U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, DC  20549

Form  10-Q

(Mark One)

[ X ]  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934.

For the quarterly period ended March 31, 2000.

[    ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT.

For the transition period from __________ to __________

Commission file number 0-27610





|Delaware                        | 11-2882328         
|------------------------------- | -------------------
|(State or other jurisdiction of | (IRS Employer      
|incorporation or organization)  | Identification No.)

7840 Montgomery Road, Cincinnati, Ohio  45236

(Address of principal executive offices)

(513) 792-9292

(Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections
13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such
shorter period that the registrant 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

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the
latest practicable date: 52,052,778 shares as of April 28, 2000.

LCA-VISION INC.

INDEX

|Facing Sheet | Page No.                                                                                          
|------------ | --------------------------------------------------------------------------------------------------
|Index        | 1                                                                                                 
|Part I.      | Financial Information                                                                             
|             | Item 1.                                                                                           
|             | Condensed Consolidated Balance Sheets at March 31, 2000

and at December 31, 1999                 
|             | Condensed Consolidated Statements of Income for the Three

Months Ended March 31, 2000 and 1999   
|             | Condensed Consolidated Statements of Cash Flows for the Three Months
Ended March 31, 2000 and 1999
|             | Notes to Condensed Consolidated Financial Statements                                              
|             | Item 2.                                                                                           
|             | Item 3.                                                                                           
|             |                                                                                                   
|Part II.     | Other Information                                                                                 
|             | Item 1.                                                                                           
|             | Item 2.                                                                                           
|             | Item 3.                                                                                           
|             | Item 4.                                                                                           
|             | Item 5.                                                                                           
|             | Item 6.                                                                                           
|Signatures   | 16                                                                                                

LCA-VISION INC.

Condensed Consolidated Balance Sheets

March 31, 2000 and

December 31, 1999

|(Dollars in thousands, except per share amounts)                                
|--------------------------------------------------------------------------------
|                                                                                
|Assets                                                                          
|Current assets                                                                  
|Cash and cash equivalents                                                       
|Short-term investments                                                          
|Accounts receivable, net                                                        
|Deferred tax asset                                                              
|Prepaid expenses, inventory and other                                           
|                                                                                
|Total current assets                                                            
|                                                                                
|Property and equipment, net                                                     
|Goodwill, net                                                                   
|Deferred tax asset                                                              
|Obligations due from shareholders                                               
|Investment in unconsolidated businesses                                         
|Other assets                                                                    
|                                                                                
|Total assets                                                                    
|                                                                                
|Liabilities and Shareholders' Investment                                        
|Current liabilities                                                             
|Accounts payable                                                                
|Accrued liabilities and taxes                                                   
|Debt maturing in one year                                                       
|                                                                                
|Total current liabilities                                                       
|                                                                                
|Long-term debt                                                                  
|Minority equity interest                                                        
|Commitments and contingencies                                                   
|                                                                                
|Shareholders' investment                                                        
|Preferred stock                                                                 
|Common stock ($0.001 par value; 52,046,528 shares

and 51,513,989 shares issued)
|Contributed capital                                                             
|Warrants                                                                        
|Common stock in treasury, at cost                                               
|Accumulated deficit                                                             
|Foreign currency translation adjustment                                         
|                                                                                
|                                                                                
|                                                                                
|Total liabilities and shareholders' investment                                  
|                                                                                

(1) Unaudited

The Notes to Condensed Consolidated Financial Statements are an integral part of this statement.

LCA-VISION INC.

Condensed Consolidated Statements of Income

for the Three Months Ended March 31, 2000 and 1999

(unaudited)

|(Dollars in thousands, except per share amounts)       
|-------------------------------------------------------
|                                                       
|                                                       
|                                                       
|                                                       
|Revenues                                               
|Laser refractive surgery                               
|Other                                                  
|                                                       
|Total Revenues                                         
|                                                       
|Operating costs and expenses                           
|Medical professional and license fees                  
|Direct costs of services                               
|General and administrative expenses                    
|Marketing and advertising                              
|Depreciation and amortization                          
|                                                       
|Operating income (loss)                                
|                                                       
|Equity in earnings from  unconsolidated businesses     
|Minority interest in earnings of consolidated affiliate
|Interest expense                                       
|Interest income                                        
|Other income (expense)                                 
|                                                       
|Income before taxes on income                          
|                                                       
|Income tax expense                                     
|                                                       
|Net income                                             
|                                                       
|Preferred stock dividends                              
|                                                       
|Income applicable to common stock                      
|                                                       
|Income per common share                                
|Basic                                                  
|Diluted                                                
|                                                       
|Weighted average shares outstanding

Basic             
|Diluted                                                

The Notes to Condensed Consolidated Financial Statements are an integral part of this statement

LCA-VISION INC.

