SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* O'Dwyer Donal (Last) (First) (Middle) 12988 VALLEY VIEW ROAD (Street) EDEN PRAIRIE MN 55344 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/14/2012	3. Issuer Name and Ticker or Trading Symbol Sunshine Heart, Inc. [ SSH ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year) 02/14/2012
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	686(1)	D
Common Stock	10,370	I	Family Trust(2)
Common Stock	38,791	I	Pension Trust(3)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (right to buy)	(4)	07/05/2014	Common Stock	485	101.74	D
Employee Stock Option (right to buy)	(5)	08/17/2021	Common Stock	11,200	7.1218	D
Common Stock Warrant (right to buy)	(6)	12/08/2014	Common Stock	9,150	6.5114	D

Explanation of Responses:

1. This Form 3 amends the number of securities directly beneficially owned by the reporting person.

2. Dundrum Investments P/I is the trustee and the reporting person's spouse has the authority to change the trustee.

3. The reporting person and his spouse jointly have the power to make investment and voting decisions.

4. Fully vested.

5. This Form 3 amends the vesting schedule of this option. The option vests as to 1/48 of the shares each month with (i) 5 months of shares vesting on August 18, 2011 and (ii) the remaining shares vesting equally for 43 consecutive months commencing September 17, 2011.

6. Immediately exercisable.

	/s/ Jeffrey Mathiesen, Chief Financial Officer	05/02/2012
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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