Item 1.01. Entry into a Material Definitive Agreement.
On September 30, 2009, American Medical Systems, Inc., (AMS) a wholly owned subsidiary of American Medical Systems Holdings, Inc. and Conceptus, Inc. (Conceptus) entered into an Asset Purchase Agreement, dated September 30, 2009, providing for the sale by AMS of its female sterilization assets and technology (Ovion technology) to Conceptus for $23.6 million. As a result of the Asset Purchase Agreement, and separate agreements completed with third parties, AMS eliminated all existing and potential obligations and liabilities under previous agreements associated with the Ovion technology. The Asset Purchase Agreement also releases Conceptus from any future royalty obligations to AMS.
Section 9 - Financial Statements and Exhibits Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.

Exhibit No. Description 99.1 Press Release issued by American Medical Systems Holdings, Inc. dated October 5, 2009. (filed herewith).

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