Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers On May 15, 2009, TLC Vision Corporation (the "Company") announced that as part of its efforts to reduce costs, it has terminated the employment of three of its executive officers effective immediately. The three executive officers impacted are: Steven P. Rasche, Chief Financial Officer; Brian L. Andrew, General Counsel and Secretary; Larry D. Hohl, President of Refractive Centers.
Also on May 15, 2009, William J. McManus, a managing director of Conway, Del Genio, Gries & Co. LLC, a financial advisory firm based in New York, NY ("CDG"), was appointed to the position of interim Chief Financial Officer. Mr. McManus has more than 20 years of senior financial, operational, and consulting experience in turnaround / restructuring environments. Prior to joining CDG in February 2009, Mr. McManus worked at Horizon Management from December 2001 to November 2008 as Managing Director specializing in Crisis / Interim Management. Mr. McManus graduated from the University of Notre Dame where he received a Bachelor of Business Administration with a concentration in finance. Mr. McManus will not receive direct compensation from the Company and will continue to be employed and compensated by CDG.
Item 8.01 Other Events
On May 15, 2009, the Company issued a press release announcing the changes to its management. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits:
99.1 Press Release entitled "TLCVision Announces Management Changes" issued by TLC Vision Corporation on May 15, 2009.

---

Table of Contents