SecProbe.io

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Mail Stop 6010

	August 26, 2005

Aimee S. Weisner
Corporate Vice President, General Counsel and Secretary
Advanced Medical Optics, Inc.
1700 E. St. Andrew Place
Santa Ana, California 92705

Re:	Advanced Medical Optics, Inc.
	Registration Statement on Form S-3
	Filed August 5, 2005
	File No. 333-127245

Dear Ms. Weisner:

      This is to advise you that the staff has reviewed only those
portions of your registration statement that relate to the
comments
below.  Where indicated, we think you should revise your filing in
response to these comments.  If you disagree, we will consider
your
explanation as to why our comments are inapplicable or a revision
is
unnecessary.  Please be as detailed as necessary in your
explanation.
You may decide it is appropriate to provide us with information so
we
may better understand your disclosure.  After reviewing this
information, we may raise additional comments.

      Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

Form S-3

Selling Securityholders, page 67

1. We note that you provide selling securityholder disclosure on a
group basis, as opposed to an individual basis, for a group
holding
an aggregate of 80% of the principal amount of your outstanding
1.375% convertible senior subordinated notes and, upon conversion,
over 3% of your outstanding common stock.  Please note that
selling
securityholder disclosure may be made on a group basis where the
aggregate holding of the group is less than 1% of the class prior
to
the offering.  Also, where the aggregate holding of the group is
less
than 1% of the class but for a few major shareholders, disclosure
for
the members of the group other than the major shareholders may be
made on a group basis.  Accordingly, please provide selling
securityholder disclosure on an individual basis or ensure that
the
aggregate holding of securityholders for whom disclosure is
provided
on a group basis is less than 1% of each of the classes of
securities
being registered for resale.  Refer to interpretation I.59. of the
Division of Corporation Finance`s Manual of Publicly Available
Telephone Interpretations (July 1997), available on our web site
at
http://www.sec.gov/interps/telephone.shtml.

2. We note that footnote (6) on page 68 states "Information about
other selling securityholders will be set forth in prospectus
supplements, if required."  Please revise to disclose that you may
be
required to update selling securityholder information by either
prospectus supplement or post-effective amendment.

*     *     *

      As appropriate, please revise your submission in response to
these comments.  You may wish to provide us with marked copies of
the
revisions to expedite our review.  Please furnish a cover letter
with
your revised submission that keys your responses to our comments
and
provides any requested information.  Detailed cover letters
greatly
facilitate our review.  Please understand that we may have
additional
comments after reviewing your revised submission and responses to
our
comments.

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

      Notwithstanding our comments, in the event the company
requests
acceleration of the effective date of a filed registration
statement,
it should furnish a letter, at the time of such request,
acknowledging that:

   * should the Commission or the staff, acting pursuant to
delegated
authority, declare the filing effective, it does not foreclose the
Commission from taking any action with respect to the filing;

   * the action of the Commission or the staff, acting pursuant to
delegated authority, in declaring the filing effective, does not
relieve the company from its full responsibility for the adequacy
and
accuracy of the disclosure in the filing; and

   * the company may not assert staff comments and the declaration
of
effectiveness as a defense in any proceeding initiated by the
Commission or any person under the federal securities laws of the
United States.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in connection with our review of
your
submission or in response to our comments on your submission.

      We will consider a written request for acceleration of the
effective date of a filed registration statement as a confirmation
of
the fact that those requesting acceleration are aware of their
respective responsibilities under the Securities Act of 1933 and
the
Securities Exchange Act of 1934 as they relate to the proposed
public
offering of the securities specified in that registration
statement.
We will act on the request and, pursuant to delegated authority,
grant acceleration of the effective date.

      We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement.  Please allow
adequate time after the filing of any registration statement for
further review before submitting a request for acceleration.
Please
provide this request at least two business days in advance of the
requested effective date.

      You may contact Donald C. Hunt at (202) 551-3647 or me at
(202)
551-3625 with any other questions.

      Sincerely,

		Mary Beth Breslin
                                          	Attorney-Advisor

cc:  Jennifer Bensch, Esq. (via facsimile)
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Aimee S. Weisner
Advanced Medical Optics, Inc.
August 26, 2005
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