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

                                  Schedule 13D

                    Under the Securities Exchange Act of 1934

                                (Amendment No. 1)

                   Integra LifeSciences Holdings Corporation 
                                (Name of Issuer)

                          Common Stock Par Value $.01 
                         (Title of Class of Securities)

                                   457985208 
                                 (CUSIP Number)

                                 Stuart M. Essig
                  c/o Integra LifeSciences Holdings Corporation
                              311 Enterprise Drive
                          Plainsboro, New Jersey 08536

                                 With a copy to:

                                Jonathan B. Levy
                           Lindquist & Vennum P.L.L.P.
                                 4200 IDS Center
                          Minneapolis, Minnesota 55402
                                 (612) 371-5211

                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)

                                 January 3, 2006
             (Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), 13d-1(f) or 13(d)-1(g), check the following
box. [ ]

Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7 for other parties
to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).











----------------------
CUSIP No.    457985208
----------------------
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    1      Names of reporting persons
           S.S. or I.R.S. Identification No. of above persons

           Stuart M. Essig
---------- --------------------------------------------------------------------
    2      Check the appropriate box if a member of a group 
           (see instructions)      (a) [   ]                           
                                   (b) [   ]
---------- --------------------------------------------------------------------
    3      SEC use only

---------- --------------------------------------------------------------------
    4      Source of funds (see instructions)

           PF
---------- --------------------------------------------------------------------
    5      Check if disclosure of legal proceedings is required pursuant 
           to items  2(d) or 2(e) [   ]

---------- --------------------------------------------------------------------
    6      Citizenship or place of organization

           United States
---------- --------------------------------------------------------------------
Number of           7        Sole voting power

shares                       1,947,326*

beneficially        -------- --------------------------------------------------
                    8        Shared voting power
owned by
                             54,358
each                -------- --------------------------------------------------
                    9        Sole dispositive power
reporting
                             1,947,326*
person with         -------- --------------------------------------------------
                    10       Shared dispositive power

                             54,358
---------- --------------------------------------------------------------------
   11      Aggregate amount beneficially owned by each reporting person

           2,001,684*
---------- --------------------------------------------------------------------
   12      Check box if the aggregate amount in row (11) excludes certain 
           shares  [   ]

           (See instructions)
---------- --------------------------------------------------------------------
   13      Percent of class represented by amount in row (11)

           6.9%
---------- --------------------------------------------------------------------
   14      Type of reporting person (See instructions)

           IN
---------- --------------------------------------------------------------------
* Includes 1,031,943 shares of common stock underlying options to purchase
common stock. Options to purchase 520,231 shares of common stock are exercisable
as of, or within 60 days of, January 3, 2006. Although shares underlying all
options held by Mr. Essig are included in the amounts set forth on lines 7, 9
and 11, Mr. Essig disclaims beneficial ownership of the 511,712 shares of common
stock underlying options not exercisable as of, or within 60 days of, January 3,
2006.






This Amendment No. 1 ("Amendment No. 1") amends and supplements the statement on
Schedule 13D initially filed on November 14, 2005 (the "Original Filing" and, as
amended, the "Schedule 13D") by Stuart M. Essig with respect to Common Stock,
$.01 par value (the "common stock"), of Integra LifeSciences Holdings
Corporation (the "Company"). Capitalized terms used and not defined in this
Amendment No. 1 have the meanings set forth in the Schedule 13D.

Item 5.           Interest in Securities of Issuer

                  Item 5 of the Original Filing is hereby amended and restated
                  in its entirety as follows:

                  (a) Aggregate number and percentage of class beneficially 
                      owned:

                           As of January 3, 2006, Mr. Essig may be deemed to be
                           the beneficial owner of 2,001,684 shares of common
                           stock. This ownership consists of the following:

                           (i) 915,383 shares of common stock held directly by
                           Mr. Essig;

                           (ii) 54,358 shares of common stock held by the Essig
                           Enright Family Foundation (the "Foundation"), of
                           which Mr. Essig and his wife are two of the three
                           trustees; and

                           (iii) 1,031,943 shares of common stock underlying
                           options to purchase common stock (of which options to
                           purchase 520,231 shares of common stock are 
                           exercisable as of, or within 60 days of, 
                           January 3, 2006).

