UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

~~May~~June 94, 2007

~~Cholestech~~CHOLESTECH ~~Corporation~~CORPORATION

(Exact name of registrant as specified in its charter)

California		000-20198		94-3065493
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

3347 Investment Boulevard

Hayward, California 94545

(Address of principal executive offices, including zip code)

(510) 732-7200

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o x 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))

Item 21.0201 ResultsEntry ofinto Operationsa andMaterial FinancialDefinitive ConditionAgreement.

On ~~May~~June 94, 2007, ~~Cholestech~~ Cholestech Corporation, a California corporation (“Cholestech”), isInverness ~~issuing~~Medical Innovations, Inc., a ~~press~~Delaware ~~release~~corporation (“Inverness”), and ~~holding~~Iris aMerger Sub, ~~conference~~Inc., ~~call~~a ~~regarding~~California ~~its~~corporation ~~financial~~and ~~results~~wholly-owned ~~for~~subsidiary ~~the~~of ~~fourth~~Inverness ~~quarter ended~~(“Merger ~~March 30~~Sub”), ~~2007. A~~entered ~~copy~~into an Agreement and Plan of Reorganization (the ~~press~~“Merger ~~release~~Agreement”), ispursuant ~~furnished~~to aswhich ~~Exhibit 99.1~~Cholestech toand ~~this~~Inverness ~~Current~~will ~~Report~~combine ontheir businesses ~~Form~~through ~~8-K~~ a merger of Cholestech and isMerger ~~incorporated~~Sub by(the ~~reference~~“Merger”).

The ~~information~~completion ~~in this Current Report on Form 8-K and the exhibit attached hereto shall not be deemed “filed” for purposes~~ of ~~Section 18 of~~ the ~~Securities~~Merger ~~Exchange~~is ~~Act~~subject ofto ~~1934~~various ~~(the~~closing ~~“Exchange~~conditions, ~~Act”)~~including orobtaining ~~otherwise subject to~~ the ~~liabilities~~approval of ~~that~~Cholestech ~~section,~~shareholders ~~nor~~and ~~shall~~receiving itantitrust beapprovals ~~deemed~~(including ~~incorporated by reference in any filing~~ under the Hart-Scott-Rodino ~~Securities~~Antitrust Improvements Act). The ofMerger ~~1933~~is orintended ~~the~~to ~~Exchange~~qualify ~~Act,~~as ~~regardless~~a ofreorganization ~~any~~for ~~general~~federal income ~~incorporation~~tax ~~language in such filing~~purposes.

~~Use~~At the effective time of ~~Non-GAAP~~the Merger ~~Financial~~(the ~~Measures~~“Effective Time”), by virtue of the Merger and without any action on the part of the holder of any capital stock of Cholestech, each share of common stock of Cholestech issued and outstanding immediately prior to the Effective Time will be converted into the right to receive 0.43642 (the “Exchange Ratio”) of a share of common stock of Inverness (each full share, an “Inverness Share”).