Condensed Consolidated Statements of Cash Flows

for the Three Months Ended March 31, 2000 and 1999

(unaudited)

|(Dollars in thousands, except per share amounts)                          
|--------------------------------------------------------------------------
|                                                                          
|                                                                          
|                                                                          
|Cash flows from operating activities:                                     
|Net income                                                                
|Adjustments to reconcile net income                                       
|to net cash provided by operating activities:                             
|Depreciation and amortization                                             
|Amortization of Cole warrant                                              
|Equity in income of unconsolidated affiliates                             
|Compensation paid in common stock                                         
|Changes in working capital:                                               
|Accounts receivable                                                       
|Prepaid expenses, inventory and other                                     
|Accounts payable                                                          
|Accrued liabilities and other                                             
|                                                                          
|Net cash provided by operations                                           
|                                                                          
|Cash flows from investing activities:                                     
|Purchase of property and equipment                                        
|Purchase of short-term investments                                        
|Maturity of short-term investments                                        
|Other, net                                                                
|                                                                          
|Net cash (used) by investing activities                                   
|                                                                          
|Cash flows from financing activities:                                     
|Principal payments of long-term notes, debt and

capital lease obligations
|Exercise of stock options                                                 
|Distribution to minority equity investees                                 
|                                                                          
|Net cash provided (used) by financing activities                          
|                                                                          
|Increase in cash and cash equivalents                                     
|                                                                          
|Cash and cash equivalents at beginning of period                          
|                                                                          
|Cash and cash equivalents at end of period                                

The Notes to Condensed Consolidated Financial Statements are an integral part of this statement.

LCA-VISION INC.

Notes to Condensed Consolidated Financial Statements

for the Three Months Ended March 31, 2000 and 1999

(unaudited)

1. Summary of Significant Accounting Policies

The March 31, 2000 and 1999 financial data are unaudited; however, in the opinion of the Company, such data includes
all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement of the interim periods.
The December 31, 1999 Condensed Balance Sheet has been derived from audited financial statements but do not include
all disclosures required by generally accepted accounting principles. We suggest that these financial statements be read
together with the financial statements and notes included in our annual report on Form 10-K.

Business

We are a leading developer and operator of free-standing laser refractive surgery centers. Our laser refractive surgery
centers provide the staff, facilities, equipment and support services for performing various corrective eye surgeries that
employ state-of-the-art laser technologies. The laser vision correction surgeries performed in our centers are primarily
laser in situ keratomileusis ("LASIK") and photorefractive keratectomy ("PRK"). We previously managed
multi-specialty laser surgery programs at medical facilities on a contract basis.

Revenue by source is comprised of:

-  Laser refractive surgery - fees for surgeries performed at our consolidated centers.

-  Other - management fees for operating laser vision correction centers of investees; contractual fees for managing
multi-specialty laser surgery programs at hospitals; marketing and education program fees; and miscellaneous sources.

Certain operating costs and expenses:

-  Medical professional and license fees - per procedure fees for the ophthalmologist performing laser vision correction
and the per procedure license fee in the U.S. paid to laser manufacturers.

-  Direct costs of services - center rent and utilities, equipment lease and maintenance costs, surgical supplies, center
staff expense, and costs related to other revenue.

-  General and administrative - headquarters staff expense and other overhead costs.

-  Depreciation and amortization - periodic charges to income for the costs of equipment and intangible assets recorded
in the Consolidated Balance Sheet.

Consolidation Policy

We use two different methods to report our investments in our subsidiaries and other companies - consolidation and the
equity method.

Consolidation

We use consolidation when we own a majority of the voting stock of the subsidiary. This means the accounts of our
subsidiaries are combined with our accounts. We eliminate intercompany balances and transactions when we consolidate
these accounts. Our consolidated financial statements include the accounts of:

- LCA-Vision Inc.,

- LCA-Vision (Ohio), Inc.,

- Refractive Centers International, Inc. and Subsidiaries

- LCA-Vision (Canada) Inc. and Subsidiaries, and

- The Baltimore Laser Sight Center, Ltd. (for the three months ended March 31, 2000).