                           Based on calculations made in accordance with Rule
                           13d-3(d), Mr. Essig may be deemed the beneficial
                           owner of 6.9% of the outstanding shares of common
                           stock. This calculation is based on 28,170,091 shares
                           of common stock outstanding and includes options to
                           purchase 511,712 shares of common stock held by Mr.
                           Essig that are not exercisable as of, or within 60
                           days of, January 3, 2006.

                           Mr. Essig disclaims beneficial ownership of the
                           511,712 shares of common stock underlying options not
                           exercisable as of, or within 60 days of, January 3,
                           2006. Excluding these shares, Mr. Essig would be
                           deemed the beneficial owner of 1,489,972 shares of
                           commons stock (or 5.2% of the outstanding shares of
                           common stock).

                  (b) Voting and Dispositive Power:

                           Mr. Essig has sole voting and dispositive power over
                           1,947,326 shares that may be deemed to be
                           beneficially owned by him as of January 3, 2006. This
                           consists of the following (i) the 915,383 shares of
                           common stock held directly by Mr. Essig and (ii)
                           1,031,943 shares of common stock underlying options
                           to purchase common stock, of which Mr. Essig
                           disclaims beneficial ownership with respect to
                           511,712 shares of common stock as set forth in Item
                           5(a).

                           Mr. Essig may be deemed to have shared voting and
                           dispositive power over the 54,358 shares of common
                           stock held by the Foundation.




                  (c) Transactions within the past 60 days:

                           On December 19, 2005, Mr. Essig was granted options
                           to purchased 200,000 shares of common stock. The
                           exercise price of these options is $35.57 per share.
                           One-fourth of these shares become exercisable upon 
                           the one-year anniversary of the grant, and the 
                           remaining shares become exercisable monthly 
                           thereafter over the next 36 months. The options 
                           expire on December 19, 2015.

                           On January 3, 2006, the Company delivered 750,000
                           shares of common stock to Mr. Essig, and Mr. Essig
                           subsequently sold 340,000 of such shares in a
                           privately negotiated transaction on such date at a
                           price of $34.70 per share pursuant to a previously
                           disclosed Rule 10b5-1 plan. The 750,000 shares of 
                           common stock were issued to Mr. Essig pursuant to an
                           award of Restricted Units made to him in 2000. See 
                           Item 6 below for a description of the terms of these 
                           Restricted Units and the Rule 10b5-1 plan.

                  (d) Right to Direct the Receipt of Dividends: Not applicable.

                  (e) Last Date on Which Reporting Person Ceased to be a 5% 
                      Holder: Not Applicable.

Item 6.           Contracts, Arrangements, Understandings or Relationships with 
                  Respect to Securities of the Issuer.
                  
                  Item 6 of the Original Filing is hereby amended and restated
                  in its entirety as follows:

                  2004 Employment Agreement and Related Agreements

                  In connection with a Second Amended and Restated Employment
                  Agreement that Mr. Essig and the Company entered into in July
                  2004, the Company granted Mr. Essig a non-qualified stock
                  option to purchase 250,000 shares of common stock and an award
                  of fully vested 750,000 restricted units in the form of
                  contract stock ("Restricted Units"). Under the employment
                  agreement, Mr. Essig is also entitled to an annual option
                  grant of between 100,000 and 200,000 shares as determined by
                  the Company's compensation committee. The exercise price of
                  each option grant is at fair market value on the date of
                  grant, and the option term is ten years. Each option grant
                  vests in accordance with the following schedule subject to Mr.
                  Essig's continued employment: one-fourth of the shares become
                  exercisable upon the one-year anniversary of the grant, and
                  the remaining shares vest monthly with respect to 1/36th on
                  the first business day of each following month. The option
                  grants contain typical acceleration provisions in the event of
                  a change in control of the Company, termination of employment
                  without cause by the Company or termination of employment by
                  Mr. Essig for a good reason. The Second Amended and Restated
                  Employment Agreement, the Stock Option Grant and Agreement
                  relating to the option to purchase 250,000 shares of common
                  stock and the form of Stock Option Grant and Agreement for Mr.
                  Essig's annual option grants are set forth as Exhibits 7(a),
                  7(f) and 7(h), respectively, to the Original Filing and
                  incorporated by reference herein.

