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* FREMONT PARTNERS LP (Last) (First) (Middle) 199 FREMONT STREET SUITE 2300 (Street) SAN FRANCISCO CA 94105 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/23/2004	3. Issuer Name and Ticker or Trading Symbol KINETIC CONCEPTS INC /TX/ [ KCI ]
		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) 02/23/2004
			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	8,655,164	D(1)(2)
Common Stock	2,154,187	D(3)(4)
Common Stock	3,318,502	D(4)(5)
Common Stock	2,125,327	D(4)(6)
Common Stock	3,529	I(7)(8)(9)	see footnotes
Common Stock	3,529	I(9)(10)(11)	see footnotes

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
Stock Option (right to buy)	(12)	08/11/2010	Common Stock	2,941	$17	I(8)(9)(13)	see footnotes
Series A Convertible Preferred Stock	(14)	(15)	Common Stock	2,951,242	$17	D(16)
Series A Convertible Preferred Stock	(14)	(15)	Common Stock	134,282	$17	D(17)
Series A Convertible Preferred Stock	(14)	(15)	Common Stock	1,317,827	$17	D(1)(2)
Series A Convertible Preferred Stock	(14)	(15)	Common Stock	278,746	$17	D(3)(4)

1. Name and Address of Reporting Person* FREMONT PARTNERS LP (Last) (First) (Middle) 199 FREMONT STREET SUITE 2300 (Street) SAN FRANCISCO CA 94105 (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* FREMONT PARTNERS III LP (Last) (First) (Middle) 199 FREMONT STREET SUITE 2300 (Street) SAN FRANCISCO CA 94105 (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* FREMONT KCI CO INVESTMENTS II LLC (Last) (First) (Middle) 199 FREMONT STREET SUITE 2300 (Street) SAN FRANCISCO CA 94105 (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* FREMONT PARTNERS LLC (Last) (First) (Middle) 199 FREMONT STREET SUITE 2300 (Street) SAN FRANCISCO CA 94105 (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. These shares are owned directly by Fremont Acquisition Company II, L.L.C.

2. The shares may also be deemed to be owned indirectly by (i) Fremont Partners, L.P. ("Fremont Partners"), the sole member of the limited liability company described in Note (1), (ii) FP Advisors, L.L.C. ("FP Advisors"), the general partner of Fremont Partners, (iii) Fremont Group, L.L.C. ("Fremont Group"), the managing member of FP Advisors and (iv) Fremont Investors, Inc. ("Fremont Investors"), the manager of Fremont Group. FP Advisors, Fremont Group and Fremont Investors disclaim beneficial ownership of these shares, except to the extent of any pecuniary interest therein.

3. These shares are owned directly by Fremont Acquisition Company IIA, L.L.C.

4. The shares may also be deemed to be owned indirectly by (i) FP Advisors, the non-member manager of the limited liability company described in Note (3) and the managing member of the limited liability companies described in Notes (5) and (6), (ii) Fremont Group, the managing member of FP Advisors and (iii) Fremont Investors, the manager of Fremont Group. FP Advisors, Fremont Group and Fremont Investors disclaim beneficial ownership of these shares, except to the extent of any pecuniary interest therein.

5. These shares are owned directly by Fremont-KCI Co-Investment Company, L.L.C.

6. These shares are owned directly by Fremont-KCI Co-Investment Company II, L.L.C.

7. These shares were initially reported as directly beneficially owned by Fremont Partners, L.L.C. ("Fremont Partners LLC") but the shares were issued to, and directly owned by, Robert Jaunich II, a director and Chairman of the Board of the Issuer.

