TLC Vision 8-K Results of Operations and Financial Condition

News Release	Contact:
For Immediate Release	James J. Hyland, VP Investor Relations (636) 534-2369 Email: investor.relations@tlcvision.com

TLCVisionReports 7% Same Store Volume Increase In Refractive Centers

Same Store Centers Revenue Increases 9%

ST. LOUIS, MO, August 9, 2007:TLC Vision Corporation(NASDAQ:TLCV; TSX:TLC), North America’s premier eye care services company, today announced results for the second quarter ended June 30, 2007.

• Revenue for the second quarter was $81.1 million, a 6% increase over prior year revenue of $76.2 million.

• Consolidated net income for the second quarter was $0.9 million ($.01 per diluted share), compared to $10.9 million ($.16 per diluted share) from the prior year period.

• The AMD net loss for the second quarter was ($0.7) million, compared to ($0.4) million from the prior year period. The AMD segment includes the Company’s interest in OccuLogix, Inc.

• Net income before AMD for the second quarter was $1.6 million ($0.02 per diluted share) compared to $11.3 million ($.16 per diluted share) for the prior year period.

To facilitate a comparison of this quarter’s results with the results of the prior year period, the company is presenting pro forma net income and pro-forma EPS for the second quarter of 2007 and the second quarter of 2006. Excluding the effects of non-recurring costs and normalizing interest expense and income taxes, net income for the second quarter of 2007 was $2.9 million, or $.04 per diluted share, compared to $7.0 million, or $0.10 per diluted share, in the prior year period.

A reconciliation of reported net income to pro forma net income for both the quarter and the six months is included in the attached Consolidated Statements of Operations.

Jim Wachtman, President and Chief Executive Officer of TLCVision, commented, “During the second quarter, we continued the growth trend established during our first quarter. Refractive Centers procedure volume growth increased significantly, and we continue to exceed industry procedure volume growth rates. The investments in our marketing infrastructure are returning growth across all of our patient acquisition channels, and we continued to improve our operational efficiencies throughout the organization. Our transformation plan remains on schedule, and we remain committed to the roadmap that we established when we introduced our new business model in late 2006.”

“As we look ahead into the current quarter, we have a high degree of confidence in delivering double digit procedure volume and revenue growth in our Refractive Centers business. We continue to lay the groundwork which will help us achieve our stated goal of strengthening the TLC Laser Eye Centers® brand. We are confident that the investment we are making in the business today is the key to long-term shareholder value,” said Wachtman.

Business Unit Review*

• Refractive Centers includes the Company’s 80 centers that provide laser vision correction surgery. Two new majority-owned centers, in Chicago and Portland, were announced during the quarter. Total centers revenues were up 8% to $47.0 million (9% same store). Total procedures of 33,900, including minority-owned centers, were up 5% overall and up 7% on a same store basis.

• Doctor Services includes the Company’s refractive access, mobile cataract access, and ambulatory surgery centers and practices. Doctor Services revenues increased 2% to $26.0 million. Refractive access revenues were 3% below prior year, as higher pricing and new service offerings offset a 9% decline in procedure volume to 15,700. Total mobile cataract access revenues of $9.5 million were 5% over prior year on higher cataract volumes and new offerings. Our ambulatory surgery center and practice businesses delivered revenue of $7.1 million, 6% above prior year.

• Eye Care consists primarily of the Company’s Vision Source optometric franchising business. Eye Care revenues grew 15% over prior year as a result of new franchises and higher fees per franchisee.

Year-to Date Results

• Revenue for the six months ended June 30, 2007, was $164 million, compared to $154 million for the prior year period, an increase of 7%.

• Consolidated net income was $4.4 million ($0.06 per fully diluted share) compared to $13.6 million ($0.19 per fully diluted share) for the prior year period.

• The AMD net loss of ($3.2) million, was consistent with the prior year period.

• Net income before AMD was $7.6 million ($0.11 per diluted share), compared to $16.8 million ($.24 per diluted share) for the prior year period.

