X0202 3 2005-03-15 0 0000784199 CRYOLIFE INC CRY 0001218321 OSS CAPITAL MANAGEMENT 598 MADISON AVENUE NEW YORK NY 10022 0 0 1 0 Common Stock 2000000 I See Footnotes 6% Convertible Preferred Stock (the "Preferred Stock") 8.04 2015-04-01 Common Stock 528607 I See Footnotes O.S.S. Capital Management LP, a Delaware limited partnership (the "Investment Manager"), serves as (i) investment manager to a Cayman Islands exempted company and (ii) management company to two Delaware limited partnerships (collectively with the Cayman Islands exempted company, the "Funds") and has investment discretion with respect to securities held by the Funds. Schafer Brothers LLC, a Delaware limited liability company (the "SB LLC"), serves as the general partner to the Investment Manager, and has investment discretion with respect to securities held by the Funds. Mr. Oscar S. Schafer ("Mr. Schafer") serves as the senior managing member of SB LLC and has investment discretion with respect to securities held by the Funds. Each of the Investment Manager, SB LLC and Mr. Schafer may be deemed to beneficially own 2,000,000 shares of common stock and 85,000 shares of Preferred Stock convertible into 528,607 shares of common stock, which represent, together, approximately 10.4% of the outstanding shares of common stock. Each of the Investment Manager, SB LLC, and Mr. Schafer disclaims beneficial ownership of the securities included in this report and this report shall not be deemed an admission that either the Investment Manager, SB LLC, or Mr. Schafer is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Preferred Stock is immediately exercisable. Exhibit List: Exhibit 99 - Joint filer information /s/ Oscar S. Schafer 2005-08-03