- Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Expires: February 28, 2011 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*

Holsted Dawn Marie

2. Date of Event Requiring Statement (MM/DD/YYYY) 6/19/2009

3. Issuer Name and Ticker or Trading Symbol

TLC VISION CORP [TLCV]

(Last) (First) (Middle)

8005 NW 124TH ST.

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director _____ 10% Owner
___ X ___ Officer (give title below) _____ Other (specify below)
See Remarks /

(Street)

OKLAHOMA CITY, OK 73142

(City) (State) (Zip)

5. If Amendment, Date Original Filed (MM/DD/YYYY)

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Shares	65	D
Common Shares (ESPP)	1672.5784	D

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Options	⁽¹⁾	12/15/2008 ⁽¹⁾	Common Shares	1000	$6.10	D
Stock Options	⁽²⁾	1/1/2009 ⁽²⁾	Common Shares	500	$6.63	D
Stock Options	⁽³⁾	12/13/2009	Common Shares	1000	$10.42	D
Stock Options	⁽⁴⁾	1/3/2011	Common Shares	8000	$6.45	D
Stock Options	⁽⁵⁾	1/3/2011	Common Shares	1000	$6.45	D
Stock Options	⁽⁶⁾	12/11/2013	Common Shares	8000	$4.66	D
Stock Options	⁽⁷⁾	12/11/2013	Common Shares	1000	$4.66	D
Stock Options	⁽⁸⁾	12/28/2014	Common Shares	20000	$3.04	D
Stock Options	⁽⁹⁾	12/10/2015	Common Shares	25000	$0.20	D

Explanation of Responses:
( 1)	The option grants vest in four annual installments beginning December 15, 2004. The option grants have yet to expire due to material blackout.
( 2)	The option grants vest in four equal annual installments beginning January 1, 2005. The option grants have yet to expire due to material blackout.
( 3)	The option grants vest in two equal annual installments beginning December 13, 2005.
( 4)	The option grants vest in four equal annual installments beginning January 3, 2007.
( 5)	The option grants vest in four equal annual installments beginning January 3, 2007.
( 6)	The option grants vest in four equal annual installments beginning December 11, 2007.
( 7)	The option grants vest in four equal annual installments beginning December 11, 2007.
( 8)	The option grants vest in four equal annual installments beginning December 28, 2008.
( 9)	The option grants vest in four equal annual installments beginning December 10, 2009.

Remarks:
VP - Clinical Services & Quality Assurance

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Holsted Dawn Marie 8005 NW 124TH ST. OKLAHOMA CITY, OK 73142			See Remarks

Signatures
Dawn Holsted, M.		7/22/2009
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.