Item 1.01 Entry into a Material Definitive Agreement
On June 5, 2009, TLC Vision Corporation (the "Company") secured from its lenders an extension to June 30, 2009 of the previously announced limited waiver with respect to its credit facility. The credit facility, dated June 21, 2007, amended as of February 28, 2008 and March 31, 2009, provides for an $85 million term loan and a $25 million revolving credit line. As of May 31, 2009, the amount outstanding under the credit facility was approximately $100.1 million. No additional amounts may be borrowed under the credit facility.
The extension agreement is included in a Limited Waiver, Consent and Amendment No. 3 to the Credit Agreement, dated as of June 5, 2009 ("Amendment No. 3"), which, among other things, provides a limited waiver through June 30, 2009 of defaults identified to the lenders, amends certain terms of the credit facility, consents to the dissolution of certain inactive subsidiaries, provides for the payment by the Company of certain fees and expenses incurred by the lenders, requires a payment to the lenders on the day following the waiver period of $1,434,000 and releases any claims the Company may have had against the lenders. The foregoing description of Amendment No. 3 is only a summary and is qualified in its entirety by the full text of Amendment No. 3, which is attached hereto as Exhibit 10.1 and is incorporated by reference herein. Item 8.01 Other Events
On June 8, 2009, the Company issued a press release announcing the extension of the limited waiver. 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:

10.1 Limited Waiver, Consent and Amendment No. 3 to Credit Agreement, dated June 5, 2009.

99.1 Press Release entitled "TLCVision Secures Extension of Credit Facility Limited Waiver to June 30, 2009" issued by TLC Vision Corporation on June 8, 2009.

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