FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Brennan Daniel J. 		2. Issuer Name and Ticker or Trading Symbol

BOSTON SCIENTIFIC CORP [ BSX ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
EVP and CFO
(Last)          (First)          (Middle)

300 BOSTON SCIENTIFIC WAY 		3. Date of Earliest Transaction (MM/DD/YYYY)

1/1/2017
(Street)

MARLBOROUGH, MA 01752-1234
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   12/23/2016     G   V 2051.0000   D $0.0000   151254.0000   D    
Common Stock   1/1/2017     M    29185.0000   (1) A $0.0000   180439.0000   D    
Common Stock   1/1/2017     F    9752.0000   D $21.6300   170687.0000   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Share Units     (2) 1/1/2017     M         29185.0000   (1)   12/31/2016   (1) 12/31/2016   (1) Common Stock   29185.0000   $0.0000   0.0000   D    

Explanation of Responses:
( 1)  On February 24, 2014, the reporting person was awarded a target number of performance share units under the Company's 2014 Free Cash Flow Performance Share Program, the actual number of which to be earned by the reporting person based on the Company's 2014 adjusted free cash flow measured against its 2014 financial plan over the one-year performance period ending December 31, 2014 and subject to the completion of a three-year individual service period (inclusive of the performance period). On February 23, 2015, the number of the target performance share units as to which the performance criteria had been satisfied was determined. The performance share units so determined vested in whole upon the completion of the individual service period that ended on December 31, 2016.
( 2)  Each performance share unit represents the Company's commitment to issue one share of Boston Scientific common stock.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Brennan Daniel J.
300 BOSTON SCIENTIFIC WAY
MARLBOROUGH, MA 01752-1234

EVP and CFO

Signatures
/s/ Vance R. Brown, Attorney-in-fact 1/4/2017
** 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 4(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 control number.
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