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SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 SCHEDULE 13G
Under the Securities Exchange Act of 1934 (Amendment No. 1).
Aastrom Biosciences, Inc.
__________________________________________________________
(Name of Issuer)
______________________Common Capital Stock_________________
(Title of Class of Securities)
00253U10
__________________________________________________________
(CUSIP)
. * 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. 00253U10
_____________________________________________________________________
1) Names of Reporting Persons S. S. or I.R.S. Identification Nos. of Above
Persons: The Kaufmann Fund, Inc. TIN # 13-2605091
2) Check the Appropriate Box if a Member of a Group
(a)
(b)
3) SEC Use Only:_______________________________
4) Citizenship or Place of Organization: United States
Number of (5) Sole Voting Power: 2,550,000 shs:
Shares Bene-
ficially (6) Shared Voting Power: N/A
Owned by
Each Report- (7) Sole Dispositive Power: 2,550,000 shs
ing Person
With (8) Shared Dispositive Power: N/A
9) Aggregate Amount Beneficially Owned by Each Reporting Person:
2,550,000 shs
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
11) Percent of Class Represented by Amount in Row 9: 19.17 %
12) Type of Reporting Person (See Instructions): IV
Item 1(a)
Name of Issuer: Aastrom Biosciences, Inc.
Item l(b)
Address of Issuer's Principal Executive Office: Dominos Farms Lobbl L
24 Frank Lloyd Wright Drive
Ann Arbor, MI 48106
Item 2(a)
Name of Person Filing: The Kaufmann Fund, Inc.
Item 2(b)
Address of Principal Business Office or, if none, Residence: 140 E. 45th Street,
43rd Floor, New York, NY 10017
Item 2(c)
Citizenship: United States
Item 2(d)
Title of Class of Securities: Common Capital Stock
Item 2(e)
CUSIP Number:
Item 3
If this statement is filed pursuant to Rules 13d-l(b), or 13d-2(b), check
whether the person filing is a:
(a) ____Broker of Dealer registered under Section 15 of the Act.
(b) ____Bank as defined in section 3(a)(6) of the Act.
(c) ____Insurance Company as defined in section 3(a)(19) of the Act.
(d) _X__Investment Company registered under section 8 of the
Investment Company Act.
(e) ____Investment Adviser registered under section 203 of
the Investment Advisers Act of 1940.
` (f) ____Employee Benefit Plan, Pension Fund which is subject to
the provisions of the Employee Retirement Income
Security Act of 1974 or Endowment Fund; see Section
240.13d-l(b)(1)(ii)(F).
(g) ____Parent Holding Company in accordance with Section
240.13d-l(b)(ii)(G) (Note: See Item 7).
(h) ____Group, in accordance with Section 240-13d-l(b)(1)(ii)(H).
Item 4
Ownership.
If the percent of the class owned, as of December 31 of the year covered
by the statement, or as of the last day of any month described in
Rule13d-1(b)(2), if applicable, exceeds five percent, provide the following
information as of that date and identify those shares which there is a right to
acquire.
(a) Amount Beneficially Owned: 2,550,000 shs
(b) Percent of Class: 19.17 %
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 2,550,000 shs
(ii) shared power to vote or to direct the vote :N/A
(iii) sole power to dispose or to direct the disposition
of: 2,550,000 shs
(iv) shared power to dispose or to direct the disposition
of: N/A
Instruction: For computations regarding securities which represent a right to
acquire an underlying security see Rule 13d-3(d)(1).
Item 5
Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following ( x )
Item 6
Ownership of More than Five Percent on Behalf of Another Person. N/A
Item 7
Identification and Classification of the Subsidiary Which Acquired the Security
Being Reported on By the Parent Holding Company. N/A
Item 8
Identification and Classification of Members of the Group. N/A
Item 9
Notice of Dissolution of Group. N/A
Item 10
Certification.
The following certification shall be included if the statement is filed
pursuant to Rule 13d-l(b):
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the effect
of changing or influencing the control of the issuer of such securities and
were not acquired in connection with or as a participant in an transaction
having such purposes or effect.
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.
Date: December 10, 1997
Signature___________________________
ANTHONY W. TOOGOOD
Name
__Vice-President_________
Title