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* AKANTHOS CAPITAL MANAGEMENT LLC (Last) (First) (Middle) 21700 OXNARD ST SUITE 1520 (Street) WOODLAND HILLS CA 91367-7584 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 11/11/2009	3. Issuer Name and Ticker or Trading Symbol Fibrocell Science, Inc. [ FCSC ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			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	1,581,565	I	SEE FOOTNOTES(1)(2)(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

1. Name and Address of Reporting Person* AKANTHOS CAPITAL MANAGEMENT LLC (Last) (First) (Middle) 21700 OXNARD ST SUITE 1520 (Street) WOODLAND HILLS CA 91367-7584 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Michael Kao (Last) (First) (Middle) 21700 OXNARD STREET SUITE 1520 (Street) WOODLAND HILLS CA 91367-7584 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. This statement is filed by and on behalf of each of Akanthos Capital Management, LLC ("ACM") and Michael Kao ("Mr. Kao"). ACM acts as the investment adviser and general partner to, and manages investment and trading accounts of, other persons, including Akanthos Arbitrage Master Fund, L.P. ("AAMF") and a certain managed account ("Managed Account"). ACM may be deemed, through investment advisory contracts or otherwise, to beneficially own securities owned by other persons, including AAMF and the Managed Account. Mr. Kao is the Manager of ACM and may be deemed to beneficially own securities owned by ACM.

2. These shares of the issuer's common stock, par value $0.001 per share ("Shares") are held for the account of AAMF and the Managed Account. Reporting persons hold approximately 10.78% (1,581,565 Shares of the issuer), consisting of: (A) 1,320,700 Shares held for the account of AAMF; and (B) 260,865 Shares held for the account of the Managed Account. As per the information provided by the issuer in its most recently filed Form 10-Q, the issuer had 14,666,666 Shares outstanding as of November 20, 2009.

3. Each reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Act or otherwise, the beneficial owner of any securities covered by this statement. Each reporting person disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such person in such securities.

	By: /s/ Michael Kao, Manager of Akanthos Capital Management, LLC	12/03/2009
	By: /s/ Michael Kao, an individual	12/03/2009
	** 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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