Ownership Submission
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  EASTON CAPITAL PARTNERS L P
 2. Date of Event Requiring Statement (Month/Day/Year)
12/29/2008		 3. Issuer Name and Ticker or Trading Symbol
CARDIOVASCULAR SYSTEMS INC [CSII]
(Last)
(First)
(Middle)
641 LEXINGTON AVE		 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 Original Filed(Month/Day/Year)
(Street)

NEW YORK, NY 10022		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 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
Series A Conv Preferred Stock   (1)   (1) Common Stock 616,197 $ (1) D  
Warrant 07/19/2006 07/19/2011 Series A Conv Preferred Stock 87,499 $ 5.71 D  
Series A Conv Preferred Stock   (1)   (1) Common Stock 616,197 $ (1) I Held by Easton Hunt Capital Partners, L.P.
Warrant 07/19/2006 07/19/2011 Series A Conv Preferred Stock 87,499 $ 5.71 I Held by Easton Hunt Capital Partners, L.P.
Warrant 09/12/2008 09/12/2013 Common Stock 166,667 $ 6 I Held by Easton Hunt Capital Partners, L.P.

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
EASTON CAPITAL PARTNERS L P
641 LEXINGTON AVE
NEW YORK, NY 10022		     X    

Signatures

/s/ Carlye S. Landin as Attorney-in-Fact for Easton Capital Partners LP pursuant to Power of Attorney filed herewith. 12/29/2008
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Each share of Series A convertible preferred stock is convertible at any time, at the holder's election, into 1.01 shares of common stock and has no expiration date.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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