UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): ~~June~~October 1, 2007

Cytyc Corporation

(Exact name of registrant as specified in its charter)


Delaware	0-27558	02-0407755
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)


250 Campus Drive, Marlborough, MA		01752
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (508) 263-2900

N/A

(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):

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

x¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01.

Other Events.

On ~~June~~October 1, 2007, Cytyc Corporation (“Cytyc”) ~~filed~~issued ~~with~~a ~~the~~press ~~U.S.~~release ~~Department~~announcing ofthat ~~Justice~~it ~~and~~is ~~the~~delivering ~~Federal~~a ~~Trade~~notice ~~Commission~~to athe ~~Notification~~holders ~~and~~of ~~Report~~its ~~Form~~2.25% ~~pursuant~~Senior toConvertible ~~the~~Notes ~~Hart-Scott-Rodino~~due ~~Antitrust~~2024 ~~Improvements~~(CUSIP ~~Act~~Nos. of232946 ~~1976,~~AA as1 ~~amended,~~and ~~with~~232946 ~~respect~~AB to9) (the ~~transactions contemplated~~“Convertible byNotes”) ~~the~~in ~~Agreement~~accordance with Sections 15.01(b)(ii) and ~~Plan~~15.10 of ~~Merger~~the indenture, dated as of ~~May~~March 2022, ~~2007,~~2004 ~~by and among Hologic, Inc.~~ (the “~~Hologic~~Indenture”), ~~Nor’easter~~between ~~Corp.~~Cytyc and ~~Cytyc~~U.S. ~~Hologic~~Bank ~~also~~Trust ~~filed~~National ~~its~~Association, ~~notification~~as ~~on June 1~~trustee, ~~2007.~~under ~~Based~~which on the ~~reviews~~Convertible ~~and analyses~~Notes ~~performed~~were ~~by Cytyc and Hologic, the parties do not believe that any other anti-trust related filings are required in any foreign jurisdictions~~issued.

~~Important~~As ~~Information~~required ~~for~~by ~~Investors~~the Indenture, the notice informs noteholders that the Board of Directors of Cytyc has determined October 22, 2007 to be the anticipated effective date of the merger (the “Merger”) of Cytyc with and ~~Stockholders~~into Nor’easter Corp., a wholly owned subsidiary of Hologic, Inc. In addition, the notice states that it is currently expected that holders of Cytyc common stock of record will be entitled to exchange their Cytyc common stock for the merger consideration payable in connection with the Merger as of such date. However, there can be no assurance that the Merger will be consummated on or about October 22, 2007, or at all.

~~Hologic~~As ~~and~~previously announced by Cytyc ~~will~~on ~~file~~July 19, a2007, ~~joint~~the ~~proxy~~Convertible ~~statement/prospectus~~Notes ~~with~~became ~~the~~convertible into shares of Cytyc common stock effective July 1, ~~Securities~~2007. ~~and~~In ~~Exchange~~accordance ~~Commission~~with Section 15.01(b)(ii) of the ~~“SEC”)~~Indenture, inif ~~connection~~Convertible ~~with~~Notes are not surrendered for conversion prior to the ~~proposed~~consummation ~~merger.~~of ~~Hologic~~the ~~and~~Merger, ~~Cytyc~~on ~~urge~~the ~~investors~~effective ~~and~~date ~~stockholders~~of the Merger, the right to ~~read~~convert the ~~joint~~Convertible ~~proxy~~Notes into ~~statement/prospectus~~Cytyc ~~when~~common itstock ~~becomes~~will ~~available~~convert into a right to convert the Notes into the kind and ~~any~~amount of cash, securities and other ~~relevant~~property that a noteholder would have received if such holder had converted such holder’s Notes into Cytyc common ~~documents~~stock ~~filed~~immediately byprior ~~either~~to ~~party~~the ~~with~~consummation of the ~~SEC~~Merger. ~~because~~The ~~they~~Notes will ~~contain~~remain ~~important~~convertible ~~information~~at any time at the option of the noteholder through maturity. The shares of Cytyc common stock that are issuable upon conversion of the Convertible Notes are included in Cytyc’s reported diluted earnings per share amounts.

~~Investors~~Noteholders ~~and~~who ~~stockholders~~are ~~will~~interested bein ~~able~~exercising totheir ~~obtain~~right ~~the~~to ~~joint~~convert should ~~proxy~~follow ~~statement/prospectus and other documents filed with~~ the ~~SEC~~procedures ~~free~~detailed ofin ~~charge at~~ the ~~website maintained by the SEC at www.sec.gov. In addition~~Indenture, ~~documents~~which was filed with the ~~SEC~~Securities byand ~~Hologic~~Exchange ~~will~~Commission ~~be available free of charge on~~ (the ~~investor~~“SEC”) ~~relations portion~~as ofan ~~the~~exhibit ~~Hologic~~to ~~website~~Cytyc’s atRegistration ~~www.hologic.com.~~Statement ~~Documents~~on ~~filed~~Form ~~with~~S-3 ~~the~~on ~~SEC~~June 7, by2004 ~~Cytyc~~and ~~will~~is be available free of charge at on the ~~investor~~website ~~relations~~maintained ~~portion~~by of the ~~Cytyc~~SEC ~~website~~ at http://www.~~cytyc~~sec.~~com~~gov.

~~Participants~~The foregoing summary description of the press release is not intended to be complete and is qualified in its entirety by reference to the ~~Solicitation~~complete text of the press release, a copy of which is attached to this Current Report on Form 8-K as Exhibit 99.1, and is incorporated herein by reference thereto.

~~Hologic,~~Item ~~and certain of its directors and executive officers, may be deemed participants in the solicitation of proxies from the stockholders of Hologic in connection with the merger~~9. The names of Hologic’s directors and executive officers and a description of their interests in Hologic are set forth in the proxy statement for Hologic’s 2006 annual meeting of stockholders, which was filed with the SEC on January 25, 200701. ~~Cytyc,~~Financial ~~and~~Statements ~~certain of its directors~~ and ~~executive officers, may be deemed to be participants in the solicitation of proxies from its stockholders in connection with the merger~~Exhibits. The names of Cytyc’s directors and executive officers and a description of their interests in Cytyc is set forth in Cytyc’s Annual Report on Form 10-K/A for the fiscal year ended December 31, 2006, which was filed with the SEC on April 30, 2007. Investors and stockholders can obtain more detailed information regarding the direct and indirect interests of Hologic’s and Cytyc’s directors and executive officers in the merger by reading the definitive joint proxy statement/prospectus when it becomes available.

(d) Exhibits


Exhibit No.		Description
99.1		Press Release, dated October 1, 2007

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.


CYTYC CORPORATION

By:		/s/ A. Suzanne Meszner-Eltrich
		A. Suzanne Meszner-Eltrich Senior Vice President, General Counsel and Secretary

Date: ~~June~~October 41, 2007

EXHIBIT INDEX


Exhibit No.		Description
99.1		Press Release, dated October 1, 2007

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