VIVE Viveve Medical Inc

This Amendment No. 2 (this " Amendment ") modifies and supplements the 13G initially filed on May 20, 2015, as amended by Amendment No. 1 filed on February 16, 2016  (together, the " Statement "), with respect to the common stock, no par value per share (the " Common Stock "), of Viveve Medical, Inc., a Delaware corporation (the " Company "). Except to the extent supplemented by the information contained in this Amendment, the Statement, as amended as provided herein, remains in full force and effect. Capitalized terms used herein without definition have the respective meanings ascribed to them in the Statement.

Item 4 should be deleted in its entirety and replaced with the following: .

(a)

Item 4 .

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. [Information set forth below is on the basis of 10,648,407 shares of common stock issued and outstanding as of November 10, 2016 as reported in the Company's Form 10Q filed with the Securities and Exchange Commission on November 10, 2016.]

(i) Wexford Spectrum Investors LLC

(a)

Amount beneficially owned: 627,123

(b)

Percent of class: 5.89%

(c)

Number of shares to which the person has: 627,123

(i)

Sole power to vote or to direct the vote: 0

(ii)

Shared power to vote or to direct the vote: 627,123

(iii)

Sole power to dispose or to direct the disposition of: 0

(iv)

Shared power to dispose or to direct the disposition of:  627,123

(ii) Wexford Capital LP

(a)

Amount beneficially owned: 627,123

(b)

Percent of class: 5.89%

(c)

Number of shares to which the person has:

(i)

Sole power to vote or to direct the vote: 0

(ii)

Shared power to vote or to direct the vote: 627,123

(iii)

Sole power to dispose or to direct the disposition of: 0

(iv)

Shared power to dispose or to direct the disposition of: 627,123

(iii) Wexford GP LLC

(a)

Amount beneficially owned: 627,123

(b)

Percent of class: 5.89%

(c)

Number of shares to which the person has:

(i)

Sole power to vote or to direct the vote: 0

(ii)

Shared power to vote or to direct the vote: 627,123

(iii)

Sole power to dispose or to direct the disposition of: 0

(iv)	Shared power to dispose or to direct the disposition of: 627,123

(iv) Charles E. Davidson

(a)

Amount beneficially owned: 627,123

(b)

Percent of class: 5.89%

(c)

Number of shares to which the person has:

(i)

Sole power to vote or to direct the vote: 0

(ii)

Shared power to vote or to direct the vote: 627,123

(iii)

Sole power to dispose or to direct the disposition of: 0

(iv)

Shared power to dispose or to direct the disposition of: 627,123

(v) Joseph M. Jacobs

(a)

Amount beneficially owned: 627,123

(b)

Percent of class: 5.89%

(c)

Number of shares to which the person has:

(i)

Sole power to vote or to direct the vote: 0

(ii)

Shared power to vote or to direct the vote: 627,123

(iii)

Sole power to dispose or to direct the disposition of: 0

(iv)

Shared power to dispose or to direct the disposition of: 627,123

Wexford Capital LP (" Wexford Capital ") may, by reason of its status as manager of Wexford Spectrum Investors LLC (" WSI ), be deemed to own beneficially the securities of which WSI possesses beneficial ownership. Wexford GP LLC (" Wexford GP ") may, as the General Partner of Wexford Capital, be deemed to own beneficially the securities of which WSI possesses beneficial ownership. Each of Charles E. Davidson (" Davidson ") and Joseph M. Jacobs (" Jacobs ") may, by reason of his status as a controlling person of Wexford GP, be deemed to own beneficially the securities of which WSI possesses beneficial ownership. Each of Wexford Capital, Wexford GP, Davidson and Jacobs share the power to vote and to dispose of the securities beneficially owned by WSI.  Each of Wexford Capital, Wexford GP, Davidson and Jacobs disclaim beneficial ownership of the securities owned by WSI and this report shall not be deemed as an admission that they are the beneficial owners of such securities except, in the case of Davidson and Jacobs, to the extent of their respective interests in the members of WSI.

SIGNATURE

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

DATED: February 8, 2017