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

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                                    FORM 8-K
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                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

          DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): MAY 5, 2005

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

                                 CRYOLIFE, INC.
             (Exact name of registrant as specified in its charter)
                            -------------------------



                                                                                  
                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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ITEM 2.02  RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

The information  provided  pursuant to this Item 12 is to be considered  "filed"
under the Securities  Exchange Act of 1934 ("Exchange  Act") and incorporated by
reference into those filings of CryoLife, Inc. ("CryoLife") that provide for the
incorporation  of all reports and documents filed by CryoLife under the Exchange
Act.

On May 5, 2005,  CryoLife issued a press release  announcing its results for the
quarter ended March 31, 2005.  CryoLife hereby  incorporates by reference herein
the  information  set forth in its Press  Release  dated May 5, 2005,  a copy of
which is attached  hereto as Exhibit 99.1.  Except as otherwise  provided in the
press  release,  the  press  release  speaks  only as of the date of such  press
release and such press release shall not create any implication that the affairs
of CryoLife have continued unchanged since such date.

Except for the historical  information  contained in this report, the statements
made  by  CryoLife  are  forward-looking   statements  that  involve  risks  and
uncertainties. All such statements are subject to the safe harbor created by the
Private  Securities  Litigation Reform Act of 1995.  CryoLife's future financial
performance could differ  significantly  from the expectations of management and
from results expressed or implied in the Press Releases. For further information
on  other  risk  factors,  please  refer  to the  "Risk  Factors"  contained  in
CryoLife's  Form 10-K for the year ended December 31, 2004,  CryoLife's Form S-3
(Registration  No.  333-121406),  as filed  with  the  Securities  and  Exchange
Commission  ("SEC") and any  subsequent  SEC  filings.  CryoLife  disclaims  any
obligation or duty to update or modify these forward-looking statements.


ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS.

     (a) Financial Statements.

     (b) Pro Forma Financial Information.

     (c) Exhibits.

         Exhibit Number             Description

         99.1                       Press Release dated May 5, 2005




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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:  May 5, 2005                         By:  /s/ D. Ashley Lee
                                               ---------------------------------
                                               Name:  D. Ashley Lee
                                               Title: Vice  President, Chief  
                                               Financial  Officer and Treasurer





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                                  EXHIBIT INDEX



Exhibit Number             Description

99.1                       Press Release dated May 5, 2005


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