DIRECTORS AND EXECUTIVE OFFICERS

James C. Wachtman became Chief Executive Officer and a Director of TLCVision in August 2004. Before becoming CEO, Mr. Wachtman was President and Chief Operating Officer of TLCVision. Prior to the merger of TLC and LaserVision, Mr. Wachtman was President and Chief Operating Officer of LaserVision from August 1998 and Chief Operating Officer of North American operations of LaserVision between 1996 and 1998. From 1983 until he joined LaserVision, Mr. Wachtman was employed in various positions by McGaw, Inc., a manufacturer of medical disposables. Most recently, he served as Vice President of Operations of CAPS, a hospital pharmacy division of McGaw.

Steven P. Rasche is Chief Financial Officer of TLCVision. Steve joined TLCVision as Vice President of Finance in July 2004 and was promoted to CFO in August 2004. Mr. Rasche began his professional career in 1983 with Price Waterhouse, LLP (now PriceWaterhouseCoopers, LLP). He later joined United Van Lines, Inc. where he progressed through a variety of financial leadership roles. He joined Public Safety Equipment, Inc. in 1996 as chief financial officer, where he was a key member of the senior executive team that grew the company into a world leading manufacturer of speed detection, in-car video and warning systems. A Certified Public Accountant, Mr. Rasche graduated cum laude with a Bachelors of Science degree in Accountancy from the University of Missouri-Columbia, and has a Master of Business Administration degree from the J.L. Kellogg Graduate School of Management at Northwestern University.

Brian L. Andrew, joined TLCVision. in February 2005 as the General Counsel Prior to joining TLCVision, he was Chair of the Health Law Practice Group and a member of Husch & Eppenberger, LLC. Mr. Andrew has a unique perspective of the health care industry through his previous experience as Assistant Counsel to the American Optometric Association, Associate General Counsel for MetLife HealthCare Management Corporation and his focus with physicians and medical practice issues through his private practice.

William P. Leonard is Executive Vice President, Refractive for TLCVision. Prior to being appointed to this position, he served as Executive Vice President, Eastern Zone and Regional General Manager for the company. Prior to joining TLCVision in 1997, Mr. Leonard was a Site Manager of 20/20 Laser Centers, Inc. from 1995 to February 1997. From 1990 to 1995, Mr. Leonard was a Territory Manager for Wesley Jessen Corporation, a division of Schering-Plough Corp.

James B. Tiffany was named President of Midwest Surgical Services (MSS) in August, 2003. Prior to that time, Mr. Tiffany was Vice-President and General Manager of MSS. He began his tenure with the organization as Vice President of Sales for LaserVision in January, 1999, moving to MSS in July, 2000. Prior to joining LaserVision, Mr. Tiffany was employed in various positions of growing responsibility with Bausch and Lomb Surgical from 1985-1998, ending his tenure there as Vice President of Commercial Operations, Americas. Jim graduated Magna Cum Laude from Arizona State University with a Bachelor of Science degree in Business Management, and earned his Masers of Business Administration degree from Washington University in St. Louis.

Robert Thornhill became the General Manager for OR Partners in January 2004. In addition to client development and marketing, he oversees overall business operations of TLCVision’s ambulatory surgery centers. Rob joined LaserVision in October 2001 as Executive Vice President for the Western Zone, Refractive Surgery. Prior to joining LaserVision, Rob was employed by Tandem Medical, Inc., as Vice President, Field Operations. From 1981 to 1999, Rob held various management positions for B. Braun McGaw. He served as Vice President, Sales and Marketing, Alternate Site Division prior to leaving B. Braun McGaw.

Henry Lynn is Executive Vice President, Information Systems of TLCVision. During 1994 Mr. Lynn was Vice President Information Systems for Hawker Siddeley Canada, Inc. and from 1995 to March 1998 performed in that role for BeaconEye Inc. Prior to 1994, Mr. Lynn was Vice President, Information Systems of Indal Ltd., a large diversified multi-plant manufacturing organization.

Rikki Bradley is Executive Vice President, Human Resources/Clinical Services and Quality Assurance of TLCVision. Rikki’s career in ophthalmology began in 1982 with an administrative role in both the University of British Columbia and Vancouver General Hospital. In 1993, she joined the Vancouver Laser Vision Center and in the fall of 1995 moved to LaserVision’s home office in St. Louis. Rikki was instrumental in the company’s US start-up after FDA approval. Since, she has played a key role in the evolution of the transportable laser program, fixed site operations, clinical services, practice development, marketing and technical research.

