SC TO-T/A

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE TO

Amendment No. 1

(Rule 14d-100)

TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1)

OF THE SECURITIES EXCHANGE ACT OF 1934

ENPATH MEDICAL, INC.

(Name of subject company (Issuer))

GREATBATCH, INC.

GREATBATCH LTD.

CHESTNUT ACQUISITION CORPORATION

(Names of Filing Persons (Offerors))

Common Stock, $0. 01 par value per share	29355Y105
(Title of classes of securities)	(CUSIP number of common stock)

Timothy G. McEvoy, Esq.

Vice President, General Counsel & Secretary

Greatbatch, Inc

9645 Wehrle Drive

Clarence, New York 14031

Telephone: (716)-759-5600

(Name, address, and telephone number of person authorized to receive notices and communications on behalf of Filing Persons)

Copies to:

Robert B. Fleming, Jr., Esq. John J. Zak, Esq. Hodgson Russ LLP The Guaranty Building 140 Pearl Street, Suite 100 Buffalo, New York 14202 Telephone: (716) 856-4000 Asher Gaffney, Esq. Hodgson Russ LLP 1540 Broadway, 24th Floor New York, New York 10036 Telephone: (212) 751-4300

CALCULATION OF FILING FEE

Transaction Valuation(1)	Amount of Filing Fee(2)
$94,793,240	$2,911

(1) Estimated for purposes of calculating the filing fee only. The transaction valuation was calculated based on the offer to purchase all of the outstanding shares of common stock of Enpath Medical, Inc. at a purchase price equal to $14.38 per share and assumes the purchase of 6,361,727 issued and outstanding shares and outstanding options and warrants with respect to 794,150 shares, in each case as of April 28, 2007.

(2) The amount of filing fee, calculated in accordance with Rule 0-11 of the Securities Exchange Act of 1934, as amended, is calculated by multiplying the transaction valuation by 0.0000307.

x Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the form or schedule and the date of its filing.

Amount Previously Paid: $2,911	Filing Party:	Greatbatch, Inc., Greatbatch Ltd., Chestnut Acquisition Corporation
Form of Registration No.: Schedule TO	Date Filed:	May 8, 2007

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

Check the appropriate boxes below to designate any transactions to which the statement relates:

x third party tender offer subject to Rule 14d-1

¨ issuer tender offer subject to Rule 13e-4

¨ going private transaction subject to Rule 13e-3

¨ amendment to Schedule 13D under Rule 13d-2

Check the following box if the filing is a final amendment reporting the results of the tender offer:    ¨

This Amendment No. 1 to the Tender Offer Statement on Schedule TO (this “Amendment”), filed with the Securities and Exchange Commission (the “SEC”) on May 30, 2007, amends and supplements the Tender Offer Statement of Schedule TO filed on May 8, 2007 (the “Schedule TO”) and relates to the offer by Chestnut Acquisition Corporation, a Minnesota corporation (the “Purchaser”), which is a wholly-owned subsidiary of Greatbatch Ltd., a New York corporation (“Limited”), which is an indirect wholly-owned subsidiary of Greatbatch, Inc., a Delaware corporation (“Parent”). The Schedule TO relates to the offer by the Purchaser to purchase all outstanding shares of common stock, $0.01 par value per share (the “Shares”), of Enpath Medical, Inc., a Minnesota corporation (the “Company” or “Enpath”), at a purchase price of $14.38 per Share in cash, without interest thereon, less any required withholding taxes, upon the terms and subject to the conditions set forth in the Offer to Purchase dated May 8, 2007 (the “Offer to Purchase”), and in the related Letter of Transmittal, copies of which are attached as Exhibits (a)(1)(i) and (a)(1)(ii) (which, together with any amendments or supplements thereto, collectively constitute the “Offer”). Capitalized terms used and not defined herein shall have the meanings assigned such terms in the Offer to Purchase.

