SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

BARTELL MARK C

(Last)

(First)

(Middle)

ONE BOSTON SCIENTIFIC PLACE

(Street)

NATICK

01760-1537

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BOSTON SCIENTIFIC CORP [ BSX ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP Global Sales/Mkt CRM

3. Date of Earliest Transaction (Month/Day/Year)
05/25/2007

4. If Amendment, Date of Original Filed (Month/Day/Year)

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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/25/2007		M		358,550	A	$14.3	360,362	D
Common Stock	05/25/2007		M		358,550	A	$13.23	718,912	D
Common Stock	05/25/2007		M		111,150	A	$15.06	830,062	D
Common Stock	05/25/2007		S		163,800	D	$15.7492	666,262	D
Common Stock	05/25/2007		S		175,000	D	$15.7506	491,262	D
Common Stock	05/25/2007		S		489,450	D	$15.75	1,812	D
Common Stock								38,770 ^{( 1 )}	I	By ESSOP ^{( 2 )}
Common Stock								468	I	By Spouse's ESPP ^{( 3 )}
Common Stock								9,569 ^{( 4 )}	I	By Spouse's ESSOP ^{( 2 )}

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$13.23	05/25/2007		M			358,550	^{( 5 )}	01/15/2011	Common Stock	358,550	$0	0	D
Stock Option (Right to Buy)	$14.3	05/25/2007		M			358,550	^{( 5 )}	01/14/2010	Common Stock	358,550	$0	0	D
Stock Option (Right to Buy)	$15.06	05/25/2007		M			111,150	^{( 5 )}	01/15/2009	Common Stock	111,150	$0	0	D

Explanation of Responses:

1. Shares owned through ESSOP.

2. Reflects Guidant ESSOP shares assumed by Boston Scientific in connection with its acquisition of Guidant.

3. Reflects Guidant ESPP shares assumed by Boston Scientific in connection with its acquisition of Guidant.

4. Shares owned by spouse through ESSOP.

5. Reflects options to purchase common stock of Boston Scientific originally granted as options to purchase common stock of Guidant Corporation and assumed by Boston Scientific in connection with its acquisition of Guidant.

Remarks:

	/s/ Lawrence J. Knopf, Attorney-in-fact	05/30/2007
	** 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 4 (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.
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