Anna Austin is Executive Vice President of Corporate Communications for TLCVision, with primary responsibilities for Investor Relations and Corporate Marketing. Anna joined LaserVision in August, 1997 as Director of Marketing, and assumed increasingly responsible roles supporting both doctor and consumer marketing efforts. Anna has over 20 years of marketing management and consulting experience to a variety of industries, from start-up to Fortune 500, specializing in healthcare.

Directors:

Elias Vamvakas is Chairman of TLCVision’s Board of Directors. Mr. Vamvakas, together with Dr. Jeffery J. Machat, co-founded TLCVision in 1993. In addition to Chairman, Mr. Vamvakas was Chief Executive Officer of TLCVision from 1994 until August 2004. He is currently Chief Executive Officer of OccuLogix, Inc. Prior to co-founding TLCVision, Mr. Vamvakas was the President of the Creative Planning Financial Group of Companies. Mr. Vamvakas was named to ‘‘Canada’s Top Forty Under Forty’’ in 1996. In 1999 he was named Ernst & Young’s Entrepreneur of the Year for Ontario in the Emerging Category and Canadian Entrepreneur of the Year for Innovative Partnering. In 2000, Mr. Vamvakas was recognized by Profit Magazine for managing Canada’s fastest growing company.

Richard L. Lindstrom, M.D. has served as a director of TLCVision since May 2002 and was previously a director of LaserVision from November 1995 . Since 1979, Dr. Lindstrom has been engaged in the private practice of ophthalmology and has been the President of Minnesota Eye Consultants P.A., a provider of eyecare services, or its predecessor since 1989. In 1989, Dr. Lindstrom founded the Phillips Eye Institute Center for Teaching & Research, an ophthalmic research and surgical skill education facility, and he currently serves as the Center’s Medical Director. Dr. Lindstrom has served as an Associate Director of the Minnesota Lions Eye Bank since 1987. He is a medical advisor for several medical device and pharmaceutical manufacturers. From 1980 to 1989, he served as a Professor of Ophthalmology at the University of Minnesota. Dr. Lindstrom received his M.D., B.A. and B.S. degrees from the University of Minnesota.

Thomas N. Davidson is a member of TLCVision’s Board of Directors. Mr. Davidson has been Chairman of NuTech Precision Metals Inc. and Chairman of Quarry Hill Group (a private investment holding company) since 1986. Mr. Davidson is past Chairman of Hanson Chemical Inc., General Trust and PCL Packaging Inc. He is on the board of several Canadian and U.S. public companies and was recognized by the Financial Post as the Canadian Entrepreneur of the year in 1979.

Warren S. Rustand has been a director of TLCVision since October 1997. Mr. Rustand is currently the Managing General Partner of Harlingwood Capital Partners, a San Diego-based company. Mr. Rustand was the Chairman and Chief Executive Officer of Rural/Metro Corporation, a U.S. public company providing ambulance and fire protection services, from 1996 to August 1998. Mr. Rustand was Chairman and Chief Executive Officer of The Cambridge Company Ltd., a merchant banking and management consulting company, from 1987 to 1997. From 1994 to 1997, Mr. Rustand was also the Chairman of 20/20 Laser Centers, Inc.

Toby S. Wilt has been a director of TLCVision since January 2004. A Certified Public Accountant (non-practicing), Mr. Wilt currently sits on the boards of Outback Steakhouse, Inc. and 1st Source Corporation. His past directorships include C&S Sovran (a Southeastern bank holding company), Genesco, Inc. (a manufacturer and retailer of footwear and apparel), Titan Holdings (an insurance company) and First American Corporation (a regional bank holding company). Mr. Wilt is also the Chairman of privately held Christie Cookie Company (a manufacturer and distributor of baked food products). From 2000 through 2001, he served as the Chairman of the World President's Organization.

Michael D. DePaolis, O.D. is a co-founder and member of DePaolis and Ryan, O.D., PC, a professional optometric corporation located in Rochester, NY, since 1995. He is a Fellow of the American Academy of Optometry and has been the Chief Optometric Editor of Primary Care Optometry News since 1995. Dr. DePaolis is an Adjunct Clinical Professor of Optometry at the Pennsylvania College of Optometry and is a Clinical Associate in the Department of Ophthalmology at the University of Rochester School of Medicine. He has served as a member of the Professional Advisory Panel for Refractive Surgery Services/Data-Site and served as a Visiting Professor at the L.V. Prasad Eye Institute in Hyderabad, India. Dr. DePaolis also served on the editorial boards of Contact Lens Spectrum and Review of Optometry. He has also served as an FDA Clinical Investigator and participates in the FDA Speaker Bureau.