<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-Q

/x/  QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

For Quarter Ended September 30, 1996

                                       OR

/ /  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

For the transition period from _________________ to __________________

                Commission File Number 0-6516

                  DATASCOPE CORP.
______________________________________________________________
(Exact name of registrant as specified in its charter)

Delaware                                       13-2529596
_________________________________________________________________
(State of other jurisdiction of             (I.R.S. Employer
incorporation or organization)              Identification No.)

14 Philips Parkway, Montvale, New Jersey        07645-9998
____________________________________________________________________
(Address of principal executive offices)        (Zip Code)

Registrant's telephone number, including area code  (201) 391-8100
                                              _________________________

_____________________________________________________________________________
Former name, former address and former fiscal year, if changed since last
report:

        Indicate by check mark whether the registrant 

        (1) has filed all reports required to be filed by Section 13 or
              15 (d) of the Securities Exchange Act of 1934 during the preceding
              12 months (or for such shorter period that the registrant was
              required to file such reports), and

        (2)  has been subject to such filing requirements for the past 90
              days.
                             YES     X             NO
                                ____________         ____________

Number of Shares of Company's Common Stock outstanding as of October 31, 1996:
16,138,248.
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                        DATASCOPE CORP. AND SUBSIDIARIES
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  RESULTS OF OPERATIONS AND FINANCIAL CONDITION



RESULTS OF OPERATIONS

     NET SALES

         Net sales increased 4% in the first quarter of fiscal 1997 compared to
         the first quarter last year as a result of the continued U.S. sales
         growth of VasoSeal(R), which was introduced to the U.S. market in the
         second quarter last year, and increased sales in the domestic patient
         monitoring business that more than offset a sales decline in cardiac
         assist products and vascular grafts.

         The decline in sales of cardiac assist products was attributable to the
         continuation of competitive offerings of intra-aortic balloon catheters
         for evaluation, lower balloon and pump prices and more balloon pump
         shipments under terms that result in future revenues. The company
         expects this competitive environment to continue and it intends to
         compete vigorously to retain its market leadership in intra-aortic
         balloon pumping.

         Sales of patient monitoring products increased in the first quarter of
         fiscal 1997 due to strong domestic sales growth, particularly sales of 
         the new Passport(R) XG monitor introduced in June 1996. The company 
         plans to further enhance the Passport monitor line by introducing 
         additional features, including a color screen, during the second 
         quarter of fiscal 1997.

         Sales growth of InterVascular, Inc., the company's subsidiary which
         produces vascular grafts, was interrupted in the first quarter due to
         reduced shipments to its distributor in Japan. The distributor is
         reducing inventory of non-coated grafts in anticipation of obtaining
         regulatory approval of the company's InterGard(TM) collagen-coated
         grafts. InterVascular continued to expand in the European market and
         overall sales growth is expected to resume in the second quarter.

         Despite the seasonal slowness of the first quarter, sales of VasoSeal
         in the U.S. exceeded an annualized rate of $9 million, a 10% increase
         over the fourth quarter of fiscal 1996. The company is continuing to
         expand its direct marketing organization to capitalize on VasoSeal's
         market potential. As announced in August 1996, the U.S. Food and Drug
         Administration has approved revised VasoSeal labeling that includes the
         claim that patients who receive VasoSeal can be ambulated significantly
         earlier than under conventional clinical practice using manual or
         mechanical compression. Early ambulation made possible by VasoSeal
         should result in significant cost savings for hospitals because
         hospitalization time is reduced, patients may be moved earlier to care
         settings that cost less, human and material resources are reduced and
         patient throughput is increased. VasoSeal is the only


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<PAGE>   3
         vascular sealing device approved in the U.S. to claim early ambulation.
         Early ambulation and the potential to lower hospital costs should
         accelerate VasoSeal's penetration of the vascular sealing market in the
         U.S.

         The foreign exchange rate effect of the stronger U.S. dollar compared
         to major European currencies decreased total sales by approximately
         $300 thousand in the first quarter of fiscal 1997 compared to the same
         period last year.

     GROSS PROFIT (NET SALES LESS COST OF SALES)

         The gross profit percentage was 65.0% for the first quarter of fiscal
         1997 compared to 65.4% for the corresponding period last year, with the
         slight reduction primarily attributable to lower average selling prices
         for cardiac assist and patient monitoring products.

     RESEARCH AND DEVELOPMENT (R&D)

         R&D expenses, as a percentage of sales, amounted to 15.0% in the first
         quarter of fiscal 1997 compared to 12.2% for the first quarter last
         year.