To facilitate a comparison of year-to-date results with the results of the prior year period, the Company is presenting pro forma net income and pro-forma EPS for the six months ending June 30, 2007, and for the prior year period. Excluding the effects of non-recurring costs and normalizing income taxes and interest expense, net income for the six months ended June 30, 2007 was $9.6 million, or $.14 per diluted share, compared to $14.0 million, or $.20 per diluted share in the prior year period.

*The unaudited, interim consolidated financial statements for the three months ended June 30, 2006 include certain reclassifications to conform with the business-line and segment classifications for the three months ended June 30, 2007.

Cash Flow

Year-to-date operating cash flow, excluding the results of the AMD segment, was $21.7 million, or $.31 per share, compared to $27.7 million, or $.40 per share, in the prior year period. The primary reason for the decrease was the incremental marketing investment in the Refractive Centers business.

Conference Call

TLCVisioninvites all interested parties to participate in a conference call during which time the financial and operating results will be discussed. The call will be held today, at 10:30 a.m. Eastern Time. To participate, please dial 888-575-8232. International callers may dial 416-406-6419. The call will be broadcast live on the Company’s web site atwww.tlcv.com under the “Webcasts” link in the Investor Relations section. In addition, the live webcast will be available at various other popular portals and financial web sites.

A replay of the conference call will be available until August 23, 2007. To access the replay, dial 800-408-3052(pass code: 3228962). The call will also be archived on the Company’s web site atwww.tlcv.com under the “Webcasts” link in the Investor Relations section.

Forward Looking Statements

This press release contains certain forward looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933 and Section 21E of the U.S. Securities Exchange Act of 1934, which statements can be identified by the use of forward looking terminology, such as “may”, “will”, “expect”, ”intend”, “anticipate”, “estimate”, “predict”, “plans” or “continue” or the negative thereof or other variations thereon or comparable terminology referring to future events or results. The Company’s actual results could differ materially from those anticipated in these forward looking statements as a result of numerous factors, including the timing of expenditures, effects of competition, changes to pricing, acquisitions and expansion opportunities, any of which could cause actual results to vary materially from current results or TLCVision’s anticipated future results. See the Company’s reports filed with the Canadian Securities Regulators and the U.S. Securities and Exchange Commission from time to time for cautionary statements identifying important factors with respect to such forward looking statements, including certain risks and uncertainties, that could cause actual results to differ materially from results referred to in forward looking statements. TLCVisionassumes no obligation to update the information contained in this press.

About TLCVision
TLCVisionis North America’s premier eye care services company, providing eye doctors with the tools and technologies needed to deliver high-quality patient care. Through its centers management, and technology access service models, extensive optometric relationships, aggressive consumer advertising and managed care contracting strength, TLCVisionmaintains leading positions in Refractive, Cataract and Eye Care markets. More information about TLCVisioncan be found on the website atwww.tlcv.com. Information about vision correction surgery can be found on the TLC Laser Eye Centers website atwww.tlcvision.com.

