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# UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C.
20549

# Form 20-F(Amendment No. 1)

# (Mark One)

|o | REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE
ACT OF 1934
|- | ----------------------------------------------------------------------------------------------

# OR

|x | ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ------------------------------------------------------------------------------------

# FOR THE FISCAL YEAR
ENDED DECEMBER 31, 2007

# OR

|o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
|- | ----------------------------------------------------------------------------------------

# OR

|o | SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
|- | -------------------------------------------------------------------------------------------

# Commission file
number: 000-27572

LUMENIS LTD.(Exact name of
Registrant as specified in its charter)

Not Applicable(Translation of
Registrants name into English)

Israel(Jurisdiction of
incorporation or organization)

P.O. Box 240,
Yokneam 20692, Israel(Address of
principal executive offices)

William Weisel, General Counsel
Telephone number: 011 972 4 959 9356; E-mail address: bill.weisel@lumenis.com; Facsimile number: 011 972 4 959 9355
Lumenis Ltd., P.O. Box 240, Yokneam 20692, Israel(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act. None

Securities registered or to be registered pursuant to Section 12(g) of the Act.
Ordinary Shares, Par Value NIS 0.1(Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act. None



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Indicate
the number of outstanding shares of each of the issuers classes of capital or common
stock as of the close of the period covered by the annual report:

177,239,738
Ordinary Shares, NIS 0.1 par value, including 35,527 treasury shares, at
December 31, 2007.

Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act.

Yes o     No x

If
this report is an annual or transitional report, indicate by check mark if the registrant
is not required to file reports pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934.

Yes o     No x

Indicate
by check mark whether the registrant (1) has filed all reports required to be filed
by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past
90 days.

Yes x     No o

Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer,
or a non-accelerated filer. See definition of accelerated filer and large
accelerated filer in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer o             Accelerated filer o               Non-accelerated filer x

Indicate
by check mark which basis of accounting the registrant has used to prepare the financial
statements included in this filing:

|          |                                                       |        
|--------- | ----------------------------------------------------- | -------
|
|
|
|
|US GAAP x | International Financial Reporting Standards as issued | Other o
|          | by the International Accounting Standards Board o     |        

If
Other has been checked in response to the previous question, indicate by check
mark which financial statement item the registrant has elected to follow.

Item 17 o Item 18 o

If
this is an annual report, indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act).

Yes o     No x



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# EXPLANATORY NOTE

This
Amendment No. 1 to the Annual Report on Form 20-F (the Annual Report) is
being filed by Lumenis Ltd. (the Registrant) with the Securities and Exchange
Commission for the sole purpose of correcting a clerical error in the dates appearing in
the consent of Blick Rothenberg, independent registered public accounting firm, filed as
Exhibit 15.2 to the Annual Report.

This
Amendment No. 1 consists of a cover page, this explanatory note, Item 19 which
(unless stated otherwise) is supplemental to Item 19 of the Annual Report), the
signature page and the accompanying exhibits, including the required certifications of the
principal executive officer and principal financial officer of the Registrant.

Other
than as expressly set forth herein, this Amendment No. 1 does not, and does not
purport to, amend or restate any other information contained in the Annual Report nor does
this Amendment No. 1 reflect any events that have occurred after the Annual Report
was filed.

|ITEM 19. |  | EXHIBITS
|-------- |  | --------

The
exhibits filed with this Amendment No. 1 are listed on the index of exhibits below

|Exhibit | Description
|------- | -----------

|12.3 | Certification
of Chief Executive Officer pursuant to Rules 13a-14(a) (17 CFR 240.13a-14(a)), as adopted
pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|---- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------

|12.4 | Certification
of Chief Financial Officer pursuant to Rules 13a-14(a) (17 CFR 240.13a-14(a)), as adopted
pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|---- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------

|15.3 | Consent
of Blick Rothenberg, independent registered public accounting firm for Lumenis (UK)
Limited, which Consent replaces the Consent filed as Exhibit 15.2 to the Annual
Report
|---- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

# SIGNATURES

The
Registrant hereby certifies that it meets all of the requirements for filing on
Form 20-F and that it has duly caused and authorized the undersigned to sign this
Amendment No. 1 to the annual report filed on its behalf.

| |  | LUMENIS LTD.By: /s/ Dov Ofer
Dov OferChief Executive Officer
| |  | --------------------------------------------------------------------------

Date: June 26, 2008



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