Equity Method

We use the equity method to report investments in businesses where we hold a 20% to 50% voting interest, giving us
the ability to exercise significant influence, but not control, over operating and financial policies. Under the equity
method we report:

- our interest in the entity as an investment in our Condensed Consolidated Balance Sheets, and

- our percentage share of the earnings (losses) in our Condensed Consolidated Statements of Operations.

We own 43% of Silmalaseri Oy and 50% of Cole LCA Vision LLC and report our investments under the equity method.
The Baltimore Laser Sight Center was reported under the equity method for the first half of 1999.

Use of Estimates

Management makes estimates and assumptions when preparing financial statements under generally accepted accounting
principles. These estimates and assumptions affect various matters including:

- our reported amounts of assets and liabilities in our Condensed Consolidated Balance Sheets at the dates of the
financial statements,

- our disclosure of contingent liabilities at the dates of the financial statements, and

- our reported amounts of revenues and expenses in our Condensed Consolidated Statements of Income during the
reporting periods.

Actual amounts could differ from those estimates.

Per Share Data

Basic per share data is income applicable to common shareholders divided by the weighted average common shares
outstanding. Diluted per share data is income applicable to common shareholders divided by the weighted average
common shares outstanding plus the potential issuance of common shares if stock options or warrants were exercised
or convertible preferred stock were converted into common stock.

Following is a reconciliation of basic and diluted earnings per share for the three months ended March 31, 2000 and
1999 (in thousands, except per share amounts):

|                                                             | Three Months Ended

March 31,
|------------------------------------------------------------ | -----------------------------
|                                                             | 2000                         
|Basic Earnings per Share                                     | -----                        
|Net income                                                   | $     62                     
|Dividends to preferred shareholders                          | --                           
|                                                             | ------                       
|Income available to common shareholders                      | $62                          
|Weighted average shares outstanding                          | 51,876                       
|Basic Earnings per Share                                     | $  0.00                      
|                                                             | ====                         
|Diluted Earnings per Share                                   |                              
|Income available to common shareholders                      | $62                          
|Dividends to preferred shareholders                          | --                           
|                                                             | -----                        
|Net income                                                   | $62                          
|Weighted average shares outstanding                          | 51,876                       
|Effect of dilutive securities                                |                              
|Convertible preferred stock                                  | --                           
|Stock options                                                | 2,730                        
|Warrants                                                     | 64                           
|                                                             | ------                       
|Weighted average common shares and
potential dilutive shares | 54,670                       
|Diluted Earnings per Share                                   | $  0.00                      
|                                                             | =====                        

2. Shareholders' Investment

Common Stock

During the three months ended March 31, 2000, 532,539 shares of common stock were issued to individuals who
exercised stock options. The average exercise price was $1.62 per share.

6% Series B-1 Convertible Preferred Stock

At December 31, 1998, 5,702 shares of the 6% Series B-1 convertible preferred stock were outstanding. During the three
months ended March 31, 1999, these shares and dividends totaling $264,000 were converted into 3,994,642 shares of
common stock.

The terms of these shares gave the holders the right to purchase an additional $5 million of convertible preferred stock
under the same terms and conditions as the 6% Series B-1 Convertible Preferred Stock until May 11, 1999. In March
1999 certain majority holders of these shares agreed to accept 165,076 shares of our common stock in exchange for their
waiving their option to purchase the additional convertible preferred stock. This agreement resulted in a non-cash charge
of $325,000 recorded as other expense in the Condensed Consolidated Statement of Income for the quarter ended March
31, 1999.

At March 31, 2000 there were no shares of preferred stock issued and outstanding.

Warrants

During 1999 we issued warrants to purchase a total of 925,000 shares of common stock at prices ranging from $2 to
$12 per share. The warrants were issued to an investment banking firm and a joint venture partner.

Warrants to purchase 800,000 shares were issued during the third quarter of 1999 of which 200,000 were exercisable
at that time and the remainder became exercisable in equal installments of 200,000 each as of December 31, 1999, 2000
and 2001.

Generally accepted accounting principles requires us to assign a value to the warrants for the services to be rendered.
We used the Black-Scholes method to determine the amount, or expected amount, of compensation for each block of
warrants as it becomes exercisable. The amount calculated is recorded as part of other assets and amortized over the
three-year term of the agreement with Cole National Corporation to market laser vision correction as a managed care
benefit. Amortization expense of $246,000 was recorded for the first quarter of 2000.

