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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


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): September 23, 2003

EXACT SCIENCES CORPORATION
(Exact Name of Registrant as Specified in Its Charter)

Delaware
(State or Other Jurisdiction
of Incorporation)
  000-32179
(Commission
File Number)
  02-0478229
(IRS Employer
Identification No.)


100 Campus Drive, Marlborough Massachusetts 01752
(Address of Principal Executive Offices) (Zip Code)

Registrant's telephone number, including area code: (508) 683-1200




ITEM 9.    REGULATION FD DISCLOSURE

        On September 23, 2003, EXACT Sciences Corporation issued a press release, a copy of which is being filed as Exhibit 99.1 to this Current Report on Form 8-K, such press release being incorporated herein by reference.

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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.

September 25, 2003

    By:   /s/  JOHN A. MCCARTHY, JR.       
John A. McCarthy, Jr.
        Executive Vice President, Chief
Operating Officer, Chief Financial
Officer and Treasurer

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EXHIBIT INDEX

Exhibit Number

  Description

 

 

 
99.1   Press Release dated September 23, 2003.



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SIGNATURES
EXHIBIT INDEX