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

OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response: 0.5

1. Name and Address of Reporting Person* RFE Investment Partners V, L.P. (Last) (First) (Middle) C/O RFE MANAGEMENT CORP. 36 GROVE STREET (Street) NEW CANAAN CT 06840 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 12/09/2005	3. Issuer Name and Ticker or Trading Symbol SUN HEALTHCARE GROUP INC [ SUNH ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X 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)	2,958,583	D(3)(4)
Common Stock(2)	2,969,324	D(3)(4)

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* RFE Investment Partners V, L.P. (Last) (First) (Middle) C/O RFE MANAGEMENT CORP. 36 GROVE STREET (Street) NEW CANAAN CT 06840 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* RFE VI SBIC, L.P. (Last) (First) (Middle) 36 GROVE STREET (Street) NEW CANAAN CT 06840 (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* RFE Associates V, L.P. (Last) (First) (Middle) 36 GROVE STREET (Street) NEW CANAAN CT 06840 (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* RFE Associates VI SBIC, LLC (Last) (First) (Middle) 36 GROVE STREET (Street) NEW CANAAN CT 06840 (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* RFE INVESTMENT PARTNERS VI L P (Last) (First) (Middle) C/O RFE MANAGEMENT CORP. 36 GROVE STREET (Street) NEW CANAAN CT 06840 (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* RFE Associates VI, LLC (Last) (First) (Middle) 36 GROVE STREET (Street) NEW CANAAN CT 06840 (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* RFE MANAGEMENT CORP (Last) (First) (Middle) 36 GROVE STREET (Street) NEW CANAAN CT 06840 (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* FOSTER MICHAEL J (Last) (First) (Middle) 36 GROVE STREET (Street) NEW CANAAN CT 06840 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Parsons James A (Last) (First) (Middle) 36 GROVE STREET (Street) NEW CANAAN CT 06840 (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* Landis Howard C (Last) (First) (Middle) 36 GROVE STREET (Street) NEW CANAAN CT 06840 (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. Shares are held directly by RFE V.

2. Shares are held directly by RFE VI SBIC.

3. RFE Investment Partners V, L.P. ("RFE V") and RFE VI SBIC, L.P. ("RFE VI SBIC") directly hold 2,958,583 and 2,969,324 shares, respectively. RFE Associates V, L.P. ("RFE V Associates") is the general partner of RFE V. RFE Associates VI SBIC, LLC ("RFE Associates VI SBIC") is the general partner of RFE VI SBIC. RFE Investment Partners VI, L.P. ("RFE VI") is the sole member of RFE Associates VI SBIC. RFE Associates VI, LLC ("RFE Associates VI") is the general partner of RFE VI. RFE Management Corp. ("RFE Management") is an investment manager. Messrs. Michael J. Foster, Howard C. Landis and James A. Parsons are general partners of RFE Associates V and RFE Associates VI and officers and/or directors of RFE Management. (Continued in Footnote 4)

4. Mr. Foster is also a director of the Issuer. Each Reporting Person disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such Reporting Person's pecuniary interest in such securities) other than any securities reported herein as being directly owned by such Reporting Person, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of any such securities for purposes of Section 16 or for any other purpose.

	/s/ Michael J. Foster, Attorney-in-fact	12/13/2005
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.