         Total R&D expenses increased $1.5 million or 27% in the first quarter
         of fiscal 1997 compared to the same period last year attributable to
         new product development activity in all businesses. Increased Cardiac
         Assist R&D expense is directed towards new intra-aortic balloon pump
         and balloon catheter products. Higher R&D expense in the Patient
         Monitoring division was primarily attributable to development of
         enhanced versions of the Accutorr and Passport monitors and
         expenditures for outside technical resources to augment the internal
         R&D staff. InterVascular R&D expenses increased primarily as a result
         of increased technical staff and higher validation and regulatory
         expenses.

     SELLING, GENERAL & ADMINISTRATIVE EXPENSES (SG&A)

         SG&A expenses, as a percentage of sales, were 46.8% in the first
         quarter of fiscal 1997 compared to 45.1% for the corresponding period
         last year.

         SG&A expenses increased $1.6 million or 8% in the first quarter of
         fiscal 1997 compared to the corresponding period last year, with the
         increase primarily attributable to the expansion of the U.S. VasoSeal
         field sales and training organization and higher selling expenses
         applicable to all other businesses.

         The stronger U.S. dollar compared to major European currencies
         decreased SG&A expenses by approximately $200 thousand in the first
         quarter of fiscal 1997 compared to the corresponding period last year.


                                       3
<PAGE>   4
     SETTLEMENTS OF LITIGATION

         Included in net earnings in the first quarter of fiscal 1997 was the
         settlement expense for two lawsuits:

         1)   The patent infringement lawsuit filed in February 1996 by Quinton
              Instruments Company and Sherwood Medical Company concerning the
              VasoSeal Vascular Hemostasis Device. The settlement of this
              lawsuit allows all parties to market their respective vascular
              hemostasis products and includes covenants against future
              litigation. The cost of the settlement including legal fees is
              $3.0 million, $1.8 million after-tax or $0.11 per share.

         2)   The shareholder class action securities lawsuit filed in November
              1993 against the company. The cost of the settlement including
              legal fees is $5.6 million, $3.3 million after-tax or $0.20 per
              share. This settlement is subject to final documentation and court
              approval.

     INTEREST INCOME AND EXPENSE

         The higher interest income in the first quarter of fiscal 1997 compared
         to the same period last year was attributable to an increase in the
         investment portfolio as cash generated from operations was invested in
         marketable securities.

     OTHER INCOME AND EXPENSE

         The company enters into foreign exchange forward contracts to hedge a
         major portion of its foreign currency exposures, primarily related to
         certain receivables denominated in foreign currencies. The hedging has
         reduced the company's exposure to fluctuations in foreign currencies.
         The net foreign exchange transaction gain or loss is reported in other
         income and expense. Foreign exchange forward contracts outstanding at
         September 30, 1996 totaled $700 thousand, all of which were in European
         currencies, with maturities that do not exceed 12 months.

     NET EARNINGS

         Excluding the special charge for settlement of litigation of $8.6
         million, $5.1 million after-tax or $0.31 per share in the first quarter
         of fiscal 1997, net earnings in the first quarter of fiscal 1997 were
         $1.8 million or $0.11 per share compared to $3.1 million or $0.19 per
         share for the first quarter last year. The lower earnings resulted
         primarily from higher R&D expenses and the effect of competitive
         pressure on the Cardiac Assist division. Although the company expects
         to experience continued competitive pressures on its cardiac assist
         business and continued higher level of R&D investments, comparisons
         with prior year results should progressively improve throughout the
         balance of fiscal 1997.


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<PAGE>   5
     LIQUIDITY AND CAPITAL RESOURCES

         The company maintained its strong financial position during the first
         quarter of fiscal 1997. Working capital was $112.4 million at September
         30, 1996 compared to $121.4 million at June 30, 1996 with the decrease
         attributable to investing cash in long term marketable securities and
         an increase in accrued expenses related to the settlements of
         litigation. As a result, the current ratio at September 30, 1996 was
         3.4:1 compared to 3.9:1 at June 30, 1996. Cash provided by operating
         activities was $8.0 million in the first quarter of fiscal 1997
         compared to $6.7 million in the corresponding period last year.

         In the first quarter of fiscal 1997, cash was used to purchase $5.7
         million of marketable securities and $1.0 million of plant and
         equipment.

         On May 3, 1996 the company announced a stock repurchase program
         permitting the utilization of up to $20 million to buy back its common
         stock from time to time, subject to market conditions and other
         relevant factors affecting the company. During the first quarter of
         fiscal 1997 there were no repurchases of company stock.

         Management believes that the company's financial resources are
         sufficient to meet its projected cash requirements including the
         expenditures expected under the stock repurchase program.

         The moderate rate of current U.S. inflation has not significantly
         affected the company.

