FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Consonance Capital Management LP

2. Date of Event Requiring Statement (MM/DD/YYYY)
10/7/2014 

3. Issuer Name and Ticker or Trading Symbol

AASTROM BIOSCIENCES INC [ASTM]

(Last)        (First)        (Middle)

1370 AVENUE OF THE AMERICAS, SUITE 3301

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            ___ X ___ 10% Owner
_____ Officer (give title below)          _____ Other (specify below)

(Street)

NEW YORK, NY 10019       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

9/24/2014 

6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ 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   2352940   I   See Footnote   (1)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: 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

Explanation of Responses:
( 1)  Consonance Capital Management, L.P. ("Management") is the indirect beneficial owner of the shares of Common Stock, no par value, held by Consonance Capital Master Account, LP (the "Master Account"). Consonance Capman GP, LLC ("Capman") is the general partner of Management. Management receives an asset-based fee, but has no pecuniary interest. Mitchell Blutt is the manager and member of Capman and has a pecuniary interest in the shares held by the Master Account as the manager and member of the general partner of the Master Account and thereby is entitled to a portion of the profits allocation. Each of Mr. Blutt, Management and Capman disclaim their beneficial ownership except to the extent of their pecuniary interest.

Remarks:
As of the filing of this amendment we are no longer a 10% owner due to dilution.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Consonance Capital Management LP
1370 AVENUE OF THE AMERICAS
SUITE 3301
NEW YORK, NY 10019

X

Consonance Capman GP, LLC
1370 AVENUE OF AMERICA
SUITE 3301
NEW YORK, NY 10019

X

BLUTT MITCHELL J MD
1370 AVENUE OF THE AMERICA
SUITE 3301
NEW YORK, NY 10019

X


Signatures
/s/ Mitchell J. Blutt, M.D. (Consonance Capital Management LP) 10/8/2014
** Signature of Reporting Person Date

/s/ Mitchell J. Blutt, M.D. (Consonance Capman GP, LLC) 10/8/2014
** Signature of Reporting Person Date

/s/ Mitchell J. Blutt, M.D. 10/8/2014
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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