SEC FORM 3

SEC Form 3

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
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Burns Brian R

(Last)

(First)

(Middle)

ONE BOSTON SCIENTIFIC PLACE

(Street)

NATICK

017601537

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/14/2004

3. Issuer Name and Ticker or Trading Symbol
BOSTON SCIENTIFIC CORP [ (BSX) ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP - Quality

5. 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 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	1,289	D
Common Stock	2,705	I	By 401(k)

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: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (Right to Buy)	⁽¹⁾	12/19/2010	Common Stock	2,500	$6.655	D
Stock Option (Right to Buy)	⁽²⁾	12/17/2011	Common Stock	3,334	$12.5	D
Stock Option (Right to Buy)	⁽³⁾	12/09/2012	Common Stock	13,500	$21.255	D
Stock Option (Right to Buy)	⁽⁴⁾	02/25/2013	Common Stock	6,000	$21.78	D
Stock Option (Right to Buy)	⁽⁵⁾	12/11/2013	Common Stock	8,000	$34.79	D
Stock Option (Right to Buy)	⁽⁶⁾	06/15/2014	Common Stock	100,000	$41.98	D

Explanation of Responses:

1. Grant to the reporting person of an option to buy a specified number of shares of Common Stock exercisable in equal annual increments on December 19, 2001, 2002, 2003 and 2004, the anniversary date of this grant.

2. Grant to the reporting person of an option to buy a specified number of shares of Common Stock exercisable 25% on December 17, 2002, 50% on December 17, 2003, 75% on December 17, 2004 and 100% on December 17, 2005, the anniversary date of the grant.

3. Grant to the reporting person of an option to buy a specified number of shares of Common Stock exercisable 25% on December 9, 2003, 50% on December 9, 2004, 75% on December 9, 2005 and 100% on December 9, 2006, the anniversary date of the grant.

4. Grant to the reporting person of an option purchase 100,000 shares of common stock of the Compnay, vesting in equal annual installments beginning on February 25, 2004, 2005, 2006 and 2007, the anniversary date of the grant.

5. Grant to the reporting person of an option to purchase a specified number of shares exercisable in equal annual installments beginning on December 11, 2004, 2005, 2006 and 2007, the anniversary date of the grant.

6. Grant to the reporting person of an option to buy a specified number of shares of Common Stock exercisable in equal annual increments on June 15, 2005, 2006 and 2007, the anniversary date of this grant.

Remarks:

	By: /s/ Lawrence J. Knopf, Attorney-in-fact	12/23/2004
	** 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 Number.