SC 13G

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

HEELY'S, INC.

Common Stock

42278M107

December 31, 2011

Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:

X   Rule 13d-1(b)

    Rule 13d-1(c)

    Rule 13d-1(d)

NOTE: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.

Persons who respond to the collection of information contained in this form
are not required to respond unless the form displays a currently valid OMB
control number.


CUSIP No.  42278M107

1.  Names of Reporting Persons.

	FIRST DALLAS HOLDINGS, INC.

2.  Check the Appropriate Box if a Member of a Group

(a)

(b)

3. SEC Use Only

4. Citizenship or Place of Organization

        Texas

5. Sole Voting Power:  0

6. Shared Voting Power:  1,378,400

7. Sole Dispositive Power:  0

8. Shared Dispositive Power:  1,378,400

9. Aggregate Amount Beneficially Owned by Each Reporting Person:  1,378,400

10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares

11. Percent of Class Represented by Amount in Row (9):  5.0%

12. Type of Reporting Person:  HC


CUSIP No. 42278M107

1. Names of Reporting Persons.

	CRAIG D. HODGES

2. Check the Appropriate Box if a Member of a Group

(a)

(b)

3. SEC Use Only

4. Citizenship or Place of Organization

	MR. HODGES IS A UNITED STATES CITIZEN

5. Sole Voting Power:  0

6. Shared Voting Power:  1,378,400

7. Sole Dispositive Power:  0

8. Shared Dispositive Power:  1,378,400

9. Aggregate Amount Beneficially Owned by Each Reporting Person:  1,378,400

10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares

11. Percent of Class Represented by Amount in Row (9):  5.0%

12. Type of Reporting Person (See Instructions):  IN


CUSIP No.  42278M107

1. Names of Reporting Persons.

	Hodges Capital Management, Inc.

2. Check the Appropriate Box if a Member of a Group

(a)

(b)

3. SEC Use Only

4. Citizenship or Place of Organization

	Texas

5. Sole Voting Power:  0

6. Shared Voting Power:  1,378,400

7. Sole Dispositive Power:  0

8. Shared Dispositive Power:  1,378,400

9. Aggregate Amount Beneficially Owned by Each Reporting Person:  1,378,400

10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares

11. Percent of Class Represented by Amount in Row (9):  5.0%

12. Type of Reporting Person (See Instructions):  IA


CUSIP No.  42278M107

1.Names of Reporting Persons.

	Hodges Fund, A Series of professionally Managed Portfolios

2. Check the Appropriate Box if a Member of a Group

(a)

(b)

3. SEC Use Only

4. Citizenship or Place of Organization

	Massachusetts

5. Sole Voting Power:  0

6. Shared Voting Power:  965,900

7. Sole Dispositive Power:  0

8. Shared Dispositive Power:  965,900

9. Aggregate Amount Beneficially Owned by Each Reporting Person:  965,900

10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares

11. Percent of Class Represented by Amount in Row (9):  3.5%

12. Type of Reporting Person (See Instructions):  IV

CUSIP No.  42278M107

1.Names of Reporting Persons.

	Hodges Small Cap Fund, A Series of professionally Managed Portfolios

2. Check the Appropriate Box if a Member of a Group

(a)

(b)

3. SEC Use Only

4. Citizenship or Place of Organization

	Massachusetts

5. Sole Voting Power:  0

6. Shared Voting Power:  300,000

7. Sole Dispositive Power:  0

8. Shared Dispositive Power:  300,000

9. Aggregate Amount Beneficially Owned by Each Reporting Person:  300,000

10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares

11. Percent of Class Represented by Amount in Row (9):  1.1%

12. Type of Reporting Person (See Instructions):  IV

CUSIP No. 42278M107
1. Names of Reporting Persons.