ToIn ~~supplement~~the ~~our~~Merger, ~~results presented~~each inoption ~~accordance with generally accepted accounting principles (GAAP),~~to wepurchase ~~use~~shares ~~non-GAAP~~of ~~measures~~Cholestech ofcommon ~~operating~~stock ~~results,~~granted ~~net~~under ~~income~~employee and ~~net income per diluted~~director ~~share,~~stock ~~which~~plans ~~are~~of ~~adjusted~~Cholestech ~~from~~that ~~results~~is ~~based~~outstanding onas ~~GAAP~~of toimmediately ~~exclude SFAS 123R stock based compensation expenses and~~ prior ~~year~~to ~~expenses incurred in connection with~~ the Effective ~~Boule~~Time, ~~transaction.~~whether ~~This~~vested ~~non-GAAP~~or ~~financial~~unvested, ~~presentation~~shall isbe ~~given~~converted ininto ~~part~~a right to ~~enhance~~acquire ~~the~~Inverness ~~understanding~~Shares ofon the ~~Company’s~~same ~~historical~~terms ~~financial performance~~ and ~~comparability~~ ~~between~~conditions ~~periods~~as inwere ~~light~~applicable ~~of a change in accounting standards and~~to ~~operating~~such ~~expenses~~option ~~incurred~~prior into ~~connection with~~ the ~~Boule~~Effective ~~transaction that are not indicative of the Company’s core operating results~~Time, ~~particularly~~provided ~~since~~that the ~~Company~~ ~~has~~number ~~not~~of ~~included stock-based compensation under SFAS 123R as an expense~~Inverness inShares ~~financial~~receivable ~~statements~~and ~~before. In addition,~~ the ~~Company~~exercise ~~believes~~price ~~that~~of the ~~non-GAAP~~ ~~presentation~~option toshall ~~exclude stock-based compensation is relevant and useful information that will~~ be ~~widely~~adjusted ~~used by analysts, investors and other~~to ~~interested~~reflect ~~parties.~~the ~~Cash~~Exchange ~~earnings is not a GAAP defined measure~~Ratio. ~~The~~All ~~Company believes this measure provides~~other ~~meaningful supplemental information regarding~~ Cholestech’s ~~operating~~equity-based ~~results given~~awards ~~the~~outstanding ~~current~~as ~~accumulated tax loss carryforwards and because it excludes amounts that are not related to Cholestech’s core operating results and facilitate the comparison~~ of ~~results for~~ the ~~current~~Effective ~~period~~Time ~~with~~will ~~results for~~remain ~~past~~in ~~periods. Further,~~effect ~~these~~but ~~non-GAAP results~~will ~~are~~be ~~one~~denominated ofin ~~the~~Inverness ~~primary indicators management uses for assessing our performance~~Shares, ~~allocating~~with ~~resources and planning and forecasting future periods.~~applicable ~~Accordingly,~~adjustments ~~the Company is disclosing this information~~ to ~~permit~~reflect ~~additional analysis of~~ the ~~Company’s~~Exchange ~~performance~~Ratio. ~~These measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for or superior to GAAP results.~~

~~Item~~If ~~9.01.~~the ~~Financial~~Merger ~~Statements~~Agreement ~~and~~is ~~Exhibits~~terminated under certain circumstances specified in the Merger Agreement, Cholestech will be required to pay Inverness a termination fee of $9 million.

~~(d)~~ The Boards of Directors of ~~Exhibits~~Cholestech and Inverness have approved the Merger and the Merger Agreement.

Exhibit No.		Description
99.1		Press Release of Cholestech Corporation dated May 9, 2007

The foregoing description of the Merger Agreement is qualified in its entirety by reference to the full text of the Merger Agreement, which is attached to this Current Report on Form 8-K as Exhibit 2.1 and incorporated herein by reference. The Merger Agreement has been attached to provide investors with information regarding its terms. It is not intended to provide any other factual information about Cholestech or Inverness. In particular, the assertions embodied in the representations and warranties contained in the Merger Agreement are qualified by information in confidential disclosure schedules provided by Cholestech and Inverness to each other in connection with the signing of the Merger Agreement. These disclosure schedules contain information that modifies, qualifies and creates exceptions to the representations and warranties set forth in the Merger Agreement. Moreover, certain representations and warranties in the Merger Agreement were used for the purpose of allocating risk between Cholestech and Inverness rather than establishing matters as facts. Accordingly, you should not rely on the representations and warranties in the Merger Agreement as characterizations of the actual state of facts about Cholestech or Inverness.

2Item 8.01 Other Events.

~~SIGNATURES~~On June 4, 2007, Inverness and Cholestech issued a joint press release announcing the execution of the Merger Agreement. A copy of the press release is furnished hereto as Exhibit 99.1 and incorporated herein by reference.

~~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 hereunto duly authorized.~~2

		CHOLESTECH CORPORATION
By:		/s/ John F. Glenn
		John F. Glenn
		Vice President of Finance and Chief Financial Officer
Date: May 9, 2007

Item 9.01 Financial Statements and Exhibits.

3(d) Exhibits.

EXHIBIT INDEX

Exhibit No.		Description

2.1		Agreement and Plan of Reorganization dated as of June 4, 2007, by and among Inverness Medical Innovations, Inc., Iris Merger Sub, Inc. and Cholestech Corporation.

