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Ownership Document |
Schema Version: X0202 |
Document Type: 4/A |
Period of Report: 11/18/04 |
Date of Original Submission: 11/22/04 |
Not Subject to Section 16: 0 |
Issuer: |
| Issuer CIK: 913443 |
| Issuer Name: CAMBRIDGE HEART INC |
| Issuer Trading Symbol: CAMH |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1239964 |
| | Owner Name: AFB FUND LLC |
| Reporting Owner Address: |
| | Owner Street 1: |
| | Owner Street 2: 2050 CENTER AVENUE |
| | Owner City: FORT LEE, |
| | Owner State: NJ |
| | Owner ZIP Code: 07024 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1239961 |
| | Owner Name: BLUMBERG LIFE SCIENCES FUND LP |
| Reporting Owner Address: |
| | Owner Street 1: |
| | Owner Street 2: 2050 CENTER AVENUE |
| | Owner City: FORT LEE, |
| | Owner State: NJ |
| | Owner ZIP Code: 07024 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1239959 |
| | Owner Name: BLUMBERG LIFE SCIENCES FUND LTD |
| Reporting Owner Address: |
| | Owner Street 1: |
| | Owner Street 2: 2050 CENTER AVENUE |
| | Owner City: FORT LEE, |
| | Owner State: NJ |
| | Owner ZIP Code: 07024 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1239963 |
| | Owner Name: BLUMBERG CAPITAL ADVISORS LLC |
| Reporting Owner Address: |
| | Owner Street 1: 2050 CENTER AVENUE |
| | Owner Street 2: |
| | Owner City: FORT LEE, |
| | Owner State: NJ |
| | Owner ZIP Code: 07024 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1241459 |
| | Owner Name: BLUMBERG CAPITAL MANAGEMENT LLC |
| Reporting Owner Address: |
| | Owner Street 1: |
| | Owner Street 2: 2050 CENTER AVENUE |
| | Owner City: FORT LEE, |
| | Owner State: NJ |
| | Owner ZIP Code: 07024 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1239960 |
| | Owner Name: BLUMBERG LOUIS |
| Reporting Owner Address: |
| | Owner Street 1: |
| | Owner Street 2: 2050 CENTER AVENUE |
| | Owner City: FORT LEE, |
| | Owner State: NJ |
| | Owner ZIP Code: 07024 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1239965 |
| | Owner Name: BLUMBERG LAURENCE J |
| Reporting Owner Address: |
| | Owner Street 1: |
| | Owner Street 2: 2050 CENTER AVENUE |
| | Owner City: FORT LEE, |
| | Owner State: NJ |
| | Owner ZIP Code: 07024 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 11/18/04 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 89,000 |
| | | Transaction Price Per Share: |
| Value: 0.5582 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 2,093,272 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: See footnotes |
| Footnote ID: F1 |
| Footnote ID: F2 |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 316,500 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: See footnotes |
| Footnote ID: F1 |
| Footnote ID: F3 |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 466,128 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: See footnotes |
| Footnote ID: F1 |
| Footnote ID: F4 |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 63,180 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: See footnotes |
| Footnote ID: F1 |
| Footnote ID: F5 |
Footnotes: |
| Footnote - F1: Each of the Reporting Persons and the joint filers (individually, each a "Reporting Person" and collectively, the "Reporting Persons") disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. The Reporting Persons may be deemed to be a "group" for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, and are reporting beneficial ownership of the securities held by each of the other Reporting Persons as if beneficially owned by each Reporting Person. The information contained in Table I and Table II of this Form 4 replaces, in its entirety, the Form 4 filed 11/22/04. |
| Footnote - F2: These securities are held by AFB Fund, LLC ("AFB"), a New Jersey limited liability company of which Louis Blumberg is the manager and Laurence J. Blumberg is a member. By virtue of Louis Blumberg's position as a manager of AFB, he may be deemed to beneficially own the securities of AFB. By virtue of Laurence J. Blumberg's position as a member of AFB, he may be deemed to beneficially own the securities held by AFB. |
| Footnote - F3: These securities are held by Laurence J. Blumberg. |
| Footnote - F4: These securities are held by Blumberg Life Sciences Fund, L.P. ("BLSF"). Blumberg Capital Advisors, L.L.C. ("BCA"), the general partner of BLSF, may be deemed to beneficially own these securities by virtue of its position as general partner of BLSF. Blumberg Capital Management, L.L.C. ("BCM") has been delegated investment advisory responsibilities by BCA. BCM may be deemed to beneficially own the securities held by BLSF by virtue of BCM's position as investment manager of BLSF. Laurence J. Blumberg is the managing member of BCM and BCA. By virtue of his position as the managing member of BCM and BCA, Laurence J. Blumberg may be deemed to beneficially own the securities held by BLSF. |
| Footnote - F5: These securities are held by Blumberg Life Sciences Fund, Ltd. ("BLS"). BCM is the investment manager of BLS and may be deemed to beneficially own the securities held by BLS by virtue of its position as investment manager of BLS. By virtue of his position as the managing member of BCM, Laurence J. Blumberg may be deemed to beneficially own the securities held by BLS. |
Remarks: *** Each of the Reporting Persons disclaims beneficial ownership in the securities reported herein except to the extent of his or its pecuniary interest herein. |
Owner Signature: |
| Signature Name: /s/ Louis Blumberg, Manager for AFB Fund, LLC*** |
| Signature Date: 3/11/05 |
Owner Signature: |
| Signature Name: /s/ Laurence J. Blumberg*** |
| Signature Date: 3/11/05 |
Owner Signature: |
| Signature Name: /s/ Louis Blumberg*** |
| Signature Date: 3/11/04 |
Owner Signature: |
| Signature Name: /s/ Laurence J. Blumberg, Director for Blumberg Capital Management, L.L.C.*** |
| Signature Date: 3/11/05 |
Owner Signature: |
| Signature Name: /s/ Laurence J. Blumberg, Director for Blumberg Life Sciences Fund, L.P. *** By Blumberg Capital Advisors, LLC, General Partner |
| Signature Date: 3/11/05 |
Owner Signature: |
| Signature Name: /s/ Laurence J. Blumberg, Principal for Blumberg Life Sciences Fund, Ltd.*** |
| Signature Date: 3/11/05 |
Owner Signature: |
| Signature Name: /s/ Laurence J. Blumberg, Director for Blumberg Capital Advisors, LLC*** |
| Signature Date: 3/11/05 |