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<TYPE>424B1
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<DESCRIPTION>FINAL PROSPECTUS DATED 08/12/1999
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Series A Participating Preferred Stock
In connection with the adoption of the rights plan, the KeraVision board has
designated 30,000 shares of preferred stock as Series A participating preferred
stock. The Series A preferred shares purchasable upon exercise of the
KeraVision Rights will not be redeemable. Each share of Series A preferred
stock will be entitled to an aggregate dividend of 1,000 times the dividend
declared per KeraVision common share. If KeraVision is liquidated, the holders
of the Series A preferred shares will be entitled to a preferential liquidation
payment equal to accrued but unpaid dividends plus the greater of $1,000 per
share and 1,000 times the aggregate per share amount to be distributed to the
holders of KeraVision common stock. Each Series A preferred share will have
1,000 votes, voting together with the holders of the KeraVision common stock,
except as required by law or the certificate of designation relating to the
Series A preferred stock. In a merger, consolidation or other transaction in
which KeraVision common stock is changed or exchanged, each Series A preferred
share will be entitled to receive 1,000 times the amount received per share of
KeraVision common stock. These rights are protected by customary anti-dilution
provisions. Because of the nature of the dividend, liquidation and voting
rights of the Series A preferred shares, the value of the one one-thousandth
interest in a share of Series A preferred stock purchasable upon exercise of
each KeraVision right should approximate the value of one share of common
stock.
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