DATASCOPE CORP
SC 13G/A, 1996-02-09
ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS
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<PAGE>   1
                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 SCHEDULE 13G


                   Under the Securities Exchange Act of 1934
                             (Amendment No.16 )*




                                DATASCOPE CORP.
                   -----------------------------------------                   
                               (Name of Issuer)

                          COMMON STOCK, $.01 PAR VALUE      
                   -----------------------------------------
                         (Title of Class of Securities)

                                 238113104       
                   -----------------------------------------
                               (CUSIP Number)





         Check the following box if a fee is being paid with this statement [ ].
         (A fee is not required only if the filing person: (1) has a previous 
         statement on file reporting beneficial ownership of more than five 
         percent of the class of securities described in Item 1; and (2) has
         no amendment subsequent thereto reporting beneficial ownership of five
          percent or less of such class.)  (See Rule 13d-7.)

         *The remainder of this cover page shall be filled out for a reporting
         person's initial filing on this form with respect to the subject class
         of securities, and for any subsequent amendment containing information
         which would alter the disclosures provided in a prior cover page.

         The information required in the remainder of this cover page shall not
         be deemed to be "filed" for the purpose of Section 18 of the
         Securities Exchange Act of 1934 ("Act") or otherwise subject to the
         liabilities of that section of the Act but shall be subject to all
         other provisions of the Act (however, see the Notes).


                        (Continued on following page(s))

                               Page 1 of 5 Pages

<PAGE>   2


CUSIP NO. 238113104                 13G                   PAGE  2  OF 5  PAGES


1    NAME OF REPORTING PERSON
     S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
  
       Lawrence Saper         ###-##-####


2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* 
                                                       
                                                         (a) [      ]
                                                         (b) [      ]
  
  
3    SEC USE ONLY
  
  
  
  
4    CITIZENSHIP OR PLACE OF ORGANIZATION
  
       U.S.A.
  
                    5    SOLE VOTING POWER
                        
                           2,538,430  
                        
                        
   NUMBER OF        6    SHARED VOTING POWER
    SHARES              
 BENEFICIALLY              0 
   OWNED BY             
     EACH               
   REPORTING        7    SOLE DISPOSITIVE POWER
    PERSON              
     WITH                  2,538,430  

                        
                    8    SHARED DISPOSITIVE POWER
                        
                           0
                        
  
9    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
  
               2,538,430

  
  
10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *
  
               X
  
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
  
               15.2%
  
  
12   TYPE OF REPORTING PERSON*
  

               IN

                      *SEE INSTRUCTION BEFORE FILLING OUT!


<PAGE>   3

<TABLE>
  <S>            <C>      <C>                                     <C>
  Item 1         (a)      Name of Issuer:                         Datascope Corp.

  Item 1         (b)      Address of Issuer's                     14 Philips Parkway
                          Principal Executive                     Montvale, NJ  07645
                          Offices:

  Item 2         (a)      Name of Person Filing:                  Lawrence Saper

  Item 2         (b)      Address of Principal                    c/o Datascope Corp.
                          Business Office or,                     14 Philips Parkway
                          If None, Residence:                     Montvale, NJ  07645

  Item 2         (c)      Citizenship:                            U.S.A.

  Item 2         (d)      Title of Class of Securities:           Common Stock, par value $.01 per
                                                                  share

  Item 2         (e)      CUSIP No.:                              238113104

  Item 3                  Not Applicable

  Item 4                  Ownership:

                 (a)      Amount Beneficially Owned:              2,538,430(1)

                 (b)      Percent of Class:                       15.2%
</TABLE>

- ----------------------------------

               1/   Does not include (i) 20,858 shares held in trust for
                    the benefit of one of Mr. Saper's minor children, (ii)
                    11,783 shares held in trust for Mr. Saper's other minor
                    child or (iii) 3,150 shares owned by Carol Saper, Mr.
                    Saper's wife.  The trustees of such trusts are Martin
                    Nussbaum, a citizen of the United States residing at
                    335 Beechmont Drive, New Rochelle, New York 10804 and
                    Carol Saper, a citizen of the United States residing at
                    812 Park Avenue, New York, New York.  Lawrence Saper
                    disclaims beneficial ownership of these shares. Does
                    not include 400,000 shares which are owned by an
                    irrevocable trust of which Carol Saper and Daniel
                    Brodsky are Trustees.  Mr. Saper will receive annual
                    distributions from that trust equal to 34% of the
                    trust's initial fair market value until September 28,
                    1997; thereafter the sole beneficiaries are Mr. Saper's
                    wife, Carol Saper, and his descendants.  The Trustees
                    have the sole right to vote and dispose of the shares.
                    Daniel Brodsky is a citizen of the United States who
                    resides at 895 Park Avenue, New York, New York.  Mr.
                    Saper disclaims beneficial ownership of these shares.
                    Includes 545,000 shares which are subject to currently
                    exercisable options which includes an option to
                    purchase 500,000 shares, which option became
                    exercisable on August 3, 1994, subject to certain
                    conditions and 1,350 shares held in trust for Mr.
                    Saper pursuant to the Issuer's 401(k) plan.


                                Page 3 of 5 Pages
<PAGE>   4
             (c)      Number of shares as to
                      which such person has:

                      (i)      sole power to vote or to direct the
                               vote:                                  2,538,430

                      (ii)     shared power to vote or to direct the
                               vote:                                      - 0 -

                      (iii)    sole power to dispose or to direct the
                               disposition of:                        2,538,430

                      (iv)     shared power to dispose or to direct
                               the disposition of:                        - 0 -

  Item 5              Ownership of Five Percent or Less of a Class:
                      Not Applicable.

  Item 6              Ownership of More Than Five Percent on Behalf
                      of Another Person:  Not Applicable.

  Item 7              Identification and Classification of the
                      Subsidiary Which Acquired the Security Being
                      Reported on by the Parent Holding Company:
                      Not Applicable.

  Item 8              Identification and Classification of Members
                      of the Group:  Not Applicable.

  Item 9              Notice of Dissolution of Group:  Not
                      Applicable.

  Item 10             Certification:  Not Applicable.


                                Page 4 of 5 Pages
<PAGE>   5
Signature

         After reasonable 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.

February 5, 1996                                        /s/  Lawrence Saper
                                                       -----------------------
                                                             Signature



Lawrence Saper, Chairman of the Board and Chief Executive Officer
- -----------------------------------------------------------------
Name/Title


                                Page 5 of 5 Pages


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