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 *
  Harding David
 2. Date of Event Requiring Statement (Month/Day/Year)
01/28/2010		 3. Issuer Name and Ticker or Trading Symbol
HOLOGIC INC [HOLX]
(Last)
(First)
(Middle)
35 CROSBY DRIVE		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP, International
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

BEDFORD, MA 01730		 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 39,184
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
Incentive Stock Option (right to buy)   (1) 01/23/2013 Common Stock 5,456 $ 18.32 D  
Incentive Stock Option (right to buy)   (2) 01/24/2012 Common Stock 5,416 $ 18.465 D  
Non-Qualified Stock Option (right to buy)   (3) 11/13/2015 Common Stock 40,000 $ 14.5 D  
Non-Qualified Stock Option (right to buy)   (4) 01/16/2015 Common Stock 22,796 $ 14.87 D  
Non-Qualified Stock Option (right to buy)   (5) 11/11/2016 Common Stock 41,215 $ 15.75 D  
Non-Qualified Stock Option (right to buy)   (6) 10/04/2014 Common Stock 93,308 $ 16.41 D  
Non-Qualified Stock Option (right to buy)   (7) 10/03/2015 Common Stock 76,890 $ 17.97 D  
Non-Qualified Stock Option (right to buy)   (8) 01/23/2013 Common Stock 48,364 $ 18.32 D  
Non-Qualified Stock Option (right to buy)   (9) 01/24/2012 Common Stock 86,850 $ 18.465 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Harding David
35 CROSBY DRIVE
BEDFORD, MA 01730		       SVP, International  

Signatures

By: Mark J. Casey, Attorney-In-Fact For: David P. Harding 01/29/2010
**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 incentive stock option was originally issued pursuant to Cytyc Corporation's 2004 Omnibus Stock Plan on January 23, 2007 and became fully exercisable on October 22, 2007 in connection with the merger.
(2) This incentive stock option was originally issued pursuant to Cytyc Corporation's 2004 Omnibus Stock Plan on January 24, 2006 and became fully exercisable on October 22, 2007 in connection with the merger.
(3) This non-qualified stock option was originally issued on November 13, 2008 pursuant to the 2008 Equity Incentive Plan and becomes exercisable in five equal annual installments beginning November 13, 2009.
(4) This non-qualified stock option was issued on April 5, 2009 pursuant to the 2008 Equity Incentive Plan as part of the Issuer's Option Exchange Program and becomes exercisable in four equal annual installments beginning April 5, 2010.
(5) This non-qualified stock option was originally issued on November 11, 2009 pursuant to the 2008 Equity Incentive Plan and becomes exercisable in five equal annual installments beginning November 11, 2010.
(6) This non-qualified stock option was originally issued pursuant to Cytyc Corporation's 2004 Omnibus Stock Plan on October 4, 2004 and became fully exercisable on October 22, 2007 in connection with the merger.
(7) This non-qualified stock option was originally issued pursuant to Cytyc Corporation's 2004 Omnibus Stock Plan on October 3, 2005 and became fully exercisable on October 22, 2007 in connection with the merger.
(8) This non-qualified stock option was originally issued pursuant to Cytyc Corporation's 2004 Omnibus Stock Plan on January 23, 2007 and became fully exercisable on October 22, 2007 in connection with the merger.
(9) This non-qualified stock option was originally issued pursuant to Cytyc Corporation's 2004 Omnibus Stock Plan on January 24, 2006 and became fully exercisable on October 22, 2007 in connection with the merger.

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