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TLC VISION CORPORATION
CONSOLIDATING STATEMENTS OF OPERATIONS (UNAUDITED)
(In thousands, except per share amounts)
	Three Months Ended June 30, 2007													Three Months Ended June 30, 2006
	Results Before AMD													Results Before AMD
	Segment				AMD Segment			Total TLCVision						Segment					AMD Segment					Total TLCVision
Revenues:
Refractive centers	$	46,952			$	-		$46,952						$	43,679						$	-		$	43,679
Doctor services		25,964				—			25,964						25,405					—					25,405
Eye care		8,214				—			8,214						7,131					—					7,131
Total revenues		81,130				—			81,130						76,215					—					76,215
Cost of revenues (excluding amortization):
Refractive centers		32,656				-		$32,656							29,944					-					29,944
Doctor services		18,258				—			18,258						18,040					—					18,040
Eye care		3,959				—			3,959						3,030					—					3,030
Total cost of revenues (excluding amortization)		54,873				—			54,873						51,014					—					51,014
Gross profit		26,257				—			26,257						25,201					—					25,201
General and administrative		8,966							8,966						7,085					—					7,085
Marketing and sales		10,686							10,686						6,704					—					6,704
Research and development, clinical and regulatory		—							—						—					—					—
Amortization of intangibles		927							927						874					—					874
Other expenses, net		96							96								(169	)		—					(169	)
Total operating costs		20,675				—			20,675						14,494					—					14,494
Operating income		5,582				—			5,582						10,707					—					10,707
Gain on sale of Occulogix, Inc. stock		—				933			933						—					1,450					1,450
Interest income		579				—			579						464					—					464
Interest expense			(689	)		—						(689	)				(383	)		—					(383	)
Minority interests			(2,761	)		-				(2,761)							(2,938	)		-					(2,938	)
Earnings (losses) from equity investments		499				(1,614	)			(1,115)					951							(1,850	)		(899	)
Income (loss) before income taxes		3,210				(681	)		2,529						8,801							(400	)		8,401
Income tax benefit (expense)			(1,653	)		-				(1,653)					2,466					-					2,466
						-														-
Net income (loss)	$	1,557			$	(681	)			$	876			$	11,267						$	(400	)	$	10,867
Earnings (loss) per share — diluted	$0.02				$	(0.01	)	$			0.01			$0.16					$-					$	0.16
Weighted average number of common shares outstanding — diluted		68,581				68,581			68,581						69,830					69,830					69,830
Calculation of Pro Forma Net Income and EPS
Net income (loss) , as reported		1,557													11,267
Add: Non-recurring costs		194													0
Interest expense from Dutch tender		264													0
Adjust income tax expense to 21%		883													(4,314	)
Pro forma net income		2,898													6,953
Pro forma earnings (loss) per share	$0.04													$0.10
Note: The AMD segment includes the Company’s interest in OccuLogix, Inc.
TLC VISION CORPORATION
CONSOLIDATING STATEMENTS OF OPERATIONS (UNAUDITED)
(In thousands, except per share amounts)
	Six Months Ended June 30, 2007													Six Months Ended June 30, 2006
	Results Before AMD													Results Before AMD
	Segment				AMD Segment			Total TLCVision						Segment					AMD Segment					Total TLCVision
Revenues:
Refractive centers		98,656				—			98,656						91,771					—					91,771
Doctor services		51,882				—			51,882						50,301					—					50,301
Eye care		13,786				—			13,786						11,724					—					11,724
Total revenues		164,324							164,324						153,796					—					153,796
Cost of revenues (excluding amortization):
Refractive centers		66,853				—			66,853						61,941					—					61,941
Doctor services		36,639				—			36,639						34,800										34,800
Eye care		6,434				—			6,434						5,003					1,659					6,662
Total cost of revenues (excluding amortization)		109,926				—			109,926						101,744					1,659					103,403
Gross profit (loss)		54,398				—			54,398						52,052							(1,659	)		50,393
						-
General and administrative		18,896				—			18,896						16,153					1,759					17,912
Marketing and sales		19,121				—			19,121						13,506					169					13,675
