Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Waterhouse Alan
 2. Date of Event Requiring Statement (Month/Day/Year)
12/12/2008		 3. Issuer Name and Ticker or Trading Symbol
ADVANCED MEDICAL OPTICS INC [EYE]
(Last)
(First)
(Middle)
C/O ADVANCED MEDICAL OPTICS, INC., 1700 E. ST. ANDREW PLACE		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Corporate Vice President
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SANTA ANA, CA 92705		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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 Stock 0
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy)   (1) 03/03/2018 Common Stock 20,000 $ 22.88 D  
Employee Stock Option (Right to Buy)   (2) 05/29/2018 Common Stock 9,060 $ 22.94 D  
Restricted Stock Units   (3)   (3) Common Stock 5,000 $ 0 D  
Restricted Stock Units   (4)   (4) Common Stock 2,500 $ 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Waterhouse Alan
C/O ADVANCED MEDICAL OPTICS, INC.
1700 E. ST. ANDREW PLACE
SANTA ANA, CA 92705		       Corporate Vice President  

Signatures

/s/ Alan Waterhouse, by Aimee S. Weisner, Attorney in Fact 12/22/2008
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) This Rule 16b-3 exempt stock option will vest ratably on each of the first four anniversaries of the date of grant, such that the option will be fully vested on March 3, 2012 (provided applicable provisions of such option are complied with).
(2) This Rule 16b-3 exempt stock option will vest ratably on each of the first four anniversaries of the date of grant, such that the option will be fully vested on May 29, 2012 (provided applicable provisions of such option are complied with).
(3) Provided applicable provisions are complied with, the restrictions on this Rule 16b3-3 exempt grant of restricted stock units will lapse as to 100% of the underlying shares on March 3, 2011, which is the third anniversary of the date of grant; these restricted stock units have no fixed expiration date.
(4) Provided applicable provisions are complied with, the restrictions on this Rule 16b3-3 exempt grant of restricted stock units will lapse as to 100% of the underlying shares on May 29, 2011, which is the third anniversary of the date of grant; these restricted stock units have no fixed expiration date.

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