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
	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* Trigran Investments, Inc. (Last) (First) (Middle) 630 DUNDEE ROAD, SUITE 230 (Street) NORTHBROOK IL 60062 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol SCIENTIFIC LEARNING CORP [ SCIL ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 03/28/2012
	4. 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 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	03/28/2012		P(1)		436,300	A	(3)	3,757,063	I	See Footnote(5)
Common Stock	03/28/2012		P(2)		257,340	A	(4)	2,069,132	I	See Footnote(5)

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
Warrant (right to buy)	$1.82	03/28/2012		P(1)		261,780		03/28/2012	03/28/2017	Common Stock	261,780	(3)	261,780	I	See Footnote(6)
Warrant (right to buy)	$1.82	03/28/2012		P(2)		154,404		03/28/2012	03/28/2017	Common Stock	154,404	(4)	154,404	I	See Footnote(6)

1. Name and Address of Reporting Person* Trigran Investments, Inc. (Last) (First) (Middle) 630 DUNDEE ROAD, SUITE 230 (Street) NORTHBROOK IL 60062 (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* TRIGRAN INVESTMENTS LP (Last) (First) (Middle) 630 DUNDEE ROAD, SUITE 230 (Street) NORTHBROOK IL 60062 (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* TRIGRAN INVESTMENTS LP II (Last) (First) (Middle) 630 DUNDEE ROAD, SUITE 230 (Street) NORTHBROOK IL 60062 (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* GRANAT DOUGLAS (Last) (First) (Middle) 630 DUNDEE ROAD, SUITE 230 (Street) NORTHBROOK IL 60062 (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* Oberman Lawrence A (Last) (First) (Middle) 630 DUNDEE ROAD, SUITE 230 (Street) NORTHBROOK IL 60062 (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* Simon Steven G. (Last) (First) (Middle) 630 DUNDEE ROAD, SUITE 230 (Street) NORTHBROOK IL 60062 (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. Trigran Investments, L.P. acquired 436,300 units on March 28, 2012, at a price of $1.73 per unit. Each unit consists of one share of common stock and one warrant to purchase 0.6 shares of common stock.

2. Trigran Investments, L.P. II acquired 257,340 units on March 28, 2012, at a price of $1.73 per unit. Each unit consists of one share of common stock and one warrant to purchase 0.6 shares of common stock.

3. The reported securities are included in the 436,300 units purchased by the reporting person for $1.73 per unit.

4. The reported securities are included in the 257,340 units purchased by the reporting person for $1.73 per unit.

5. The Common Stock is held as follows: 3,757,063 shares held by Trigran Investments, L.P. and 2,069,132 shares held by Trigran Investments, L.P. II after the purchases identified in this report. Douglas Granat, Lawrence A. Oberman and Steven G. Simon are controlling shareholders and directors of Trigran Investments, Inc. Trigran Investments, Inc. is the general partner of Trigran Investments, L.P. and Trigran Investments, L.P. II. Each reporting person disclaims beneficial ownership of the securities except to the extent of its pecuniary interest therein. Each reporting person has the same address listed above for Trigran Investments, Inc., the designated filer.

6. The Warrants are held as follows: 261,780 Warrants held by Trigran Investments, L.P. and 154,404 Warrants held by Trigran Investments, L.P. II after the purchases identified in this report. Douglas Granat, Lawrence A. Oberman and Steven G. Simon are controlling shareholders and directors of Trigran Investments, Inc. Trigran Investments, Inc. is the general partner of Trigran Investments, L.P. and Trigran Investments, L.P. II. Each reporting person disclaims beneficial ownership of the securities except to the extent of its pecuniary interest therein. Each reporting person has the same address listed above for Trigran Investments, Inc., the designated filer.

Remarks:

*** As Executive Vice President and Director of Trigran Investments, Inc., the General Partner of Trigran Investments, L.P. and Trigran Investments, L.P. II, individually, and as attorney-in-fact on behalf of Douglas Granat and Steven G. Simon.

	/s/ Lawrence A. Oberman ***	03/30/2012
	** Signature of Reporting Person	Date
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