SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* OZ MANAGEMENT LLC (Last) (First) (Middle) 9 WEST 57TH STREET, 39TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol DADE BEHRING HOLDINGS INC [ DADE ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) X Other (specify below) Member of Group Owning 10%
	3. Date of Earliest Transaction (Month/Day/Year) 04/27/2004
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

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, par value $0.01 per share	04/27/2004		S		48,400	D	$47	288,871	I	See footnotes(1)(8)
Common Stock, par value $0.01 per share	04/29/2004		S		3,500	D	$46.96	285,371	I	See footnotes(1)(8)
Common Stock, par value $0.01 per share	04/27/2004		S		96,800	D	$47	514,565	I	See footnotes(2)(8)
Common Stock, par value $0.01 per share	04/27/2004		S		54,800	D	$47	3,745,202	I	See footnotes(3)(8)
Common Stock, par value $0.01 per share								799,936	I	See footnotes(4)(8)
Common Stock, par value $0.01 per share								4,545,138	I	See footnotes(5)(7)(8)
Common Stock, par value $0.01 per share								799,936	I	See footnotes(6)(7)(8)

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 Securities Underlying Derivative Security (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: 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

1. Name and Address of Reporting Person* OZ MANAGEMENT LLC (Last) (First) (Middle) 9 WEST 57TH STREET, 39TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) Member of Group Owning 10%

1. Name and Address of Reporting Person* OZF MANAGEMENT L P (Last) (First) (Middle) 9 WEST 57TH STREET, 39TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) Member of Group Owning 10%

1. Name and Address of Reporting Person* OZF MANAGEMENT LLC (Last) (First) (Middle) C/O OZF MANAGEMENT, L.P. 9 WEST 57TH STREET, 39TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) Member of Group Owning 10%

1. Name and Address of Reporting Person* OCH DANIEL S (Last) (First) (Middle) C/O OZ MANAGEMENT, L.L.C. 9 WEST 57TH STREET, 39TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) Member of Group Owning 10%

1. Name and Address of Reporting Person* FREIDHEIM STEPHEN C (Last) (First) (Middle) C/O OZF MANAGEMENT, L.P. 9 WEST 57TH STREET, 39TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) Member of Group Owning 10%

Explanation of Responses:

1. The amount of securities shown in columns 4 and 5 of Table I of this Form 4 is owned directly by a discretionary account managed by OZF Management, L.P. ("OZF"). As the investment adviser to such account, OZF may be deemed to be the beneficial owner of the Issuer's securities held by such discretionary account. OZF disclaims any beneficial ownership of any of the Issuer's securities reported herein for purposes of Rule 16(a)-1(a) under the Securities Exchange Act of 1934, as amended, or otherwise.

2. The amount of securities shown in columns 4 and 5 of Table I of this Form 4 is owned directly by a second discretionary account managed by OZF. As the investment adviser to such account, OZF may be deemed to be the beneficial owner of the Issuer's securities held by such discretionary account. OZF disclaims any beneficial ownership of any of the Issuer's securities reported herein for purposes of Rule 16(a)-1(a) under the Securities Exchange Act of 1934, as amended, or otherwise.

3. The amount of securities shown in columns 4 and 5 of Table I of this Form 4 is owned directly by a discretionary account managed by OZ Management, L.L.C. ("OZ"). As the investment adviser to such account, OZ may be deemed to be the beneficial owner of the Issuer's securities held by such discretionary account. OZ disclaims any beneficial ownership of any of the Issuer's securities reported herein for purposes of Rule 16(a)-1(a) under the Securities Exchange Act of 1934, as amended, or otherwise.

4. The amount of securities shown in columns 4 and 5 of Table I of this Form 4 and referenced in footnotes (1) and (2) are owned directly by two discretionary accounts managed by OZF. As the general partner of OZF, OZF Management, L.L.C. ("OZFLLC") may be deemed to be the beneficial owner of the Issuer's securities held by each of such discretionary accounts. OZFLLC disclaims any beneficial ownership of any of the Issuer's securities reported herein for purposes of Rule 16(a)-1(a) under the Securities Exchange Act of 1934, as amended, or otherwise.

5. As a managing member of OZFLLC, which is the general partner of OZF, Daniel S. Och ("Och") may be deemed to be the beneficial owner of the Issuer's securities held by each of the discretionary accounts referenced in footnotes (1) and (2) of this Form 4. As the senior managing member of OZ, Och may be deemed to be the beneficial owner of the Issuer's securities held by the discretionary account referenced in footnote (3) of this Form 4.

6. As a managing member of OZFLLC, which is the general partner of OZF, Stephen C. Freidheim ("Freidheim") may be deemed to be the beneficial owner of the Issuer's securities held by each of the discretionary accounts referenced in footnotes (1) and (2) of this Form 4.

7. Och and Freidheim disclaim any beneficial ownership of any of the Issuer's securities reported herein for purposes of Rule 16(a)-1(a) under the Securities Exchange Act of 1934, as amended, or otherwise. The transactions and securities reported by Och are cumulative totals of the transactions and securities reported in footnotes (1), (2) and (3) of this Form 4. The transactions and securities reported by Freidheim are cumulative totals of the transactions and securities reported in footnotes (1) and (2) of this Form 4. Och and Freidheim have not engaged in any transactions in the Issuer's securities individually or indirectly through any entities not listed in this Form 4.

8. The entities and individuals identified in the footnotes of this Form 4 may be deemed members of a group holding equity securities of the Issuer. The filing of this Form 4 shall not be deemed to be an admission that such entities and individuals are members of such group.

	/s/ Daniel S. Och, individually and as the authorized signer for OZ Management, L.L.C.	04/29/2004
	.	04/29/2004
	/s/ Stephen C. Freidheim, individually and as the authorized signer for OZF Management, L.L.C. and OZF Management, L.P.	04/29/2004
	.	04/29/2004
	.	04/29/2004
	** 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 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).
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