RECITALS

                                                                   Exhibit 10.43

                        AMENDMENT TO EMPLOYMENT AGREEMENT

         This Amendment to Employment Agreement (the "Amendment") is made as of
December 17, 2003, between Endologix, Inc., a Delaware corporation (the
"Company"), and Xxxxxxxx X. Xxxxx, an individual ("Executive").

                                    RECITALS

         WHEREAS, the Company currently employs Executive pursuant to that
certain Employment Agreement dated October 18, 2002 (the "Employment
Agreement");

         WHEREAS, the Company desires that Executive become the Executive
Chairman of the Company and Executive desires to accept such position and assume
the duties of that office; and

         WHEREAS, the Company and Executive desire to amend the Employment
Agreement to provide for the foregoing change in Executive's position with the
Company;

         NOW THEREFORE, in consideration of the mutual agreements and covenants
hereinafter set forth and for other valuable consideration, the Company and
Executive hereby agree as follows:

                                    AGREEMENT

                                  Definitions.

         Unless otherwise defined herein, capitalized terms used herein shall
have the meanings assigned to them in the Employment Agreement.

                  Amendment to Section 1 of the Employment Agreement.

         The first sentence of Section 1 of the Employment Agreement is hereby
amended in its entirety to read as follows:

         "1.      EMPLOYMENT. The Company hereby agrees to employ the Executive
as the Executive Chairman of the Company, reporting to the Board of Directors of
the Company, and the Executive accepts such employment and agrees that he shall
provide approximately one-half of full-time services on such reasonable duties
as shall be assigned to him by the Company commensurate with such position and
that he shall not be eligible for participation in the Company's incentive bonus
programs."

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                                 Miscellaneous.

         CONTINUING FORCE AND EFFECT. EXCEPT AS HEREIN EXPRESSLY AMENDED, ALL
         TERMS, COVENANTS AND PROVISIONS OF THE EMPLOYMENT AGREEMENT ARE AND
         SHALL REMAIN IN FULL FORCE AND EFFECT AND ALL REFERENCES THEREIN TO
         SUCH EMPLOYMENT AGREEMENT SHALL HENCEFORTH REFER TO THE EMPLOYMENT
         AGREEMENT AS AMENDED BY THIS AMENDMENT. THIS AMENDMENT SHALL BE DEEMED
         INCORPORATED INTO, AND A PART OF, THE EMPLOYMENT AGREEMENT.

         COUNTERPARTS. THIS AMENDMENT MAY BE EXECUTED IN ANY NUMBER OF
         COUNTERPARTS, EACH OF WHICH SHALL BE DEEMED AN ORIGINAL, BUT ALL SUCH
         COUNTERPARTS TOGETHER SHALL CONSTITUTE BUT ONE AND THE SAME INSTRUMENT.

         IN WITNESS WHEREOF, we have set our hands hereto as of the date first
above written

ENDOLOGIX, INC.

/s/ Xxxx XxXxxxxxx
-----------------------------------------
By: Xxxx XxXxxxxxx
Its:  Board Member, CEO and President

EXECUTIVE

/s/ Xxxxxxxx X. Xxxxx
-----------------------------------------

Xxxxxxxx X. Xxxxx

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