	Hodges Pure Contrarian Fund, A Series of professionally Managed Portfolios

2. Check the Appropriate Box if a Member of a Group

(a)

(b)

3. SEC Use Only

4. Citizenship or Place of Organization

	Massachusetts

5. Sole Voting Power:  0

6. Shared Voting Power:  105,000

7. Sole Dispositive Power:  0

8. Shared Dispositive Power: 105,000

9. Aggregate Amount Beneficially Owned by Each Reporting Person:  105,000

10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares

11. Percent of Class Represented by Amount in Row 9:  0.4%

12. Type of Reporting Person :  IV

Item 1.

(a) Name of Issuer:
	HEELYS, INC.
(b) Address of Issuer's Principal Executive Offices:
	3200 Belmeade
	Carrollton, TX 75006
Item 2.

(a) Name of Person Filing:

	First Dallas Holdings, Inc.("FDHI")
	Craig D. Hodges
	Hodges Capital Management, Inc.("HCM")
	Hodges Fund
	Hodges Small Cap Fund
	Hodges Pure Conrtrarian Fund


(b) Address of Principal Business Office or, if none, Residence:
	2905 Maple Ave.
	Dallas, Texas 75201

(b) Citizenship:
	First Dallas Holdings, Inc. is a Texas corporation.
	Craig D. Hodges is a citizen of the United States..
	Hodges Capital Management is a Texas corporation.
	Hodges Fund is a series of a Massachusetts business trust.
	Hodges Small Cap Fund is a series of a Massachusetts business trust.
	Hodges Pure Contrarian Fund is a series of a Massachusetts business trust.

(d) Title of Class of Securities:
	Common Stock

(e) CUSIP Number:
	42278M107

Item 3.  If this statement is filed pursuant to SS240.13d-1(b) or 240.13d-2(b)
or (c), check whether the person filing is a:


(g)  X A parent holding company or control person in accordance with
			S 240.13d-1(b)(1)(ii)(G).


Item 4.    Ownership.

Provide the following information regarding the aggregate number and percentage
of the class of securities of the issuer identified in Item 1.

(a) Amount beneficially owned:

	First Dallas Holdings, Inc.	1,378,400
	Craig D. Hodges			1,378,400
	Hodges Capital Management, Inc.	1,378,400
	Hodges Fund			965,900
	Hodges Small Cap Fund		300,000
	Hodges Pure Contrarian Fund	105,000


(b) Percent of class:

	First Dallas Holdings, Inc.	5.0%
	Craig D. Hodges			5.0%
	Hodges Capital Management, Inc.	5.0%
	Hodges Fund			3.5%
	Hodges Small Cap Fund		1.1%
	Hodges Pure Contrarian Fund	0.4%

The calculation of the percentage of beneficial ownership of the Company's
common stock is based upon 27,571,052 shares outstanding on November 3, 2011,
as disclosed by the Company in its Quarterly Report on Form 10-Q for the
quarter ended Septemeber 30, 2011.

(c) Number of shares as to which the person has:

	(i) Sole power to vote or to direct the vote:

	First Dallas Holdings, Inc	0
	Craig D. Hodges			0
	Hodges Capital Management, Inc.	0
	Hodges Fund			0
	Hodges Small Cap Fund		0
	Hodges Equity Income Fund	0
	Hodges Pure Contrarian Fund	0

	(ii) Shared power to vote or to direct the vote:

	First Dallas Holdings, Inc.	1,378,400
	Craig D. Hodges			1,378,400
	Hodges Capital Management, Inc.	1,378,400
	Hodges Fund			965,900
	Hodges Small Cap Fund		300,000
	Hodges Pure Contrarian Fund	105,000

	(iii) Sole power to dispose or to direct the disposition of:

	First Dallas Holdings, Inc	0
	Craig D. Hodges			0
	Hodges Capital Management, Inc.	0
	Hodges Fund			0
	Hodges Small Cap Fund		0
	Hodges Equity Income Fund	0
	Hodges Pure Contrarian Fund	0

	(iv) Shared power to dispose or to direct the disposition of:

	First Dallas Holdings, Inc.	1,378,400
	Craig D. Hodges			1,378,400
	Hodges Capital Management, Inc.	1,378,400
	Hodges Fund			965,900
	Hodges Small Cap Fund		300,000
	Hodges Pure Contrarian Fund	105,000

The reported shares are shares of common stock of the Issuer.