3.  Segment Information

We operate in one segment - laser refractive surgery. Following is a table summarizing the results of our Canadian
operations included in the Condensed Consolidated Statement of Income for the three months ended March 31, 2000
and 1999 (in thousands):

|                        | 2000 | 1999
|----------------------- | ---- | ----
|Revenues                | $506 | $362
|Operating profit (loss) | (84) | 16  

4. Commitments and Contingencies

We are a defendant and counter-claimant in a consolidated case entitled Cabrini Development Council, et al. v. LCA-Vision Inc., et al., which was commenced in October, 1997 in the Supreme Court of the State of New York, County of
New York and subsequently removed to the United States District Court for the Southern District of New York. Also
named as co-defendants are various current and former employees, officers and directors. The case involves claims and
counterclaims asserted by and against us, and two other members of a New York limited liability company formerly
engaged in operating a laser refractive surgery center, and arises out of the cessation of operations of such limited
liability company.

Discovery in the action has recently concluded and all parties have filed motions for summary judgment, based on the
discovery results, to dismiss all claims of the other parties. A decision on the motions will be issued by the court in due
course.

In the opinion of management this action will not have a material adverse effect on our financial position or results of
operations.

Item 2.  Management's Discussion and Analysis of Financial Condition Results of Operations.

This quarterly report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Actual results could differ materially
from those projected in the forward-looking statements as a result of a number of important factors. For a discussion
of important factors that could affect our results, refer to the Overview and financial statement line item discussions set
forth in Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A").

"MD&A" is an analysis of our operating results for the three months ended March 31, 2000 and 1999 and our financial
condition as of March 31, 2000. It explains why our revenues and costs changed, our overall financial condition, and
other matters.

Overview (dollars in thousands, except where noted)

We are a leading developer and operator of free-standing laser refractive surgery centers. Our laser refractive surgery
centers provide the staff, facilities, equipment and support services for performing various corrective eye surgeries that
employ state-of-the-art laser technologies.  The laser vision correction surgeries performed in our centers primarily
include laser in situ keratomileusis ("LASIK") and photorefractive keratectomy ("PRK"). We previously managed multi-specialty laser surgery programs at medical facilities on a contract basis.

Our sources of revenue are:

-  Laser refractive surgery - fees for surgeries performed at our consolidated centers.

-  Other - management fees for operating laser vision correction centers of investees; contractual fees for managing
multi-specialty laser surgery programs at hospitals; marketing and education program fees; and miscellaneous sources.

Our operating costs and expenses are comprised of:

-  Medical professional and license fees - per procedure fees for the ophthalmologist performing laser vision correction
and the per procedure license fee in the U.S. paid to laser manufacturers.

-  Direct costs of services include center rent and utilities, equipment lease and maintenance costs, surgical supplies,
center staff expense, and costs related to other revenue.

-  General and administrative include marketing and advertising, headquarters staff expense, and other overhead costs.

-  Depreciation and amortization include periodic charges to income for the costs of equipment and intangible assets
recorded in the balance sheet.

Results of Operations - Revenues

Laser refractive surgery

Laser refractive surgery revenue generally includes three components: facility fee, royalty fee, and medical professional
fees. Certain states prohibit us from practicing medicine, employing physicians to practice medicine on our behalf or
employing optometrists to render optometry services on our behalf. Revenues and direct costs from centers in such states
do not include the medical professionals fee component. The contribution from laser refractive surgery procedures for
each of the three months ended March 31, 2000 and 1999 were (dollars in thousands):

|                         | 2000    | 1999     
|------------------------ | ------- | ---------
|Revenue                  | 18,151  | $  13,389
|                         |         |          
|Less:                    |         |          
|Medical professional and |         |          
|license fees             | 5,853   | 6,015    
|                         | ------- | -------  
|Contribution Margin      | $12,298 | $   7,374
|                         | =====   | =====    

The following table illustrates the growth of laser vision correction procedures performed at our centers.

|     | Consolidated
|---- | ------------
|     | 2000        
|Q1   | 12,504      
|Q2   |             
|Q3   |             
|Q4   |             
|Year |             

Other revenues

Other revenues declined because we chose to exit the surgery management business for hospitals. Also contributing to
the decrease in other revenue is the change in the consolidation method for the Baltimore Laser Sight Center
("Baltimore"). In the first half of 1999, Baltimore was accounted for using the equity method, and the company recorded
management fees in other revenue. In July, 1999, our ownership percentage in the Baltimore Laser Sight Center
increased to 97 percent, and since that time we have consolidated the financial statements of Baltimore into LCA-Vision
Inc.

