(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

01-14010 (Commission File Number)		13-3668640 (IRS Employer Identification No.)
34 Maple Street, Milford, Massachusetts (Address of Principal Executive Offices)		01757 (Zip Code)

(508) 478-2000

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 2.02 Results of Operations and Financial Condition

     The purpose of this Form 8-K is to inform the public and security holders of a press release from Waters Corporation discussing additional information regarding its fourth quarter 2008 sales and 2009 outlook. A copy of the related press release is attached hereto as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference in its entirety.

     Exhibit 99.1 Waters Corporation press release dated January 12, 2009.

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		WATERS CORPORATION
Dated: January 13, 2009		By:		/s/ John Ornell
		Name:		John Ornell
		Title:		Vice President, Finance and Administration
				and Chief Financial Officer