Item 2.02 Results of Operations and Financial Condition.

On February 19, 2009, CryoLife, Inc. ("CryoLife" or the "Company") issued a press release announcing its financial results for the fourth quarter and fiscal year ended December 31, 2008. CryoLife hereby incorporates by reference herein the information set forth in its Press Release dated February 19, 2009, a copy of which is attached hereto as Exhibit 99.1. Except as otherwise provided in the press release, the press release speaks only as of the date of such press release and it shall not create any implication that the affairs of CryoLife have continued unchanged since such date. The press release includes certain supplemental non-GAAP financial measures:

· non-GAAP revenue growth, which has been obtained by adjusting the comparable GAAP revenue growth number to exclude revenues related to orthopedic tissue preservation services; and

· combined cardiac and vascular preservation services revenues, which have been obtained by adjusting the comparable tissue preservation segment revenue numbers to exclude revenues related to orthopedic tissue preservation services.

The additional non-GAAP financial information is not meant to be considered in isolation or as a substitute for total revenues and revenue growth calculated in accordance with GAAP.

Revenue growth has been adjusted to obtain non-GAAP revenue growth, and tissue preservation segment revenues have been adjusted to obtain non-GAAP combined cardiac and vascular preservation services revenues, by excluding revenues from orthopedic tissue processing, because the Company discontinued procuring and processing such tissue as of January 1, 2007 and ceased distributing its remaining orthopedic tissue as of June 30, 2008. Because the Company's revenues from orthopedic tissue have been effectively reduced to zero and should remain at that level for the foreseeable future, the Company believes that the non-GAAP revenue growth numbers presented, as well as the combined cardiac and vascular preservation services revenues presented, provide investors with a more accurate measure of the relative revenue performance of the Company's continuing tissue preservation business. Accordingly, CryoLife believes that these non-GAAP measures, when read in conjunction with the Company's GAAP financials, provide useful information to investors by offering:

· the ability to make more meaningful period-to-period comparisons of the Company's on-going operating results;

· the ability to better identify trends in the Company's underlying business and perform related trend analyses; and

· a better understanding of how management plans and measures the Company's underlying business.

The information provided pursuant to this Item 2.02 is to be considered "furnished" pursuant to Item 2.02 of Form 8-K and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended, nor shall it be deemed incorporated by reference into any of CryoLife's reports or filings with the Securities and Exchange Commission ("SEC"), whether made before or after the date hereof, except as expressly set forth by specific reference in such report or filing.

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Except for the historical information contained in this report, the statements made by CryoLife are forward-looking statements that involve risks and uncertainties. All such statements are subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. CryoLife's future financial performance could differ significantly from the expectations of management and from results expressed or implied in the press release. Please refer to the last paragraph of the press release for further discussion about forward-looking statements. For further information on risk factors, please refer to "Risk Factors" contained in CryoLife's Form 10-K for the year ended December 31, 2007, as filed with the SEC, and any subsequent SEC filings. CryoLife disclaims any obligation or duty to update or modify these forward-looking statements.