99.1		Joint press release dated June 4, 2007.

Exhibit No.		Description
99.1		Press Release of Cholestech Corporation dated May 9, 2007

Forward-Looking Statements

4This Current Report on Form 8-K contains forward-looking statements within the meaning of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, and is subject to the safe harbors created therein. These statements include, but are not limited to, those regarding the prospects and timing associated with the consummation of the Merger and the tax treatment of the Merger for federal income tax purposes. These statements are subject to risks and uncertainties that could cause actual results and events to differ materially from those expressed in the forward-looking statements. These risks and uncertainties include, among others, the risk that the Merger does not close, including the risk that required shareholder and regulatory approvals for the Merger may not be obtained; the risk that the Internal Revenue Service may determine that the Merger does not qualify as a reorganization for federal income tax purposes; diversion of management’s attention away from other business concerns; the risks associated with the development, generally, of the combined company’s overall strategic objectives; the ability of the combined company to build additional value in its business; the existence of unanticipated technical, commercial or other setbacks related to the combined company’s products and services; and the other risks set forth in Inverness’ and Cholestech’s most recent Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission. The combined company may not successfully integrate the operations of Inverness and Cholestech in a timely manner, or at all, and the combined company may not realize the anticipated benefits or synergies of the Merger. Cholestech undertakes no obligation to update any forward-looking statements to reflect new information, events, or circumstances occurring after the date of this Current Report on Form 8-K.

Additional Information and Where To Find It

Inverness plans to file with the SEC a Registration Statement on Form S-4 in connection with the transaction and Cholestech plans to file with the SEC and mail to its shareholders a Proxy Statement/Prospectus in connection with the transaction. The Registration Statement and the Proxy Statement/Prospectus will contain important information about Inverness, Cholestech, the transaction and related matters. Investors and security holders are urged to read the Registration Statement and the Proxy Statement/Prospectus carefully when they are available. Investors and security holders will be able to obtain free copies of the Registration Statement and the Proxy Statement/Prospectus and other documents filed with the SEC by Inverness and Cholestech through the web site maintained by the SEC at www.sec.gov. In addition, investors and security holders will be able to obtain free copies of the Registration Statement and the Proxy Statement/Prospectus from Inverness by contacting Shareholder Relations at (781) 647-3900 or jon.russell@invmed.com or from Cholestech by contacting Jack Glenn at (510) 781-5065 or jglenn@cholestech.com.

Inverness and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of Cholestech in connection with the transaction described herein. Information regarding the special interests of these directors and executive officers in the transaction

described herein will be included in the Proxy Statement/Prospectus described above. Additional information regarding these directors and executive officers is also included in Inverness’s proxy statement for its 2007 Annual Meeting of Stockholders, which was filed with the SEC on or about April 9, 2007. This document is available free of charge at the SEC’s web site at www.sec.gov and from Inverness by contacting Inverness at Shareholder Relations at (781) 647-3900 or jon.russell@invmed.com.

Cholestech and its directors and executive officers also may be deemed to be participants in the solicitation of proxies from the shareholders of Cholestech in connection with the transaction described herein. Information regarding the special interests of these directors and executive officers in the transaction described herein will be included in the Proxy Statement/Prospectus described above. Additional information regarding these directors and executive officers is also included in Cholestech’s proxy statement for its 2006 Annual Meeting of Shareholders, which was filed with the SEC on or about July 17, 2006. This document is available free of charge at the SEC’s web site at www.sec.gov and from Cholestech by contacting Jack Glenn at (510) 781-5065 or jglenn@cholestech.com.

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 hereunto duly authorized.

		CHOLESTECH CORPORATION

	By:	/s/ Warren E. Pinckert II
		Warren E. Pinckert II President and Chief Executive Officer

Date: June 4, 2007

EXHIBIT INDEX

Exhibit No.		Description

2.1		Agreement and Plan of Reorganization dated as of June 4, 2007, by and among Inverness Medical Innovations, Inc., Iris Merger Sub, Inc. and Cholestech Corporation.

99.1		Joint press release dated June 4, 2007.

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