  to the  meeting  and just would like to
                      reiterate  in  closing,  how  excited  we are  about  what
                      happened  last Friday.  I think it's a real  breakthrough,
                      certainly  for  STAAR  and for  ophthalmology  and we look
                      forward to moving  forward to bring this to market.  Thank
                      you very much for your  participation  and for some  great
                      questions.

Operator:             Thank you sir.  Ladies and gentlemen,  this concludes this
                      STAAR  surgical  conference  call.  If you  would  like to
                      listen to a replay of today's conference call, please dial
                      800-405-2236 or 303-590-3000  with pass code 555652.  Once
                      again,  if you would like to listen to a replay of today's
                      conference call,  please dial 800-405-2236 or 303-590-3000
                      with password 555652. You may now disconnect and thank you
                      for using ACT teleconferencing.