Operating costs and expenses

|                                 | Three months ended

March 31,
|-------------------------------- | -----------------------------
|                                 | 2000                         
|Number of procedures             | 12,504                       
|Per procedure                    |                              
|Laser refractive surgery revenue | $1,452                       
|Medical professional fee         | 218                          
|License fees                     | 250                          
|Contribution margin              | 984                          

Medical professional and license fees

License fees increased by $1,155,000 as a result of the higher procedure volumes performed in the first quarter.  The
increase in license fees was more than offset by a decrease in medical professional fees of $1,317,000.

In February, 2000, VISX reduced the per procedure license fee from $260 to $110. Because of the inventory of VISX
cards purchased at the old price of $260, the reduction did not have a material effect on first quarter results. At March
31, 2000, the inventory of VISX cards was valued at $110 per card.

Direct costs of services

The table below provides information related to our direct costs of services (dollars in thousands).

|                               | Three Months Ended

March 31,
|------------------------------ | -----------------------------
|                               | 2000                         
|Laser refractive surgery       |                              
|Employee costs                 | $2,469                       
|Equipment rent and
maintenance | 1,143                        
|Facility rent and utilities    | 415                          
|Supplies, gases and
other      | 612                          
|                               | ------                       
|                               | 4,639                        
|Hospital and other             | 4                            
|                               | -------                      
|                               | $4,643                       
|                               | =====                        

Direct costs of services include staffing, equipment, medical supplies, and facility costs to operate laser vision correction
centers.  These direct costs increased in the first quarter of 2000 by $2,187,000 over the first quarter of 1999.  Staffing
costs for laser vision correction increased by $1,516,000 in the first quarter.

The company operated three more centers in the first quarter of 2000 versus the first quarter of 1999.  Also contributing
to the increased staffing cost was the complete conversion to the LasikPlus business model. Under LasikPlus, the
company employs a doctor and an optometrist at each center.  Medical supplies increased by $206,000 in the first
quarter as a result of higher procedure volumes.  Rental expense for equipment and facilities increased by $406,000 in
the quarter to support new and expanded laser vision correction centers.

General and administrative

General and administrative expenses increased by $913,000 in the first quarter of 2000. Staffing costs increased by
$391,000 as we expanded our national call center and strengthened our corporate management team. As a percent of
revenue, general and administrative expenses were 18% in both the first quarter of 2000 and the first quarter of 1999.

Marketing and advertising expenses

Marketing and advertising expenses increased by $3,585,000 in the first quarter of 2000.

These expenses were split between marketing programs to position the LasikPlus brand, and to build patient volume.

Depreciation and amortization

Depreciation and amortization expense increased by $64,000 in the quarter because of the depreciation of capitalized
costs of new center openings.

Non-operating income and expenses

Interest expense decreased due to the significant reduction in debt. Interest income increased due to interest earned on
overnight investments and short-term government securities.

Liquidity and Capital Resources

Our primary sources of liquidity for the next year are expected to be:

-  cash generated from operations

-  proceeds from the exercise of stock options

-  credit facility and lease financing, as necessary

Net cash provided by operating activities in the first quarter of 2000 exceeded $3,306,000.  Proceeds from stock options
exercised in the quarter were $863,000.  This cash flow was sufficient to finance our capital expenditures and debt
repayment in the quarter.

As of March 31, 2000 we have cash and cash equivalents of $12,181,000.  In addition, we have short-term investments
of $39,346,000.

As of  March 31, 2000 we maintained a $10,000,000 revolving credit facility with The Provident Bank ("Provident").
$800,000 of the facility is being used to secure letters of credit. In addition to the $9,200,000 of unused credit under this
facility, the company has a $10,000,000 facility available for funding acquisitions.  Both of these credit facilities expire
June 30, 2000.

Factors That May Affect Future Results and Market Price of Stock

In addition to the risks discussed in the Company's last Form 10-K, we now face direct low price competition in several
markets in the United States. We intend to use every method possible to differentiate our service and benefits from the
lower priced competition. However, the ability to grow procedure volume and maintain existing pricing may be limited
in the future by this new competition.

3. Quantitative and Qualitative Disclosure About Market Risk

The carrying values of financial instruments including cash and cash equivalents, accounts receivable, and accounts
payable approximate fair value because of the short maturity of these instruments.

We have historically had very low exposure to changes in foreign currency exchange rates, and as such, have not used
derivative financial instruments to manage foreign currency fluctuation risk.