The information set forth in the Offer to Purchase and the related Letter of Transmittal is incorporated in this Amendment by reference to all of the applicable items in the Schedule TO, except that such information is hereby amended and supplemented to the extent specifically provided herein.

Item 11. Additional Information.

Item 11 of the Schedule TO is hereby amended and supplemented by adding the following text thereto:

“At 11:59 p.m., New York City time, on Friday, May 25, 2007, the waiting period under the HSR Act applicable to the Offer expired. Accordingly, the condition to the Offer relating to the expiration and termination of the HSR Act has been satisfied. Greatbatch announced the expiration of the waiting period under the HSR Act on May 30, 2007.”

Item 12. Exhibits.

Item 12 is hereby amended and supplemented by adding the following exhibit:

(a)(5)(iii) Joint Press Release issued by Parent and Enpath on May 30, 2007.

1

After due inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: May 30, 2007

CHESTNUT ACQUISITION CORPORATION
By:	/s/ Timothy G. McEvoy
Name:	Timothy G. McEvoy
Title:	Treasurer and Secretary

GREATBATCH LTD.
By:	/s/ Timothy G. McEvoy
Name:	Timothy G. McEvoy
Title:	Vice President, General Counsel and Secretary

GREATBATCH, INC.
By:	/s/ Timothy G. McEvoy
Name:	Timothy G. McEvoy
Title:	Vice President, General Counsel and Secretary

2

EXHIBIT INDEX

(a)(1)(i)	Offer to Purchase, dated May 8, 2007.*
(a)(1)(ii)	Form of Letter of Transmittal.*
(a)(1)(iii)	Form of Notice of Guaranteed Delivery.*
(a)(1)(iv)	Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.*
(a)(1)(v)	Form of Letter to Clients for use by Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.*
(a)(1)(vi)	Guidelines for Certification of Taxpayer Identification Number on Substitute Form W-9.*
(a)(1)(vii)	Form of Summary Advertisement as published on May 8, 2007 in The Wall Street Journal.*
(a)(5)(i)	Joint press release issued by Greatbatch and the Company on April 30, 2007 (incorporated by reference to exhibit 99.1 to the Current Report on Form 8-K filed by Greatbatch on April 30, 2007).*
(a)(5)(ii)	Investor Presentation Materials dated April 30, 2007 (incorporated by reference to exhibit 99.2 to the Current Report on Form 8-K filed by Greatbatch on April 30, 2007).*
(a)(5)(iii)	Joint Press Release issued Parent and Enpath on May 30, 2007. †
(d)(1)	Agreement and Plan of Merger, dated as of April 28, 2007, among Limited, the Purchaser and the Company (incorporated by reference to exhibit 2.1 to the Current Report on Form 8-K filed by Greatbatch on April 30, 2007).*
(d)(2)	Tender and Support Agreement, dated as of April 28, 2007, among Limited, the Purchaser and each person party thereto (incorporated by reference to exhibit 2.2 to the Current Report on Form 8-K filed by Greatbatch on April 30, 2007).*
(d)(3)(i)	Confidentiality Agreement, dated March 15, 2007, between Greatbatch and the Company.*
(d)(3)(ii)	Letter Agreement, dated April 17, 2007, between Greatbatch and the Company.*

* Previously filed.

† Filed herewith.

EX-99.A(5)(III)

Exhibit 99.(a)(5)(iii)

GREATBATCH, INC. AND ENPATH MEDICAL, INC. ANNOUNCE

EXPIRATION OF HSR WAITING PERIOD FOR ACQUISITION

CLARENCE, N.Y. AND MINNEAPOLIS, MN—(Business Wire)—May 30, 2007—Greatbatch, Inc. (NYSE:GB) and Enpath Medical, Inc. (NASDAQ:NPTH) announced today that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR) with respect to Greatbatch’s acquisition of Enpath has expired.