All 1,378,400 of the reported shares collectively, the ("reported Shares") may
be deemed as beneficially owned by FDHI, which is the owner HCM,
and Craig D. Hodges.

	965,900 of the Reported Shares are held by the Hodges Fund, 300,000 of
	the Reported Shares are held by the Hodges Small Cap Fund, and
	105,000 of the Reported Shares are held by the Hodges Pure Contrarian
	Fund all of which are series of Professionally Managed Portfolios, an
	investment company registered under the Investment Company Act of 1940.
	The investment adviser to all of these funds is HCM, which may be
	deemed to be a beneficial owner of the funds' Reported Shares.

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.

Item 6.    Ownership of More than Five Percent on Behalf of Another Person.

Not Applicable

Item 7.	Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company or Control Person

Hodges Capital Management, Inc. is wholly-owned by First Dallas Holdings, Inc.,
and is a registered investment adviser in accordance with
S 240.13d-1(b)(1)(ii)(E)


Item 8.	Identification and Classification of Members of the Group

Not Applicable.

Item 9.	Notice of Dissolution of Group

Not Applicable.

Item 10.	Certification

By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired and are held in the ordinary course
of business and were not acquired and are not held for the purpose of or with
the effect of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.

Exhibits

Exhibit 1:

Joint Filing Agreement dated February 13, 2012, among FDHI, Craig D.Hodges,
HCM, Hodges Fund, Hodges Small Cap Fund, and Hodges Pure Contrarian Fund.

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: February 143 2012


	Craig D. Hodges
	Chairman

EX-99

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934
as amended, the undersigned agree to the joint filing on behalf of each of
them of a Statement on Schedule 13G (including any and all amendments thereto)
with respect to the shares of common stock, Heelys, Inc. and further agree
that this Joint Filing Agreement shall be included as an Exhibit to such joint
filings. The undersigned further agree that each party hereto is responsible
for the timely filing of such Statement on Schedule 13G and any amendments
thereto, and for the accuracy and completenessof the information concerning
such party contained therein; provided, however,that no party is responsible
for the accuracy or completeness of the informationconcerning any other party,
unless such party knows or has reason to believe thatsuch information is
inaccurate.
This Joint Filing Agreement may be signed in counterparts with the same effect
as if the signature on each counterpart were upon the same instrument.

IN WITNESS WHEREOF, each of the undersigned has executed this Agreement
as of February 13, 2012.


FIRST DALLAS HOLDINGS, INC.


By:	/s/ Craig D. Hodges
Name: Craig D. Hodges
Title:	Chairman


/s/ Craig D. Hodges
	Craig D. Hodges


HODGES CAPITAL MANAGEMENT, INC.

By: 	/s/_Craig D. Hodges
Name: Craig D. Hodges
Title:  Chairman



HODGES FUND, A SERIES OF PROFESSIONALLY MANAGED PORTFOLIOS

By:  HODGES CAPITAL MANAGEMENT, INC., ADVISER TO HODGES FUND

By: 	/s/_Craig D. Hodges
Name: Craig D. Hodges
Title: 	Chairman



HODGES SMALL CAP FUND, A SERIES OF PROFESSIONALLY MANAGED PORTFOLIOS

By:  HODGES CAPITAL MANAGEMENT, INC., ADVISER TO HODGES FUND

By: 	/s/_Craig D. Hodges
Name: Craig D. Hodges
Title: 	Chairman



HODGES PURE CONTRARIAN FUND, A SERIES OF PROFESSIONALLY MANAGED PORTFOLIOS

By:  HODGES CAPITAL MANAGEMENT, INC., ADVISER TO HODGES PURE CONTRARIAN FUND

By: 	/s/_Craig D. Hodges
Name: Craig D. Hodges
Title: 	Chairman