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* Medcare Investment Fund III, Ltd. (Last) (First) (Middle) 8122 DATAPOINT DRIVE, SUITE 1000 (Street) SAN ANTONIO TX 78229 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 03/01/2005	3. Issuer Name and Ticker or Trading Symbol REFOCUS GROUP INC [ RFCG.OB ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X 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)

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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series A-1 Convertible Preferred Stock	03/01/2005	(1)	Common Stock	28,000,000	0.25	D(2)
Right to Acquire Series A-2 Convertible Preferred Stock(3)	03/01/2005	(4)	Series A-2 Convertible Preferred Stock	280,000	25	D(2)
Warrant (Right to Buy)(5)	03/01/2005	02/28/2007	Series A-3 Convertible Preferred Stock	133,334	30	D(2)

1. Name and Address of Reporting Person* Medcare Investment Fund III, Ltd. (Last) (First) (Middle) 8122 DATAPOINT DRIVE, SUITE 1000 (Street) SAN ANTONIO TX 78229 (City) (State) (Zip)

1. Name and Address of Reporting Person* Medcare GP Corp, Inc. (Last) (First) (Middle) 8122 DATAPOINT DRIVE, SUITE 1000 (Street) SAN ANTONIO TX 78229 (City) (State) (Zip)

1. Name and Address of Reporting Person* LEININGER JAMES R MD (Last) (First) (Middle) 8122 DATAPOINT DRIVE, SUITE 1000 (Street) SAN ANTONIO TX 78229 (City) (State) (Zip)

Explanation of Responses:

1. Shares of issuer's Series A-1 Convertible Preferred Stock are convertible into shares of issuer's Common Stock for as long as such shares are outstanding.

2. The reported securities are owned directly by Medcare and indirectly by Medcare GP Corp, Inc., as general partner of Medcare, and Leininger, as a limited partner of Medcare. Medcare GP Corp, Inc. and Leininger disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interest therein.

3. Medcare has the right, pursuant to the terms of a Securities Purchase Agreement dated March 1, 2005 between issuer and Medcare, to purchase 280,000 shares of issuer's Series A-2 Convertible Preferred Stock, which are currently convertible into 28,000,000 shares of issuer's Common Stock at a conversion price of $0.25 per share.

4. Medcare's right to acquire 280,000 shares of issuer's Series A-2 Convertible Preferred Stock does not expire.

5. The 133,334 shares of issuer's Series A-3 Convertible Preferred Stock issuable upon the exercise of this warrant are currently convertible into 13,333,400 shares of issuer's Common Stock at an exercise price of $0.30 per share.

Remarks:

This report is filed jointly by Medcare Investment Fund III, Ltd. ("Medcare") and Medcare GP Corp, Inc., its corporate general partner, and James R. Leininger, M.D., a limited partner, as 10% owners of issuer. Medcare also may be deemed a director by virtue of its right to elect one-half of the members of issuer's board of directors. Thomas W. Lyles, Jr. and Douglas Williamson currently serve as Medcare's representatives on issuer's board of directors.

	/s/ Thomas W. Lyles, Jr., President of Medcare GP Corp, Inc., as general partner of Medcare Investment Fund III, Ltd. and as Attorney-in-Fact	03/10/2005
	** Signature of Reporting Person	Date
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