UNITEDTable STATES SECURITIESof AND EXCHANGE COMMISSION Contents

~~Washington,~~UNITED ~~D.C.~~STATES SECURITIES ~~20549~~AND EXCHANGE COMMISSION

~~FORM~~Washington, ~~8-K~~D.C. 20549

~~CURRENT~~FORM ~~REPORT~~8-K ~~Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934~~

~~Date~~CURRENT ofREPORT Pursuant ~~Report~~to Section 13 or 15(~~Date~~d) of ~~earliest~~the ~~event~~Securities ~~reported): April 28,~~Exchange ~~2011~~Act of 1934

~~AMERICAN~~Date ~~MEDICAL~~of ~~SYSTEMS~~Report ~~HOLDINGS,~~(Date ~~INC.~~of earliest event reported) May 26, 2011

~~(Exact~~AMERICAN ~~name~~MEDICAL ofSYSTEMS ~~registrant~~HOLDINGS, ~~as specified in its charter)~~INC.

Delaware		000 — 30733		41-1978822
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification Number)

(Exact Name of Registrant as Specified in Its Charter)

10700 Bren Road West Minnetonka, Minnesota (Address of principal executive offices) 55343 (Zip Code)


Delaware	000 — 30733	41-1978822
(State or other jurisdiction of	(Commission File Number)	(I.R.S. Employer
incorporation)		Identification Number)

(952) 930-6000 (Registrant’s telephone number, including area code)


10700 Bren Road West
Minnetonka, Minnesota		55343
(Address of principal executive offices)		(Zip Code)

~~Not applicable.~~(952) 930-6000 (~~Former~~Registrant’s ~~name~~telephone ~~or former address~~number, ifincluding ~~changed~~area ~~since last report~~code)

~~Check~~Not ~~the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the~~applicable. ~~filing~~(Former ~~obligation~~name ofor ~~the~~former ~~registrant~~address, ~~under~~if ~~any~~changed ofsince ~~the~~last ~~following provisions (see General Instruction A.2. below~~report):

~~o Written~~Check ~~communications~~the ~~pursuant~~appropriate box below if the Form 8-K filing is intended to ~~Rule 425~~simultaneously satisfy the filing obligation of the registrant under any of the ~~Securities~~following ~~Act~~provisions (17see ~~CFR~~General Instruction ~~230~~A.~~425~~2. below):

þ o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~o Pre-commencement~~TABLE ~~communications~~OF ~~pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))~~ CONTENTS

~~o Pre-commencement~~Item ~~communications~~8.01. ~~pursuant~~Other toEvents ~~Rule 13e-4(c)~~Item ~~under~~9.01. ~~the~~Financial ~~Exchange~~Statements ~~Act~~and ~~(17~~Exhibits ~~CFR~~SIGNATURE ~~240~~EXHIBIT INDEX EX-99.~~13e~~1 EX-~~4(c))~~ 99.2 EX-99.3

Section 2Table —of Financial Information Contents

Item 28.0201. ~~Results~~Other ~~of Operations and Financial Condition.~~Events

On May 326, 2011, in connection with the pending merger (the “Merger”) of NIKA Merger Sub, Inc. (“Merger Sub”), a Delaware corporation and an indirect wholly owned subsidiary of Endo Pharmaceuticals Holdings Inc. (“Endo”), a Delaware corporation, with and into American Medical Systems Holdings, Inc. (“~~the Company~~AMS”), ~~issued~~ a ~~press~~Delaware ~~release announcing~~corporation, ~~financial~~pursuant ~~results~~to ~~for~~the ~~its~~Agreement ~~first~~and ~~quarter~~Plan of Merger, ~~fiscal~~dated ~~year~~as of April 10, 2011. ~~Attached~~(the “Merger Agreement”), among AMS, Endo and Merger Sub, AMS delivered a notice, attached hereto as Exhibit 99.1, isto athe ~~copy~~holders of ~~the~~its ~~company’s~~3 ~~press~~1/4% ~~release~~Convertible Senior Subordinated Notes due 2036 (CUSIP No. 02744MAA6), governed by the Indenture, dated ~~May~~as of June 327, 2006 ~~2011~~(the “2036 Original Indenture”), between AMS, the Notes Guarantors (as defined in the 2036 Indenture) and U.S. Bank National Association, as trustee (the “Trustee”), as amended by the First Supplemental Indenture thereto, dated as of September 6, 2006, between Laserscope and the Trustee (the 2036 Original Indenture as so amended, the “2036 Indenture”), that an anticipated Designated Event (as defined in the 2036 Indenture) would occur upon the completion of the Merger. A press release announcing the notice and the anticipated Designated Event under the 2036 Indenture is attached hereto as Exhibit 99.2.

