SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
X	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* WS CAPITAL LLC (Last) (First) (Middle) 300 CRESCENT COURT SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol WORLD HEART CORP [ WHRT ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner Officer (give title below) X Other (specify below) Former 10% Holder
	3. Date of Earliest Transaction (Month/Day/Year) 07/26/2005
	4. If Amendment, Date of Original Filed (Month/Day/Year) 07/28/2005	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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/26/2005		X		1,600,000(2)	A	$1	1,604,993	I	See Footnotes(1)(10)
Common Stock	07/26/2005		C		896,432(3)	A	$1.25	2,501,425	I	See Footnotes(1)(10)
Common Stock	07/26/2005		P		21,279(4)	A	$1.3589	2,522,704(5)	I	See Footnotes(1)(10)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrants (right to buy)	$1(6)	07/26/2005		X			1,600,000	09/15/2004	09/15/2009	Common Stock	1,600,000	(7)	0	I	See Footnote(8)
Convertible Debentures (right to buy)	$1.25	07/26/2005		C			$1,120,539	09/15/2004	09/15/2009	Common Stock	896,432	$1,120,539	$0	I	See Footnote(9)

1. Name and Address of Reporting Person* WS CAPITAL LLC (Last) (First) (Middle) 300 CRESCENT COURT SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Former 10% Holder

1. Name and Address of Reporting Person* WS CAPITAL MANAGEMENT LP (Last) (First) (Middle) 300 CRESCENT COURT SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Former 10% Holder

1. Name and Address of Reporting Person* WSV MANAGEMENT L L C (Last) (First) (Middle) 300 CRESCENT COURT SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Former 10% Holder

1. Name and Address of Reporting Person* WS OPPORTUNITY FUND INTERNATIONAL LTD (Last) (First) (Middle) 300 CRESCENT COURT SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Former 10% Holder

1. Name and Address of Reporting Person* WS VENTURES MANAGEMENT L P (Last) (First) (Middle) 300 CRESCENT COURT SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Former 10% Holder

1. Name and Address of Reporting Person* WS Opportunity Fund L P (Last) (First) (Middle) 300 CRESCENT COURT SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Former 10% Holder

1. Name and Address of Reporting Person* WS Opportunity Fund QP L P (Last) (First) (Middle) 300 CRESCENT COURT SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Former 10% Holder

1. Name and Address of Reporting Person* SMITH G STACY (Last) (First) (Middle) 300 CRESCENT COURT SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Former 10% Holder

1. Name and Address of Reporting Person* WALKER REID S (Last) (First) (Middle) 300 CRESCENT COURT SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Former 10% Holder

1. Name and Address of Reporting Person* WALKER PATRICK P (Last) (First) (Middle) 300 CRESCENT COURT SUITE 1111 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Former 10% Holder

Explanation of Responses:

1. This Form 4 is filed on behalf of WS Capital, L.L.C. (WS Capital), WS Capital Management, L.P. (WSCM), WSV Management, L.L.C. (WSV), WS Ventures Management, L.P. (WSVM), Walker Smith Capital, L.P. (WSC), Walker Smith Capital (Q.P.), L.P. (WSCQP), Walker Smith International Fund, Ltd. (WS International), WS Opportunity Fund, L.P. (WSO), WS Opportunity Fund (Q.P.), L.P. (WSOQP), WS Opportunity Fund International, Ltd. (WSO International), Reid S. Walker, G. Stacy Smith and Patrick P. Walker (collectively, the Filing Persons). Reid S. Walker and G. Stacy Smith are the sole principals of WS Capital, and Reid S. Walker, G. Stacy Smith and Patrick P. Walker are the sole principals of WSV. WS Capital is the general partner of WSCM, which is the general partner of WSC and WSCQP and the agent and attorney-in-fact for WS International. WSV is the general partner of WSVM, which is the general partner of WSO and WSOQP and the agent and attorney-in-fact for WSO International.

