SC 14D9/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Schedule 14D-9/A

SOLICITATION/RECOMMENDATION STATEMENT
PURSUANT TO SECTION 14(d)(4) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 6)

DATASCOPE CORP.

(Name of Subject Company)

DATASCOPE CORP.

(Name of Person(s) Filing Statement)

COMMON STOCK, PAR VALUE $0.01 PER SHARE
(Title of Classes of Securities)

238113104
(CUSIP Number of Classes of Securities)

Henry Scaramelli
Chief Financial Officer
Datascope Corp.
14 Philips Parkway
Montvale, NJ 07645
(201) 391-8100

(Name, Address and Telephone Number of Person
Authorized to Receive Notice and Communications
On Behalf of the Person(s) Filing)

Copy to:

Martin Nussbaum, Esq.
Dechert LLP
1095 Avenue of the Americas
New York, NY 10036
(212) 698-3500

o Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

          This Amendment No. 6 amends and supplements the Solicitation/Recommendation Statement on Schedule 14D-9 initially filed on September 30, 2008 with the Securities and Exchange Commission, as amended (the “Schedule 14D-9”), by Datascope Corp., a Delaware corporation, relating to the offer by DaVinci Merger Sub, Inc., a Delaware corporation and wholly-owned indirect subsidiary of Getinge AB, a Swedish aktiebolag, to purchase all of the outstanding shares of Common Stock at a purchase price of $53.00 per share, net to the seller in cash, without interest and less any applicable withholding taxes (or such other amount per share as may be paid pursuant to the Offer), upon the terms and subject to the conditions set forth in the Offer to Purchase, dated September 30, 2008, (as amended or supplemented from time to time, the “Offer to Purchase”), and in the related Letter of Transmittal (as amended or supplemented from time to time, the “Letter of Transmittal” and, together with the Offer to Purchase, the “Offer”).

          Except as otherwise indicated, the information set forth in the Schedule 14D-9 remains unchanged. Capitalized terms used but not defined herein have the meanings ascribed to them in the Schedule 14D-9.

Item 8. Additional Information.

          The section titled “Antitrust” in Item 8 of the Schedule 14D-9 is hereby amended and supplemented by adding the following at the end of such section:

          “On November 25, 2008, Datascope entered into an agreement to sell its endoscopic vessel harvesting product line to Sorin Group. The transaction is contingent on the closing of the acquisition of Datascope by Parent as well as the satisfaction of other typical conditions. The agreement will be provided to the FTC for its review and consent. Datascope issued a press release on November 26, 2008 announcing the sale. A copy of the press release is attached as Exhibit (a)(5)(H) hereto and is incorporated herein by reference.”

          “Parent issued a press release on November 26, 2008 announcing the sale and that the German competition authority granted its unconditional approval on October 24, 2008 of the completion of the acquisition of Datascope by Parent. A copy of the press release issued by Parent is attached as Exhibit (a)(5)(I) hereto and is incorporated herein by reference.”

Item 9. Exhibits.

          Item 9 is hereby amended and supplemented by adding the following exhibits thereto:

          (a)(5)(H)       Press Release issued by Datascope, dated November 26, 2008

          (a)(5)(I)         Press Release issued by Parent, dated November 26, 2008

SIGNATURE

               After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

By:	/s/ Henry M. Scaramelli
Name:	Henry M. Scaramelli
Title:	Vice President, Finance and Chief Financial Officer

Dated: November 26, 2008

EX-99.A.5.H

Exhibit No. (a)(5)(H)

PRESS RELEASE

For Information Contact:

Henry Scaramelli

Chief Financial Officer

Datascope Corp.

(201) 307-5435

www.datascope.com

FOR IMMEDIATE RELEASE:

Datascope Announces Execution of Agreement to Sell EVH Product Line to Sorin Group

MONTVALE, N.J., Nov. 26, 2008 — Datascope Corp. (Nasdaq:DSCP) today announced that it has executed an agreement to sell its endoscopic vessel harvesting, or EVH, product line to Sorin Group, a global leader in the development of medical technologies for cardiac surgery. Terms were not disclosed. The transaction is contingent on the closing of the acquisition of Datascope by Getinge AB as well as the satisfaction of other typical conditions. The Getinge acquisition is conditioned upon, among other things, the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act. The agreement will be provided to the U.S. Federal Trade Commission for its review and consent.

About Datascope Corp.

Datascope Corp. is the global leader of intra-aortic balloon counterpulsation and a diversified medical device company that develops, manufactures and markets proprietary products for clinical health care markets in interventional cardiology, cardiovascular and vascular surgery and critical care. Datascope’s products are sold throughout the world through direct sales representatives and independent distributors. Founded in 1964, Datascope is headquartered in Montvale, New Jersey. For news releases, webcasts and other company information, please visit Datascope’s website, http://www.datascope.com.

Important Additional Information

This press release is for informational purposes only and is not an offer to buy or the solicitation of an offer to sell any securities. The solicitation and the offer to buy shares of common stock of Datascope will only be made pursuant to a tender offer statement on Schedule TO, an offer to purchase and related materials that Getinge and Datascope have filed with the Securities and Exchange Commission. Datascope stockholders should read these materials carefully prior to making any decisions with respect to the tender offer because they contain important information, including, without limitation, the terms and conditions of the tender offer.

Datascope stockholders are able to obtain a copy of the tender offer statement, the offer to purchase and other filed documents related to the tender offer, free of charge, at the Securities and Exchange Commission’s website at http://www.sec.gov or from the information agent named in the tender offer materials.

Cautionary Note Regarding Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are not historical facts, but

instead represent beliefs regarding future events. Readers are cautioned that these forward-looking statements are only predictions and may differ materially from actual results due to a variety of factors. Forward-looking statements involve inherent risks and uncertainties. Information regarding these risks and uncertainties is included in public documents for Datascope filed with the Securities and Exchange Commission. Datascope does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

EX-99.A.5.I

Exhibit No. (a)(5)(I)

Getinge announces that Datascope’s EVH business will be sold to Sorin Group

Press release November 26, 2008

As previously announced, Getinge has made a public tender offer to the shareholders of Datascope Corp. In order for the acquisition to be completed, the competition authorities in Germany and the U.S. must grant their approvals. The German competition authority granted its unconditional approval on October 24, 2008.

Datascope today announced that it has entered into an agreement to sell its EVH business to Sorin Group, a company developing medical technologies for cardiac surgery. The transaction is contingent on the closing of the acquisition of Datascope by Getinge as well as the satisfaction of other typical conditions. The agreement will be reviewed by the U.S. competition authority.

Getinge, November 26, 2008
Getinge AB (publ)
www.getingegroup.com

For further information:
Ulf Grunander, CFO
+46 (0)35 15 55 00

The information provided herein is such that Getinge AB can be obligated to disclose pursuant to the Securities and Clearing Operations Act and/or the Financial Instruments Trading Act.