~~The~~ On ~~information~~May 26, ~~contained~~2011, in ~~Item~~connection with the Merger, AMS delivered a notice, attached hereto as Exhibit 299.023, ofto ~~this~~the ~~report~~holders ~~and~~of ~~the~~its ~~exhibit~~4.00% ~~hereto~~Convertible ~~shall~~Senior ~~not~~Subordinated beNotes ~~deemed “filed”~~due ~~for~~2041 ~~purposes~~(CUSIP ofNo. 02744MAB4), ~~Section 18~~governed ofby the ~~Securities~~Indenture, ~~Exchange~~dated ~~Act~~as of ~~1934~~September 21, as2009 ~~amended~~ (the “~~Exchange~~2041 ~~Act~~Indenture”), between orAMS, ~~incorporated~~the bySubsidiary ~~reference~~Guarantors (as defined in ~~any~~the ~~filing~~2041 Indenture) ~~under~~and the ~~Securities~~Trustee, ~~Act~~ of ~~1933,~~the ~~as amended,~~expected oreffective date of the ~~Exchange~~Merger ~~Act,~~and ~~except~~that asAMS ~~shall~~expects its stockholders will be ~~expressly~~entitled ~~set~~to ~~forth~~exchange bytheir ~~specific~~shares ~~reference~~of incommon ~~such~~stock of AMS for $30.00 per share aupon ~~filing~~completion of the Merger.

~~Section~~Item 59.01. —Financial ~~Corporate~~Statements ~~Governance~~ and ~~Management~~Exhibits.

~~Item 5.07.~~(d) ~~Submission of Matters to a Vote of Security Holders.~~Exhibits:

On April 28, 2011, American Medical Systems Holdings, Inc. held its Annual Stockholders Meeting. The matters listed below were submitted to a vote of the stockholders through the solicitation of proxies, and the proposals are described in detail in the Company’s Proxy Statement filed with the Securities and Exchange Commission on March 30, 2011 (Proxy Statement).


Exhibit No.		Exhibit

99.1		Notice of Anticipated Designated Event Effective Date and Convertibility of the Notes, dated May 26, 2011.

99.2		Press Release dated May 26, 2011.

99.3		Notice of Anticipated Merger Effective Date, dated May 26, 2011.

SetTable forth below, with respect to each proposal, are the number of votes cast for or against, the number of abstentions and the number of broker non-votes: Contents

~~Proposal 1 — Election of directors~~SIGNATURE

~~The~~ Pursuant ~~stockholders~~to ~~approved~~ the ~~election~~requirements of ~~all~~the ~~three~~Securities ofExchange ~~the~~Act ~~nominees~~of ~~for~~1934, ~~director~~the toregistrant ~~serve~~has ~~for a~~duly ~~three~~caused ~~year~~this ~~term~~report ~~expiring~~to inbe ~~2014,~~signed oron ~~until~~its ~~their~~behalf ~~successors~~by ~~are~~the ~~duly~~undersigned ~~elected~~hereunto ~~and~~duly ~~qualified~~authorized. ~~The voting results were as follows:~~

								Broker
Date: May 26, 2011	AMERICAN MEDICAL SYSTEMS HOLDINGS, INC.
	For			Against		Abstain		Non-Votes
	By:		/s/ Mark A. Heggestad Mark A. Heggestad
Richard B. Emmitt		69,273,031			2,354,164		—		2,649,590
			Executive Vice President and Chief Financial Officer
Christopher H. Porter, Ph. D.		70,383,816			1,243,379		—		2,649,590
D. Verne Sharma		70,059,188			1,568,007		—		2,649,590

ProposalTable 2 — Advisory resolution on compensation of named executive officers Contents

~~The~~EXHIBIT ~~stockholders approved, on an advisory non-binding basis, the compensation of our named~~INDEX ~~executive officers as described in our Proxy Statement, by the votes set forth in the table below:~~

			Broker
Exhibit No.	Description
For	Against	Abstain	Non-Votes
99.1	Notice of Anticipated Designated Event Effective Date and Convertibility of the Notes, dated May 26, 2011.
69,929,199	1,652,851	45,144	2,649,590
99.2	Press Release dated May 26, 2011.
99.3	Notice of Anticipated Merger Effective Date, dated May 26, 2011.

Proposal 3 — Advisory vote on the frequency of future advisory votes on compensation of named executives

The stockholders voted, on an advisory non-binding basis, that the frequency of future advisory votes on compensation of named executive officers should be held as set forth in the table below:

				Broker
3 Years	2 Years	1 Year	Abstain	Non-Votes
19,379,435	651,909	51,543,467	52,389	2,649,590

Proposal 4 — Ratification of Ernst & Young LLP as independent auditor for fiscal year 2011

The appointment of Ernst &Young LLP to serve as the Company’s independent auditor for the fiscal year ending December 31, 2011 was ratified. The voting results were as follows:

			Broker
For	Against	Abstain	Non-Votes
73,539,274	720,730	16,781	—

Section 9 — Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits.

(a) Financial Statements of Businesses Acquired. Not Applicable. (b) Pro Forma Financial Information. Not Applicable. (c) Shell Company Transactions. Not Applicable. (d) Exhibits.

Exhibit No.		Description
99.1		Press Release dated May 3, 2011 (included herewith).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	AMERICAN MEDICAL SYSTEMS HOLDINGS, INC.
Dated: May 3, 2011	By:	/s/ Mark A. Heggestad
		Mark A. Heggestad
		Executive Vice President and Chief Financial Officer

AMERICAN MEDICAL SYSTEMS HOLDINGS, INC. FORM 8-K

INDEX TO EXHIBITS

Exhibit No.		Description
99.1		Press Release dated May 3, 2011 (included herewith).

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