8. Mr. Jaunich is a managing partner of Fremont Partners LLC and Fremont Partners III, L.L.C. ("Fremont Partners III LLC"). Mr. Jaunich is required to provide Fremont Partners LLC and Fremont Partners III LLC with the benefit of any gain or loss realized from any securities of the Issuer issued to Mr. Jaunich in his capacity as director. Each of Fremont Partners LLC, Fremont Partners III LLC and Mr. Jaunich may be deemed to be the beneficial owner of such securities to the extent of its or his pro rata interest therein. Each of Fremont Partners LLC, Fremont Partners III LLC and Mr. Jaunich disclaims beneficial ownership of the securities, except to the extent of any pecuniary interest therein.

9. As a result of the matters described in Notes (8) and (11), the securities may also be deemed to be owned indirectly by (i) Fremont Partners LLC, (ii) Fremont Partners III LLC, (iii) Fremont Group, the managing member of Fremont Partners LLC and the sponsoring member of Fremont Partners III LLC and (iv) Fremont Investors, the manager of Fremont Group. Fremont Partners LLC, Fremont Partners III LLC, Fremont Group and Fremont Investors disclaim beneficial ownership of these shares, except to the extent of any pecuniary interest therein.

10. These shares were initially reported as directly beneficially owned by Fremont Partners III LLC, but the shares were issued to, and directly owned by, James T. Farrell, a director of the Issuer.

11. Mr. Farrell is a managing partner of Fremont Partners LLC and Fremont Partners III LLC. Mr. Farrell is required to provide Fremont Partners LLC and Fremont Partners III LLC with the benefit of any gain or loss realized from any securities of the Issuer issued to Mr. Farrell in his capacity as director. Each of Fremont Partners LLC, Fremont Partners III LLC and Mr. Farrell may be deemed to be the beneficial owner of such securities to the extent of its or his pro rata interest therein. Each of Fremont Partners LLC, Fremont Partners III LLC and Mr. Farrell disclaims beneficial ownership of the securities, except to the extent of any pecuniary interest therein.

12. The option vests in one-twelfth installments every three months over a period of three years beginning on November 11, 2003.

13. These securities were initially reported as issued to, and directly owned by, Fremont Partners but were issued to, and directly owned by, Mr. Jaunich.

14. Immediately.

15. No expiration date.

16. These shares are owned directly by Fremont Partners III, L.P. ("Fremont Partners III"). The shares may also be deemed to be owned indirectly by (i) FP Advisors III, L.P. ("FP Advisors III LP"), the general partner of Fremont Partners III, (ii) FP Advisors III, L.L.C. ("FP Advisors III"), the general partner of FP Advisors III LP, (iii) Fremont Group, the sponsoring member of FP Advisors III and (iv) Fremont Investors, the manager of Fremont Group. FP Advisors III LP, FP Advisors III, Fremont Group and Fremont Investors disclaim beneficial ownership of these shares, except to the extent of any pecuniary interest therein.

17. These shares are owned directly by Fremont Partners III Side-By-Side, L.P. ("Side-By-Side III"). The shares may also be deemed to be owned indirectly by (i) Fremont Group, the general partner of Side-By-Side III, and (ii) Fremont Investors, the manager of Fremont Group. Fremont Group and Fremont Investors disclaim beneficial ownership of these shares, except to the extent of any pecuniary interest therein.

Remarks:

Form 3/A (2 of 2)

	Fremont Partners, L.P. By: FP Advisors, L.L.C., General Partner By: Fremont Group, L.L.C., Managing Member By: Fremont Investors, Inc., Manager By: /s/ James T. Farrell, Managing Director	01/28/2005
	By: FP Advisors III LP, GP, By: FP Advisors III LLC, GP, By: Fremont Group LLC, Sponsoring Member, By: Fremont Investors Inc, Manager, By: James T. Farrell, Managing Director	01/28/2005
	By: FP Advisors LLC, Managing Member, By: Fremont Group, Managing Member, By: Fremont Investors Inc, Manager, By: James T. Farrell, Managing Director	01/28/2005
	By: Fremont Investors Inc, Manager, By: James T. Farrell, Managing Director	01/28/2005
	** Signature of Reporting Person	Date
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