Exhibit 10.14

                     FIRST AMENDMENT TO EMPLOYMENT AGREEMENT

      This FIRST AMENDMENT TO EMPLOYMENT AGREEMENT ("Amendment") made this 30th
day of September, 2003 by and between TLC Vision Corporation (the "Company") and
B. Charles Bono III ("Employee").

      Whereas the Company and Employee entered into an EMPLOYMENT AGREEMENT (the
"Agreement") dated May 15, 2002, and

      Whereas, the Company and Employee desire to amend the Agreement as set
forth below,

      Now, therefore, in consideration of the mutual covenants and agreements
hereinafter set forth, and for other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, the Company and
Employee hereby agree as follows:

      1. Section 8 (f) entitled: Termination by Employee within Eighteen Months
of Effective Date is deleted in its entirety and a new Section 8(f) is hereby
inserted in its place as follows:

            Termination by Employee for Any Reason. Notwithstanding anything to
      the contrary contained in this Agreement, Employee, upon prior written
      notice to the Company, may for any reason terminate his employment with
      the Company at any time prior to November 15, 2004. In the event of such
      termination, the Company shall pay to Employee, within (30) days of such
      termination, an amount equal to three (3) times Employee's Base Salary
      specified in Section 5(a) (as in effect as of the date of termination)
      plus an additional amount equal to the greater of (i) three (3) times
      Employee's Bonus for the previous year or (ii) the average of Employee's
      Bonus for each of the three years immediately preceding the date of such
      termination.

      With the exception of the foregoing, the Agreement shall remain in effect
      in accordance with its terms.

      In witness whereof, the parties have executed this Amendment the day and
      year first above written.

"COMPANY"                               "EMPLOYEE"

TLC VISION CORPORATION

By: /s/ Elias Vamvakas                  /s/ B. Charles Bono III
    ---------------------------         -----------------------
Name: Elias Vamvakas                    B. Charles Bono III
    ---------------------------
Title: Chief Executive Officer
       ------------------------