Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
RABE EUGENE D
   2. Issuer Name and Ticker or Trading Symbol
ABIOMED INC [ABMD] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP, U.S. Sales
(Last)
(First)
(Middle)
C/O ABIOMED, INC., 22 CHERRY HILL DRIVE		 3. Date of Earliest Transaction (Month/Day/Year)
11/17/2004
(Street)

DANVERS, MA 01923		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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, $.01 par value 11/17/2004   M   10,000 (11) A $ 5.75 10,000 D  
Common Stock, $.01 par value 11/17/2004   M   35,000 (11) A $ 6.813 45,000 D  
Common Stock, $.01 par value 11/17/2004   M   5,000 (11) A $ 6.688 50,000 D  
Common Stock, $.01 par value 11/17/2004   S   50,000 (11) D $ 16.545 0 D  

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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 Underlying Securities
(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 of Derivative Security: 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
Stock Option (right to buy) (2) $ 5.75 11/17/2004   M     10,000 (11) 05/27/2002(1) 05/27/2007 Common Stock 10,000 $ 5.75 0 D  
Stock Option (right to buy) (2) $ 6.813 11/17/2004   M     35,000 (11) 07/01/2000(5) 07/01/2008 Common Stock 35,000 $ 6.813 0 D  
Stock Option (right to buy) (3) $ 6.688 11/17/2004   M(11)     5,000 07/01/2001(6) 07/01/2009 Common Stock 30,000 $ 6.688 25,000 D  
Stock Option (right to buy) (3) $ 15.563             06/28/2002(7) 06/28/2010 Common Stock 40,000   40,000 D  
Stock Option (right to buy) (4) $ 24.12             06/22/2003(8) 06/22/2011 Common Stock 20,000   20,000 D  
Stock Option (right to buy) (4) $ 6.75             06/25/2004(9) 06/25/2012 Common Stock 50,000   50,000 D  
Stock Option (right to buy) (3) $ 5.11             06/25/2005(10) 06/25/2013 Common Stock 20,000   20,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
RABE EUGENE D
C/O ABIOMED, INC.
22 CHERRY HILL DRIVE
DANVERS, MA 01923		       VP, U.S. Sales  

Signatures

 /s/ Charles B. Haaser (attorney-in-fact)   11/18/2004
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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).
(1) Options were fully exercisable on the date shown.
(2) Grant to reporting person of this option to buy the number of shares of Common Stock set forth in Table II, Column 7, under the ABIOMED, Inc. 1992 Combination Stock Option Plan.
(3) Grant to reporting person of this option to buy the number of shares of Common Stock set forth in Table II, Column 7, under the ABIOMED, Inc. 1998 Equity Incentive Plan.
(4) Grant to reporting person of this option to buy the number of shares of Common Stock set forth in Table II, Column 7, under the ABIOMED, Inc. 2000 Stock Incentive Plan.
(5) The option becomes exercisable in annual 25% installments commencing on the date shown in Table II, Column 6.
(6) Thirty percent of this option will become exercisable on each of 7/1/01 and 7/1/02 and an additional 40 percent will become exercisable on 7/1/03.
(7) Thirty percent of this option will become exercisable on each of 6/28/02 and 6/28/03 and an additional 40 percent will become exercisable on 6/28/04.
(8) Thirty percent of this option will become exercisable on each of 6/22/03 and 6/22/04 and an additional 40 percent will become exercisable on 6/22/05.
(9) Thirty percent of this option will become exercisable on each of 6/25/04 and 6/25/05 and an additional 40 percent will become exercisable on 6/25/06.
(10) Thirty percent of this option will become exercisable on each of 6/25/05 and 6/25/06 and an additional 40 percent will become exercisable on 6/25/07.
(11) Stock was acquired and sold pursuant to a Sales Plan compliant with the requirements of SEC Rule 10b5-1.

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