Research and development, clinical and regulatory		—				—			—						—					1,475					1,475
Amortization of intangibles		1,719				—			1,719						1,738					—					1,738
Other expenses, net		534				—			534								(526	)		849					323
Total operating costs		40,270				—			40,270						30,871					4,252					35,123
Operating income (loss)		14,128				—			14,128						21,181							(5,911	)		15,270
Gain on sale of Occulogix, Inc. stock		—				933			933						—					1,450					1,450
Interest income		1,147				—			1,147						869					366					1,235
Interest expense			(1,129	)		-				(1,129)							(679	)		-					(679	)
Minority interests			(5,300	)		-				(5,300)							(5,467	)		2,715					(2,752	)
Earnings (losses) from equity investments		1,310				(4,131	)			(2,821)					1,874							(1,850	)		24
																									—
Income (loss) before income taxes		10,156				(3,198	)		6,958						17,778							(3,230	)		14,548
Income tax expense			(2,604	)		-				(2,604)							(969	)		-					(969	)
						-														-
Net income (loss)	$	7,552			$	(3,198	)	$4,354						$	16,809						$	(3,230	)	$	13,579
Earnings (loss) per share — diluted		0.109				(0.046	)		0.063					$0.24							$	(0.05	)	$	0.19
Weighted average number of common shares outstanding — diluted		69,104				69,104			69,104						69,832					69,832					69,832
Calculation of Pro Forma Net Income and EPS
Net income (loss) , as reported		7,552													16,809
Add: Non-recurring costs		1,719													0
Interest expense from Dutch tender		264													0
Adjust income tax expense to 21%		55													(2,764	)
Pro forma net income		9,590													14,045
Pro forma earnings (loss) per share	$0.14													$0.20
Note: The AMD segment includes the Company’s interest in OccuLogix, Inc.
TLC VISION CORPORATION
CONSOLIDATING BALANCE SHEETS
(In thousands)
					June 30, 2007
					(Unaudited)														December 31, 2006
		-							-						-										-
	Results Before AMD													Results Before AMD
	Segment				AMD Segment			Total TLCVision						Segment (Unaudited)					AMD Segment (Unaudited)					Total TLCVision
ASSETS
Current assets
Cash and cash equivalents	$	17,216			$	-		$17,216						$	28,917									$	28,917
Short-term investments		—				—			—						11,575										11,575
Accounts receivable, net		19,105				2,000			21,105						19,315										19,315
Deferred tax asset		11,464				—			11,464						7,153										7,153
Prepaid expenses, inventory and other		14,863				—			14,863						13,911										13,911
Total current assets		62,648				2,000			64,648						80,871					—					80,871
Intercompany		—				—									—					—					—
Restricted cash		1,035				—			1,035						1,035										1,035
Investments and other assets		26,325				9,164			35,489						24,495					14,362					38,857
Goodwill		90,567				—			90,567						96,148										96,148
Other intangible assets, net		18,785				—			18,785						20,503										20,503
Fixed assets, net		62,141				—			62,141						56,888										56,888
Total assets	$	261,501			$	11,164		$272,665						$	279,940				$	14,362				$	294,302
LIABILITIES
Current liabilities
Accounts payable	$	13,086			$	—			13,086					$	12,314										12,314
Accrued liabilities		18,920				—			18,920						20,231										20,231
Current maturities of long-term debt		9,951				—			9,951						8,311										8,311
Total current liabilities		41,957				—			41,957						40,856					—					40,856
Long-term debt, less current maturities		100,940				—			100,940						15,122										15,122
Other long-term liabilities		4,571				—			4,571						4,442										4,442
Minority interests		15,421				—			15,421						14,583										14,583
Total liabilities		162,889				—			162,889						75,003					—					75,003
STOCKHOLDERS’ EQUITY
Common stock		305,647				30,366			336,013						419,767					30,366					450,133
Option and warrant equity		1,299				—			1,299						1,806										1,806
Accumulated deficit			(208,334	)		(19,202	)			(227,536)							(216,636	)				(16,004	)		(232,640	)
Total stockholders’ equity		98,612				11,164			109,776						204,937					14,362					219,299
Total liabilities and stockholders’ equity	$	261,501			$	11,164		$272,665						$	279,940				$	14,362				$	294,302