         This management's discussion and analysis of results of operations and
         financial condition includes forward-looking statements that are
         subject to uncertainty. Reasons for the uncertainty include the
         possibility that market conditions affecting the competitive 
         environment for cardiac assist products may change as a result of the 
         introduction of new products by competitors, and the probability 
         that the French government will impose price controls on vascular 
         grafts. Additional detailed information on factors that could
         potentially affect the company's financial results may be found in the
         company's filings with the Securities and Exchange Commission.


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<PAGE>   6
                        DATASCOPE CORP. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                             (Dollars in thousands)

<TABLE>
<CAPTION>
                                                           SEPT 30,          JUNE 30,
                                                            1996               1996
                                                          ---------         ---------
                                                         (unaudited)           (a)
<S>                                                       <C>               <C>      
ASSETS
Current Assets:
  Cash and cash equivalents                               $   3,782         $   2,574
  Short-term investments                                     66,155            64,805
  Accounts receivable, less allowance for doubtful
    accounts of $947 and $1,198                              41,979            50,559
  Inventories (Note 2)                                       37,711            34,757
  Prepaid expenses and other current assets                  10,138            10,743
                                                          ---------         ---------
      Total Current Assets                                  159,765           163,438

Property, Plant and Equipment, net of accumulated
  depreciation of $37,427 and $36,363                        44,457            43,973
Non-Current Marketable Securities                            21,756            17,364
Other Assets                                                 10,614             9,689
                                                          ---------         ---------
                                                          $ 236,592         $ 234,464
                                                          =========         =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
  Accounts payable                                        $   6,597         $   6,664
  Accrued expenses                                           31,650            23,372
  Accrued compensation                                        9,079             9,946
  Taxes on income                                                --             2,097
                                                          ---------         ---------
      Total Current Liabilities                              47,326            42,079

Other Liabilities                                            10,925            10,705

Stockholders' Equity (Note 3)
  Preferred stock, par value $1.00 per share:
    Authorized 5,000,000 shares; Issued, none                    --                --
  Common stock, par value $.01 per share:
    Authorized, 45,000,000 shares; Issued and
    outstanding, 16,135,158 and 16,135,427 shares               161               161
  Additional paid-in capital                                 42,543            42,548
  Treasury stock at cost, 94,000 shares                      (1,671)           (1,671)
  Retained earnings                                         138,466           141,764
  Cumulative translation adjustments                         (1,158)           (1,122)
                                                          ---------         ---------
                                                            178,341           181,680
                                                          ---------         ---------
                                                          $ 236,592         $ 234,464
                                                          =========         =========
</TABLE>


                  (a) Derived from audited financial statements
                 See notes to consolidated financial statements


                                       6
<PAGE>   7
                        DATASCOPE CORP. AND SUBSIDIARIES
                       STATEMENTS OF CONSOLIDATED EARNINGS
                    (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                       THREE MONTHS ENDED
                                                           SEPTEMBER 30,
                                                    ---------------------------
                                                      1996               1995
                                                    --------           --------

<S>                                                 <C>                <C>     
NET SALES                                           $ 47,600           $ 45,900
                                                    --------           --------

Costs and Expenses:
  Cost of sales                                       16,649             15,861
  Research and development
    expenses                                           7,131              5,611
  Selling, general and
    administrative expenses                           22,258             20,694
  Settlements of litigation  (Note 4)                  8,554                 --
                                                    --------           --------
                                                      54,592             42,166
                                                    --------           --------

OPERATING EARNINGS                                    (6,992)             3,734

Other (Income) Expense:
  Interest income                                     (1,189)            (1,015)
  Interest expense                                         4                 18
  Other, net                                             138                135
                                                    --------           --------
                                                      (1,047)              (862)
                                                    --------           --------

EARNINGS BEFORE TAXES ON INCOME                       (5,945)             4,596

Taxes on Income                                       (2,647)             1,494
                                                    --------           --------

NET EARNINGS                                        $ (3,298)          $  3,102
                                                    ========           ========


Earnings Per Share (Note 3)                         $  (0.20)          $   0.19
                                                    ========           ========

Weighted Average Number of Common
  and Common Equivalent Shares
  Outstanding (Note 3)                                16,237             16,428
                                                    ========           ========
</TABLE>



                 See notes to consolidated financial statements


                                       7
<PAGE>   8
                        DATASCOPE CORP. AND SUBSIDIARIES
                      STATEMENTS OF CONSOLIDATED CASH FLOWS
                             (DOLLARS IN THOUSANDS)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                   THREE MONTHS ENDED
                                                                      SEPTEMBER 30,
                                                                -------------------------
                                                                  1996             1995
                                                                --------         --------
<S>                                                             <C>              <C>     
OPERATING ACTIVITIES:
     Net cash provided by operating activities                  $  8,010         $  6,688
                                                                --------         --------