Part II.  Other Information

|Item 1. | Legal Proceedings                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|        | Commitments and Contingencies

We are a defendant and counter-claimant in a consolidated case entitled Cabrini
Development Council, et al. v. LCA-Vision Inc., et al., which was commenced in
October, 1997 in the Supreme Court of the State of New York, County of New York and
subsequently removed to the United States District Court for the Southern District of
New York. Also named as co-defendants are various current and former employees,
officers and directors. The case involves claims and counterclaims asserted by and
against us, and two other members of a New York limited liability company formerly
engaged in operating a laser refractive surgery center, and arises out of the cessation of
operations of such limited liability company.

Discovery in the action has recently concluded and all parties have filed motions for
summary

judgment, based on the discovery results, to dismiss all claims of the other parties. A
decision on the motions will be issued by the court in due course.

In the opinion of management this action will not have a material adverse effect on our

financial position or results of operations.
|Item 2. | Changes in Securities and Use of Proceeds.

None                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|Item 3. | Defaults upon Senior Securities.

None                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|Item 4. | Submission of Matters to a Vote of Security Holders.

None.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|Item 5. | Other Information.

None                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                

Part II.  Other Information (continued)

|Item 6. | Exhibits and Reports on Form 8-K.
|------- | ---------------------------------
|        | (a) Exhibits                     
|        | Exhibit

Number                  
|        | 27                               
|        | (b)                              

Signatures

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed
on its behalf by the undersigned, thereto duly authorized.

LCA-VISION INC.

|Date May 8, 2000 | /s/Stephen N. Joffe                                    
|---------------- | -------------------------------------------------------
|                 | Stephen N. Joffe

President and Chief Executive Officer
|                 |                                                        
|Date May 8, 2000 | /s/Alan Buckey                                         
|                 | Alan Buckey

Chief Financial Officer                   

Exhibit 27

LCA-VISION INC.

Financial Data Schedule

THIS SCHEDULE CONTAINS SUMMARY INFORMATION EXTRACTED FROM THE
LCA-VISION INC. CONDENSED CONSOLIDATED BALANCE SHEET AT MARCH 31,
2000, AND THE RELATED CONDENSED CONSOLIDATED STATEMENT OF
OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2000, AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENT.

|               |  | CIK                                                       | 0001003130     
|-------------- |  | --------------------------------------------------------- | ---------------
|               |  | Name                                                      | LCA-Vision Inc.
|               |  | Multiplier                                                | 1,000          
|               |  | Currency                                                  | U.S. Dollars   
|               |  | Period type                                               | 3 months       
|               |  | Fiscal-Year-End                                           | Dec-31-2000    
|               |  | Period Start                                              | Jan-1-2000     
|               |  | Period End                                                | Mar-31-2000    
|5-02 (1)       |  | Cash and cash items                                       | 12,181         
|5-02 (3)(a)(1) |  | Notes and accounts receivable - trade                     | 1,401          
|5-02 (4)       |  | Allowances for doubtful accounts                          | 701            
|5-02 (6)       |  | Inventory                                                 | 168            
|5-02 (9)       |  | Total current assets                                      | 54,505         
|5-02 (13)      |  | Property, plant and equipment                             | 19,437         
|5-02 (14)      |  | Accumulated depreciation                                  | 8,558          
|5-02 (18)      |  | Total assets                                              | 83,447         
|5-02 (21)      |  | Total current liabilities                                 | 5,422          
|5-02 (22)      |  | Bonds, mortgages and similar debt                         | 142            
|5-02 (29)      |  | Preferred stock - no mandatory redemption                 | 0              
|5-02 (30)      |  | Common stock                                              | 111            
|5-02 (31)      |  | Other stockholders' equity                                | 77,754         
|5-02 (32)      |  | Total liabilities and stockholders' equity                | 83,447         
|5-03 (b)1(a)   |  | Net sales of tangible products                            | 0              
|5-03 (b)1      |  | Total revenues                                            | 18,171         
|5-03 (b)2(a)   |  | Cost of tangible goods sold                               | 0              
|5-03 (b)2      |  | Total costs and expenses applicable to sales and revenues | 10,496         
|5-03 (b)3      |  | Other costs and expenses                                  | 8,245          
|5-03 (b)(8)    |  | Interest and amortization of debt discount                | 21             
|5-03 (b)(10)   |  | Income before taxes and other items                       | 109            
|5-03 (b)(11)   |  | Income tax expense                                        | 47             
|5-03 (b)(19)   |  | Net income or loss                                        | 62             
|5-03 (b)(20)   |  | Earnings per share - primary                              | 0.00           
|5-03 (b)(21)   |  | Earnings per share - diluted                              | 0.00