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* KINDERHOOK PARTNERS, LP (Last) (First) (Middle) ONE EXECUTIVE DRIVE SUITE 160 (Street) FORT LEE NJ 07024 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 11/22/2011	3. Issuer Name and Ticker or Trading Symbol ACTIVE POWER INC [ ACPW ]
		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)
			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	8,130,107	D(1)

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* KINDERHOOK PARTNERS, LP (Last) (First) (Middle) ONE EXECUTIVE DRIVE SUITE 160 (Street) FORT LEE NJ 07024 (City) (State) (Zip)

1. Name and Address of Reporting Person* KINDERHOOK GP LLC (Last) (First) (Middle) ONE EXECUTIVE DRIVE SUITE 160 (Street) FORT LEE NJ 07024 (City) (State) (Zip)

1. Name and Address of Reporting Person* Shah Tushar (Last) (First) (Middle) ONE EXECUTIVE DRIVE SUITE 160 (Street) FORT LEE NJ 07024 (City) (State) (Zip)

1. Name and Address of Reporting Person* CLEARMAN STEPHEN J (Last) (First) (Middle) ONE EXECUTIVE DRIVE SUITE 160 (Street) FORT LEE NJ 07024 (City) (State) (Zip)

Explanation of Responses:

1. Mr. Tushar Shah and Mr. Stephen J. Clearman are the co-managing members of the Kinderhook GP, LLC (the "General Partner") responsible for making investment decisions with respect to Kinderhook Partners, L.P. ("the Partnership") and, as a result, Mr. Shah and Mr. Clearman may be deemed to control such entities. Accordingly, Mr. Shah and Mr. Clearman may be deemed to have a beneficial interest in the shares of Common Stock by virtue of their indirect control of the Partnership's and the General Partner's power to vote and/or dispose of the shares of Common Stock. Mr. Shah and Mr. Clearman disclaim beneficial ownership of the shares of Common Stock except to the extent of their respective pecuniary interest, if any, therein.

	/s/ Stephen J. Clearman, Managing Member of Kinderhook Partners, L.P.	11/28/2011
	/s/ Stephen J. Clearman, Managing Member of Kinderhook GP, LLC	11/28/2011
	/s/ Tushar Shah	11/28/2011
	/s/ Stephen J. Clearman	11/28/2011
	** 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.
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