INVESTING ACTIVITIES:
     Capital expenditures                                         (1,015)          (2,029)
     Purchases of short-term marketable securities               (20,975)         (27,872)
     Maturities of short-term marketable securities               19,625           21,954
     Purchases of long-term marketable securities                 (4,392)              --

                                                                --------         --------
     Net cash used in investing activities                        (6,757)          (7,947)
                                                                --------         --------

FINANCING ACTIVITIES:
     Net cash (used in) provided by financing activities              (5)             227
                                                                --------         --------

     Effect of exchange rates on cash                                (40)             150
                                                                --------         --------

Increase (decrease) in cash and cash equivalents                   1,208             (882)
Cash and cash equivalents, beginning of period                     2,574            3,096
                                                                --------         --------

Cash and cash equivalents, end of period                        $  3,782         $  2,214
                                                                ========         ========

SUPPLEMENTAL CASH FLOW INFORMATION
     Cash (refunded) paid during the period for:
       Income taxes                                             $ (1,154)        $    708
                                                                --------         --------

     Non-cash transactions:
       Net transfers of inventory to fixed assets
         for use as demonstration equipment                     $  1,573         $    631
                                                                --------         --------
</TABLE>


                 See notes to consolidated financial statements


                                       8
<PAGE>   9
                        DATASCOPE CORP. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

1.  BASIS OF PRESENTATION

The consolidated balance sheet as of September 30, 1996 and the statements of
consolidated earnings and cash flows for the three month periods ended September
30, 1996 and 1995 have been prepared by the Company, without audit. In the
opinion of management, all adjustments (which include only normal recurring
adjustments) have been made that are necessary to present fairly the financial
position, results of operations and cash flows for all periods presented.

Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted. It is suggested that the condensed consolidated
financial statements included herein be read in conjunction with the financial
statements and notes included in the Company's June 30, 1996 annual report to
shareholders. The results of operations for the period ended September 30, 1996
are not necessarily indicative of a full year's operations.

The presentation of certain prior year information has been reclassified to
conform with the current year presentation.

2.  INVENTORIES

Inventories are stated at the lower of cost, determined on a first-in, first-out
basis, or market.

<TABLE>
<CAPTION>
                                                   (In thousands)
                                             ---------------------------
                                              Sept 30,          June 30,
                                                1996              1996
                                             --------           --------
<S>                                           <C>               <C>    
         Materials                            $16,150           $15,711
         Work in Process                        6,902             7,064
         Finished Goods                        14,659            11,982
                                              -------           -------
                                              $37,711           $34,757
                                              =======           =======
</TABLE>

3.  STOCKHOLDERS' EQUITY

Changes in the components of stockholders' equity for the three months ended
September 30, 1996 are as follows:

<TABLE>
<CAPTION>
                                                            (In thousands)
                                                            --------------
<S>                                                            <C>     
         Net income (loss)                                     $(3,298)
         Translation adjustments                                   (36)
         Common stock and additional paid-in
               capital effects of stock option activity             (5)
                                                               -------
         Total decrease in stockholders' equity                $(3,339)
                                                               =======
</TABLE>

4.  SETTLEMENTS OF LITIGATION

The Company settled litigation during the first quarter of fiscal 1997 resulting
in the following charges against first quarter earnings:

     $5,550,000 before taxes, $3,291,000 after income tax, equivalent to $0.20
           per share to settle the shareholder class action securities lawsuit,
           including related legal fees.

     $3,004,000 before taxes, $1,807,000 after income tax, equivalent to $0.11
           per share to settle the patent infringement lawsuit filed by Quinton
           Instruments Company and Sherwood Medical Company concerning the
           VasoSeal Vascular Hemostasis Device, including related legal fees.
           The settlement allows all parties to market their respective vascular
           hemostasis products and includes covenants against future litigation.


                                       9
<PAGE>   10
Part II:



        Item 6        Exhibits and Reports on Form 8-K


                             (b)    Reports on Form 8-K. No reports on Form 8-K
                                    have been filed during the quarter for which
                                    this report is filed.


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                                                                       Form 10-Q





SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned, thereunto duly authorized.


                                  DATASCOPE CORP.
                                  Registrant







                                  By: LAWRENCE SAPER
                                     --------------------------
                                      Lawrence Saper
                                      Chairman of the Board and
                                      Chief Executive Officer






                                  By: MURRAY PITKOWSKY
                                     --------------------------
                                      Murray Pitkowsky
                                      Senior Vice President and
                                      Secretary




Dated:  November 13, 1996


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