AMERICAN MEDICAL SYSTEMS HOLDINGS, INC. 2009 NAMED EXECUTIVE OFFICER COMPENSATION SUMMARY

Exhibit 10.28

AMERICAN MEDICAL SYSTEMS HOLDINGS, INC.
2009 NAMED EXECUTIVE OFFICER COMPENSATION SUMMARY

2009 Base Salary and Option Grants. For fiscal 2009, the company’s principal executive officer, principal financial officer and each other named executive officer currently employed by the company will receive the base salary set forth below (effective as of February 2, 2009), and has been granted an option to purchase the number of shares of company common stock set forth below. All options were granted under the company’s 2005 Stock Incentive Plan at an exercise price of $10.825 (the average of high and low sale prices on the grant date). All options vest with respect to twenty-five percent of the shares on March 31, 2010 and with respect to 6.25% of the shares on the last day of each calendar quarter thereafter. All options have a term of seven years.

Name		Title		Base Salary				Options
Anthony P. Bihl, III		President and Chief Executive Officer		$	500,000				125,000
Ross A. Longhini		Executive Vice President and Chief Operating Officer		$	339,600				60,000
Mark A. Heggestad		Executive Vice President and Chief Financial Officer		$	295,000				60,000
Whitney D. Erickson		Vice President and General Manager, Men’s Health		$	277,000				50,000
John F. Nealon		Senior Vice President and General Manager, Women’s Health		$	273,000				50,000

2009 Executive Variable Incentive Plan. Our executive officers participate in our 2009 Executive Variable Incentive Plan (2009 EVIP). The Compensation Committee (and the Board of Directors with respect to executive officers) established a target bonus for each participant in the 2009 EVIP. The 2009 EVIP provides for payment of a bonus based on achievement of net sales, net income and cash flow objectives in the 2009 operating plan approved by the Board. The total bonus is weighted 40% for achieving the net sales objective, 30% for achieving the net income objective and 30% for achieving the cash flow objective. The bonus payable under the 2009 EVIP is pro-rated for achievement above the minimum threshold and increases with percentage achievement relative to the objectives, and 100% of the target bonus will be paid at 100% achievement of the 2009 EVIP objectives. The maximum bonus payable under the 2009 EVIP will be 200% of the target bonus at 110% achievement of the net sales and net income objectives and 115% achievement of the cash flow objective. Bonuses for achieving the net sales and net income objectives will be paid beginning at 95% achievement of the net sales objective and 90% achievement of the net income objectives, respectively. Bonuses for achieving these objectives will be determined and paid quarterly. Bonuses for achieving the cash flow objective will be paid beginning at 85% achievement of the cash flow objective, and bonuses for achieving this objective will be determined and paid annually. The target bonus for 2009 for the company’s principal executive officer, principal financial officer and each other named executive officer currently employed by the company is set forth in the table below.

Name		Title		Target Bonus
Anthony P. Bihl, III		President and Chief Executive Officer		$	500,000
Ross A. Longhini		Executive Vice President and Chief Operating Officer		$	237,720
Mark A. Heggestad		Executive Vice President and Chief Financial Officer		$	177,000
Whitney D. Erickson		Vice President and General Manager, Men’s Health		$	138,500
John F. Nealon		Senior Vice President and General Manager, Women’s Health		$	136,500