Note: The AMD segment includes the Company’s interest in OccuLogix, Inc.
TLC VISION CORPORATION
CONSOLIDATING STATEMENTS OF CASH FLOWS (UNAUDITED)
(In thousands, except per share amounts)
	Six Months Ended June 30, 2007													Six Months Ended June 30, 2006
	Results Before AMD													Results Before AMD
	Segment				AMD Segment			Total TLCVision						Segment					AMD Segment					Total TLCVision
OPERATING ACTIVITIES
Net income (loss)	$	7,552			$	(3,198	)	$4,354						$	16,809						$	(3,230	)	$	13,579
Adjustments to reconcile net income (loss) to net cash from operating activities:
Depreciation and amortization		9,134				—			9,134						7,642					34					7,676
Reimbursements from investments in research and development
arrangements		—				—			—								(300	)		—					(300	)
Minority interests		5,300				—			5,300						5,467							(2,715	)		2,752
(Earnings) losses from equity investments			(1,310	)		4,131			2,821								(1,874	)		1,850					(24	)
Deferred taxes		1,939				—			1,939						2,019					—					2,019
Loss (gain) on sales and disposals of fixed assets			(81	)		—						(81	)				(28	)		29					1
Gain on sale of Occulogix, Inc. stock		—				(933	)					(933	)		—							(1,450	)		(1,450	)
Write-down of OccuLogix, Inc. inventory		—				—			—						—					1,625					1,625
Non-cash compensation expense		731				—			731						739					186					925
Other		117							117						—					26					26
Changes in operating assets and liabilities,
net of acquisitions and dispositions:			(1,681	)						(1,681)							(2,823	)				(1,225	)		(4,048	)
						-
Cash from operating activities		21,701				—			21,701						27,651							(4,870	)		22,781
						-
INVESTING ACTIVITIES
Purchases of fixed assets			(7,281	)		-				(7,281)							(6,349	)		-					(6,349	)
Proceeds from sales of fixed assets		268				—			268						516					—					516
Distributions and loan payments received from equity investments		1,857				—			1,857						1,854					—					1,854
Reimbursements from investments in research and development
arrangements		—				—			—						300					—					300
Acquisitions and equity investments			(3,889	)		-				(3,889)							(3,171	)		-					(3,171	)
Proceeds from sales of short-term investments		17,375				—			17,375						—					9,925					9,925
Purchases of short-term investments			(5,800	)		-				(5,800)							(3,275	)		-					(3,275	)
Proceeds from sale of Occulogix, Inc. stock, net		—				2,000			2,000						—					2,226					2,226
Occulogix, Inc. cah balance at time of deconsolidation		—				—			—						—							(14,814	)		(14,814	)
Other		33				—			33						24							(71	)		(47	)
		—							—						—
Cash from investing activities		2,563				2,000			4,563								(10,101	)				(2,734	)		(12,835	)
FINANCING ACTIVITIES
Restricted cash movement		—							—								(35	)		—					(35	)
Principal payments of debt financing and
capital leases			(3,497	)		-				(3,497)							(1,968	)		-					(1,968	)
Proceeds from debt financing		85,317				—			85,317						283					—					283
Capitalized debt costs			(1,631	)		-				(1,631)					-					-					-
Distributions to minority interests			(4,560	)		-				(4,560)							(4,754	)		-					(4,754	)
Proceeds from issuances of common stock		2,154				—			2,154						445					—					445
Proceeds from issuances of OccuLogix, Inc. stock		—				—			—						—					233					233
Transfer from AMD segment		2,000				(2,000	)		—						2,226							(2,226	)		—
Purchases of treasury stock			(115,748	)		-				(115,748)
															-					-					-
Cash from financing activities			(35,965	)		(2,000	)			(37,965)							(3,803	)				(1,993	)		(5,796	)
Net increase in cash and cash equivalents
during the period			(11,701	)		-				(11,701)					13,747							(9,597	)		4,150
Cash and cash equivalents, beginning of period		28,917				—			28,917						22,122					9,607					31,729
Cash and cash equivalents, end of period	$	17,216			$	-		$17,216						$	35,869				$10					$	35,879
Operating cash flow per diluted share	$0.31				$	-		$			0.31			$0.40							$	(0.07	)	$	0.33
Note: The AMD segment includes the Company’s interest in
OccuLogix, Inc.

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