                  Each Restricted Unit represents the right to receive one share
                  of the Company's common stock. The shares of the Company's
                  common stock underlying the Restricted Units ("Unit Shares")
                 



                  generally shall be delivered to Mr. Essig on the first
                  business day following his termination of employment or
                  retirement, or earlier if a change in control of the Company
                  occurs or Mr. Essig becomes subject to taxation on any
                  Restricted Units before the scheduled delivery date (or
                  deferral date, if applicable). However, unless previously
                  delivered, if Mr. Essig's employment with the Company is
                  terminated for cause or Mr. Essig voluntarily leaves his
                  employment with the Company prior to December 31, 2009 (other
                  than for good reasons or due to disability), then the Unit
                  Shares will not be distributed to Mr. Essig until the first
                  business day of the calendar year 2017. Additionally, Mr.
                  Essig has a one-time right to defer the delivery of the Unit
                  Shares so long as such election is (a) made at least 12 months
                  prior to the otherwise applicable delivery date and (b) the
                  deferral delivery date is at least five years beyond the
                  scheduled delivery date, but not beyond June 30, 2029. The
                  Contract Stock/Restricted Units Agreement relating to this
                  grant is set forth as Exhibit 7(g) to the Original Filing and
                  incorporated by reference herein.

                  2000 Restricted Unit Issuance

                  Mr. Essig received a Restricted Unit award in 2000 that
                  entitled him to receive an aggregate 1,250,000 shares of
                  common stock. Of the 1,250,000 shares, 750,000 shares were
                  delivered on January 3, 2006 and the remaining 500,000 shares
                  of common stock are deliverable on March 4, 2008. Of the
                  750,000 shares that were delivered on January 3, 2006, 340,000
                  shares were subsequently sold by Mr. Essig on that date
                  pursuant to a previously disclosed Rule 10b5-1 plan. The
                  Restricted Units Agreement relating to this grant is set forth
                  as Exhibit 7(e) to the Original Filing and incorporated by
                  reference herein.

                  Registration Rights

                  The Company has also granted Mr. Essig registration rights
                  with respect to the shares of common stock underlying his
                  option and Restricted Unit grants. These registration rights
                  provisions are set forth as Exhibits 7(i), 7(j) and 7(k) to
                  the Original Filing and incorporated by reference herein.

                  Sale Plans Under Rule 10b5-1

                  Mr. Essig entered into two sales plans pursuant to Rule 10b5-1
                  under the Act with a registered broker-dealer. One plan
                  provided for the sale of 340,000 shares of the 750,000 shares
                  of common stock underlying Restricted Units and issued to Mr.
                  Essig on January 3, 2006. This plan was entered into to enable
                  Mr. Essig to obtain proceeds to cover tax liabilities
                  associated with his receipt of the 750,000 shares of common
                  stock. The other plan provides for the sale of up to 200,000
                  shares of common stock underlying options (and the exercise of
                  the related options) at specified prices. On January 3, 2006,
                  Mr. Essig sold 340,000 shares pursuant to the first 10b5-1
                  plan described above.



                  Variable Forward Sale Agreement

                  Mr. Essig has entered into a variable forward sale agreement
                  with Credit Suisse First Boston Capital LLC ("CS First
                  Boston") pursuant to which CS First Boston may sell 500,000
                  shares of common stock owned by Mr. Essig. The agreement
                  requires Mr. Essig to deliver to CS First Boston on March 28,
                  2013 between 264,550 and 500,000 shares of common stock or the
                  cash equivalent of such shares at the election of Mr. Essig.
                  The amount of shares or cash equivalent will depend upon the
                  average price of the common stock in the 20 trading days prior
                  to and including the settlement date. In connection with this
                  agreement, Mr. Essig pledged 500,000 shares of common stock to
                  CS First Boston. Mr. Essig retains voting power with respect
                  to these shares pending the settlement of this contract.


                                    Signature

         After reasonable inquiry and to the best of his knowledge and belief,
the undersigned certify that the information set forth in this statement is
true, complete and correct.

Dated:  January 4, 2006


                            Name /s/ Stuart M. Essig