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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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                                    FORM 8-K
                        --------------------------------


                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

        DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): APRIL 11, 2005

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                                 CRYOLIFE, INC.
             (Exact name of registrant as specified in its charter)
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           FLORIDA                              1-13165                    59-2417093
(State or Other Jurisdiction           (Commission File Number)           (IRS Employer
      of Incorporation)                                                 Identification No.)


              1655 ROBERTS BOULEVARD, N.W., KENNESAW, GEORGIA 30144
               (Address of principal executive office) (zip code)

       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (770) 419-3355

          -------------------------------------------------------------
          (Former name or former address, if changed since last report)

                            -------------------------

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

|_|  Written  communications  pursuant to Rule 425 under the  Securities Act (17
     CFR 230.425)

|_|  Soliciting  material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
     240.14a-12)

|_|  Pre-commencement   communications  pursuant  to  Rule  14d-2(b)  under  the
     Exchange Act (17 CFR 240.14d-2(b))

|_|  Pre-commencement   communications  pursuant  to  Rule  13e-4(c)  under  the
     Exchange Act (17 CFR 240.13e-4(c))

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SECTION 1         REGISTRANT'S BUSINESS AND OPERATIONS.
ITEM 1.02.        TERMINATION OF A MATERIAL DEFINITIVE CONTRACT.

On April 11,  2005,  Dr.  Thomas J.  Lynch  submitted  his  resignation  as Vice
President, Regulatory Affairs and Quality Assurance of the Company, effective as
of April 14, 2005, which the Company accepted. Dr. Lynch has accepted a position
with another  company.  Dr. Lynch worked under an employment  agreement  entered
into in August 2003 at an annual salary of $240,000.  Since his  resignation was
voluntary, he is not entitled to receive severance payments under his employment
agreement.

There are no material  relationships between the Company and Dr. Lynch except as
may be  described  in the  Company's  Form 10-K for the year ended  December 31,
2004.


SECTION 7         REGULATION FD
ITEM 8.01         OTHER EVENTS

David  M.  Fronk  has  replaced  Dr.  Lynch  as the  Company's  Vice  President,
Regulatory  Affairs and  Quality  Assurance.  Mr.  Fronk was  formerly  the Vice
President of Clinical Research, a position he had held since 1998.







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                                   SIGNATURES

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

                                        CRYOLIFE, INC.



Date:  April 14, 2005                   By:  /s/ D. Ashley Lee
                                            ------------------------------------
                                            Name:  D. Ashley Lee
                                            Title: Executive  Vice  President,  
                                            Chief  Operating  Officer and Chief
                                            Financial Officer





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