SEC FORM 3 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*
Swanson Kent L

(Last) (First) (Middle)
600 CRUISER LANE

(Street)
BELGRADE MT 59714

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/04/2011
3. Issuer Name and Ticker or Trading Symbol
Bacterin International Holdings, Inc. [ BONE ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 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)
X Form filed by One Reporting Person
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 171,223 D
Common Stock 200,000 I By Swanson Family Limited Partnership
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
Warrant (1) 01/01/2015 Common Stock 16,509 1.166 D
Warrant 02/18/2009 03/01/2013 Common Stock 23,333 2 D
Warrant 11/16/2009 11/16/2019 Common Stock 30,000 2.4 I By Swanson Family Limited Partnership
Explanation of Responses:
1. The warrant has been exercisable since the date of issuance, but the date of issuance is unknown.
Remarks:
Exhibit List: Exhibit 24 - Limited Power of Attorney
/s/ Kent Swanson 03/04/2011
** 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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                            LIMITED POWER OF ATTORNEY
                      FOR SECTION 16 REPORTING OBLIGATIONS

      Know all by these presents,  that the undersigned  hereby  constitutes and
appoints Jill Gilpin as the undersigned's true and lawful attorney-in-fact to:

      (1) execute  for and on behalf of the  undersigned,  in the  undersigned's
capacity as a director and/or officer of Bacterin International  Holdings,  Inc.
(the  "Company"),  Forms 3, 4, and 5 in  accordance  with  Section  16(a) of the
Securities Exchange Act of 1934, as amended, and the rules thereunder;

      (2) do and perform  any and all acts for and on behalf of the  undersigned
which may be  necessary or desirable to complete and execute any such Form 3, 4,
or 5, complete and execute any amendment or amendments thereto,  and timely file
such form with the United  States  Securities  and Exchange  Commission  and any
stock exchange or similar authority; and

      (3) take any other action of any type  whatsoever in  connection  with the
foregoing which, in the opinion of such attorney-in-fact,  may be of benefit to,
in the best  interest  of, or legally  required  by, the  undersigned,  it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Limited Power of Attorney shall be in such form and
shall contain such terms and conditions as such  attorney-in-fact may approve in
such attorney-in-fact's discretion.

      The undersigned hereby grants to each such attorney-in-fact full power and
authority  to do and perform any and every act and thing  whatsoever  requisite,
necessary,  or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally  present,  with full power of substitution or revocation,
hereby  ratifying  and  confirming  all  that  such  attorney-in-fact,  or  such
attorney-in-fact's  substitute or substitutes,  shall lawfully do or cause to be
done by virtue of this  power of  attorney  and the  rights  and  powers  herein
granted. The undersigned  acknowledges that the foregoing  attorney-in-fact,  in
serving in such capacity at the request of the undersigned, is not assuming, nor
is the Company  assuming,  any of the undersigned's  responsibilities  to comply
with Section 16 of the Securities Exchange Act of 1934, as amended.

      This Limited Power of Attorney shall remain in full force and effect until
the  undersigned is no longer required to file Forms 3, 4, and 5 with respect to
the  undersigned's  holdings of and  transactions  in  securities  issued by the
Company, unless earlier revoked by the undersigned in a signed writing delivered
to the foregoing attorney-in-fact.

      IN WITNESS  WHEREOF,  the  undersigned  has caused this  Limited  Power of
Attorney to be executed as of this 3rd day of March, 2011.


                                             /s/ Kent L. Swanson
                                       _____________________________________

                                       Name: Kent L. Swanson
                                             _______________________________