2. Represents shares acquired by WS International (497,120), WSO International (226,640), WSOQP (206,080), WSC (79,360), WSO (167,280), and WSCQP (423,520).

3. Represents shares acquired by WS International (268,325), WSO International (128,129), WSOQP (116,569), WSC (39,360), WSO (94,596), and WSCQP (249,453).

4. Represents shares acquired by WS International (6,370), WSO International (3,041), WSOQP (2,767), WSC (934), WSO (2,245), and WSCQP (5,922). The shares were acquired through conversion of the accrued unpaid interest on the convertible debentures held by such respective entity into shares of the Issuer's common stock pursuant to the terms of the convertible debentures.

5. Represents shares held directly by WS International (772,807), WSO International (358,016), WSOQP (325,522), WSC (122,598), WSO (264,262), and WSCQP (679,499).

6. The exercise price of the warrants was amended from $1.55 per share to $1.00 per share.

7. The warrants were acquired in connection with the respective Reporting Persons' acquisition of the convertible debentures. No separate consideration was paid for issuance of the warrants.

8. Represents warrants held directly by WS International (497,120), WSO International (226,640), WSOQP (206,080), WSC (79,360), WSO (167,280), and WSCQP (423,520).

9. Represents convertible debentures held directly by WS International ($335,406), WSO International ($160,161), WSOQP ($145,711), WSC ($49,200), WSO ($118,245), and WSCQP ($311,816).

10. Each of the Filing Persons hereby expressly disclaims membership in a group under the Securities Exchange Act of 1934 with respect to the securities reported herein, and this Form 4 shall not be deemed to be an admission that any such Filing Person is a member of such a group. Each of the Filing Persons hereby expressly disclaims beneficial ownership of the securities reported herein, other than to the extent of its pecuniary interest therein, and this Form 4 shall not be deemed to be an admission that any such Filing Person is the beneficial owner of the securities reported herein for purposes of the Securities Exchange Act of 1934 or for any other purpose.

Remarks:

This is Part 1 of a an amendment to Form 4 filed jointly by WS Capital LLC, WS Capital Management, L.P., WSV Management, LLC, WS Opportunity Fund Ltd., WS Ventures Management, L.P., WS Opportunity Fund, L.P., WS Opportunity Fund (QP), L.P., Walker Smith Capital, L.P., Walker Smith International Ltd., Walker Smith Capital (QP), L.P., G. Stacy Smith, Reid S. Walker and Patrick P. Walker. The Form 4 and this amendment were each filed in two parts due to the restrictions in the electronic filing process. This amendment is being filed solely to reflect that the Reporting Persons were no longer subject to Section 16 at the time of the initial filing.

	WS Capital, L.L.C., by /s/ Reid S. Walker, Member	02/13/2006
	WS Capital Management, L.P., by WS Capital, L.L.C., its general partner, by /s/ Reid S. Walker, Member	02/13/2006
	WSV Management, L.L.C., by /s/ Reid S. Walker, Member	02/13/2006
	WS Opportunity Fund International, LTD., by WS Ventures Management, L.P., its agent and attorney-in-fact, by WSV Management, L.L.C., by /s/ Reid S. Walker, Member	02/13/2006
	WS Ventures Management, L.P.., by WSV Management, L.L.C., its general partner, by /s/ Reid S. Walker, Member	02/13/2006
	WS Opportunity Fund, L.P., by WS Ventures Management, L.P., its general partner, by WSV Management, L.L.C., its general partner, by /s/ Reid S. Walker, Member	02/13/2006
	WS Opportunity Fund, (Q.P.) L.P., by WS Ventures Management, L.P., its general partner, by WSV Management, L.L.C., its general partner, by /s/ Reid S. Walker, Member	02/13/2006
	/s/ G. Stacy Smith	02/13/2006
	/s/ Reid S. Walker	02/13/2006
	/s/ Patrick P. Walker	02/13/2006
	** Signature of Reporting Person	Date
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* If the form is filed by more than one reporting person, see Instruction 4 (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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