On May 8, 2007, Greatbatch commenced an all-cash tender offer for all of the outstanding shares of Enpath common stock for $14.38 per Enpath share. The tender offer is being made pursuant to the definitive merger agreement unanimously approved by the Boards of Directors of both companies and announced on April 30, 2007. The Enpath Board of Directors has unanimously recommended that Enpath shareholders tender their shares into the offer.

The tender offer will expire at 12:00 midnight New York City time, on Tuesday, June 5, 2007 (the end of the day on Tuesday), unless extended. Following successful completion of the tender offer, holders of any remaining outstanding shares of Enpath will be entitled to receive cash of $14.38 per share of Enpath common stock upon closing of the acquisition.

As previously announced, the transaction is subject to customary closing conditions, as well as the valid tender of a majority of the outstanding shares of Enpath common stock, on a fully-diluted basis. The expiration of the HSR waiting period has satisfied one of the closing conditions. Greatbatch expects to close the transaction in late June.

The complete terms and conditions of the tender offer are set forth in the Offer to Purchase and certain additional information is set forth in the Solicitation/Recommendation Statement of Enpath, copies of which are available by contacting Georgeson, the Information Agent for the tender offer, at 1-866-580-6912 toll free. The Dealer Manager for the tender offer is Banc of America Securities LLC.

About Greatbatch

Greatbatch, Inc. is a leading developer and manufacturer of critical components used in implantable medical devices and other technically demanding applications.

About Enpath Medical

Enpath Medical, Inc., headquartered in Plymouth, Minnesota, is a leader in the design, development, manufacture and marketing of percutaneous delivery systems and stimulation leads technologies. Its proprietary products include venous vessel introducers, articulating and fixed curve delivery catheters, epicardial and endocardial stimulation leads, and other products for use in pacemaker, defibrillator, catheter and infusion port procedures as well as neuromodulation markets. Its products, which are primarily finished goods, are sold worldwide through partnering relationships with other medical device companies.

Forward-Looking Statements

This press release contains forward-looking statements regarding the proposed transaction between Greatbatch and Enpath, including a statement regarding the anticipated closing of the above described acquisition. These statements are based on current expectations, forecasts and assumptions. Actual results could differ materially from those anticipated by these forward-looking statements as a result of a number of factors, some of which may be beyond Greatbatch’s or Enpath’s control. Among other things, these factors include the risk that the acquisition will not be completed because the tender offer did not proceed as anticipated or closing conditions to the acquisition were not satisfied. For a further list and description of risks and uncertainties associated with Greatbatch’s and Enpath’s businesses, see their reports filed with the Securities and Exchange Commission (SEC), including the “Risk Factors” section in each company’s most recent annual report on Form 10-K. The companies disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Additional Information

This communication is neither an offer to purchase nor a solicitation of an offer to sell any securities. The offer to buy shares of Enpath common stock is being made pursuant to a Tender Offer Statement filed by Greatbatch and its subsidiaries with the SEC on Schedule TO on May 8, 2007. A Solicitation/Recommendation Statement with respect to the offer was filed by Enpath with the SEC on Schedule 14D-9 on May 8, 2007. Enpath shareholders are advised to read the Tender Offer Statement and the related Solicitation/Recommendation Statement. These documents contain important information that should be read carefully before any decision is made with respect to the offer. These documents are available to all shareholders of Enpath at no expense to them. These documents are available at no charge on the SEC’s web site at www.sec.gov. Shareholders may also obtain copies of these documents without charge by requesting them from Georgeson, the Information Agent, at 1-866-580-6912 toll free.

CONTACTS:	For Greatbatch, Inc.
	Anthony Borowicz
	Treasurer and Director, Investor Relations
	(716) 759-5809
	tborowicz@greatbatch.com
	For Enpath Medical, Inc.
	Scott Youngstrom
	Vice President of Finance — Chief Financial Officer
	(763) 951-8181
	syoungstrom@enpathmed.com