**Exhibit 10.5**

**03.30.06**

FIRSTAMENDMENT TO LEASE

THISAMENDMENT (“Amendment”) is made effective as of the 6th dayof April 2006, by and between **LIBERTYPROPERTY LIMITED PARTNERSHIP,**aPennsylvania limited partnership (hereinafter called ‘Landlord’), and ev3,INC., a Delaware corporation (hereinafter called “Tenant”).

**BACKGROUND:**

A.                                 Landlord and Tenant are parties to thatcertain Lease dated as of August 30, 2005 (the “Lease”) for certain premisescontaining approximately 31,718 rentable square feet in the Building at 960054th Avenue North, Plymouth, Minnesota.

B.                                   Landlord and Tenant desire to amend the Leaseto expand the Premises as set forth below.

**AMENDMENT:**

Now therefore, for good andvaluable consideration, the receipt and legal sufficiency of which the partiesacknowledge, the parties agree as follows:

1.                                     **Expansion of Leased Premises**. Commencing on April 1, 2006 (the “Effective Date”), the term “Premises”as defined in Section 1(a) of the Lease is hereby amended to include theadditional space shown on attached Exhibit A consisting of approximately 5,138 rentable square feet (the “2006 Expansion Space”). Accordingly,commencing on the Effective Date, the Premises will contain a total ofapproximately 36,856 rentable square feet. Except as expressly provided in thisAgreement, the 2006 Expansion Space will be leased on all of the terms andconditions of the Lease.

2.******                                    MinimumAnnual Rent.**Commencing on theEffective Date, the monthly MinimumAnnual Rent for the entire Premises (including the 2006 Expansion Space) will be as follows:
| **Period**                           | ** ** | **Expansion Space   Monthly Minimum   Annual Rent** | ** ** | **Total Monthly Minimum   Annual Rent** | ** ** |
|--------------------------------------|------------|------------------------------------------------------------------------------|------------|-------------------------------------------------------------|------------|
| April 1 2006 -  October 31, 2006     |       | $                                                                            | 3,189.84   |                                                        | $          | 32,185.38 |   |
| November 1,2006  - October 31, 2007  |       | $                                                                            | 3,189.84   |                                                        | $          | 32,910.27 |   |
| November 1,2007  - October 31, 2008  |       | $                                                                            | 3,285.54   |                                                        | $          | 33,748.98 |   |
| November 1,2008  - October 31, 2009  |       | $                                                                            | 3,384.11   |                                                        | $          | 34,609.13 |   |
| November 1,2009 -  February 28, 2010 |       | $                                                                            | 3,485.63   |                                                        | $          | 35,491.28 |   |

 

3.                                     AdditionalRent. Commencing on the Effective Date, Tenant’s Share as set forth inSection 1(h) of the Lease shall be increased to 73.68%.

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4.                                       **Use**. The limitation on maximumsquare footage that can be used as office space set forth in Section 1(i) ofthe Lease is increased from 18,324rentable square feet to 22,123 rentable square feet effective as of theEffective Date, subject to Tenant’s right to expand its office use pursuant tothe Interim Use Permit described in Section 30 of the Lease.

5.                                     **As-Is Condition**. Landlord willdeliver the 2006 Expansion Space to Tenant in its AS-IS condition, without anyobligation on Landlord’s part to provide any leasehold improvements orleasehold improvement allowance.

6.                                     **Defined Terms**. All capitalizedterms used in this Amendment not separately defined herein shall have themeaning given them in the Lease.

7.                                     **Full Force and Effec**t.  All of the terms and conditions of the Leasenot inconsistent with this Amendment shall remain unmodified and in full forceand effect.

8.                                     **Counterparts**. This Amendment may beexecuted in counterparts and may be delivered by facsimile transmittal ofsigned original counterparts.

The parties have executed this First Amendment as ofthe date stated above.
|        | **TENANT:**                  |
|--------|------------------------------|
|   | **ev3, Inc.**                |
|   | ** **                   |
|   | By:                          | /s/Patrick D. Spangler |   |
|   | Its:                         | CFO |   |
|   | Name:                        | Patrick Spangler |
|   |                         |   |
|   | **LANDLORD:**                |
|   | **LIBERTY PROPERTY LIMITED** |
|   | **PARTNERSHIP**              |
|   | ** **                   |
|   | **BY:**                      | **Liberty Property Trust, its Sole General** |
|   | ** **                   | **Partner** |
|   | ** **                   | ** ** |
|   | ** **                   | ** ** |
|   |                         | By: | /s/Robert L. Kiel |   |
|   |                         |   | Robert L. Kiel |
|   |                         |   | Senior Vice  President |
|   |                         |   | Regional  Director |
|        |                              |  |  |  |  |  |

 

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