UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): ~~June~~February 1811, ~~2008~~2009

DANKA BUSINESS SYSTEMS PLC

(Exact name of registrant as specified in its charter)

England & Wales

0-20828

98-0052869

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

11101 Roosevelt Boulevard St. Petersburg, Florida 33716	and	Masters House 107 Hammersmith Road London W14 0QH England
111 2nd Avenue N.E.		Masters House
	(Addresses of principal executive offices)
St. Petersburg, Florida 33701	and	107 Hammersmith Road
		London W14 0QH England

(Addresses of principal executive offices)

Registrant’s telephone number, including area code:

727-~~622~~456-~~2100~~4460 in the United States

011-44-207-605-0150 in the United Kingdom

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

x	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 8.01.

Other Events

On ~~June~~February 1811, ~~2008~~2009, Danka Business Systems PLC (“Danka” or the “Company”) ~~filed~~issued a ~~supplement~~press torelease ~~the~~announcing ~~proxy statement dated May 30~~that, ~~2008,~~following ~~and~~discussions ~~issued~~between aholders ~~press~~of ~~release~~the ~~announcing~~Company’s ~~that~~6.50% inconvertible ~~response~~participating toshares ~~statements~~(the by“Participating aShareholders”) ~~number~~and of certain holders of ~~Danka~~the Company’s ~~ordinary shares/~~American Depositary Shares (“ADSs”), ~~that they support~~ the ~~sale~~Participating ofShareholders ~~Danka~~have ~~Office~~agreed ~~Imaging Company (“DOIC”)~~ to ~~Konica~~an ~~Minolta~~increase ~~Business~~in ~~Solutions~~the ~~U.S.A.,~~amount ~~Inc.~~payable ~~(“Konica~~out ~~Minolta”),~~of ~~but~~the doproceeds ~~not~~of ~~support~~ the ~~members~~proposed ~~voluntary~~Members’ ~~liquidation~~ Voluntary Liquidation (the “MVL”) asto ~~currently~~all ~~proposed,~~holders ~~Danka’s board~~ of ~~directors~~Danka ~~has~~ordinary ~~determined~~shares ~~that~~and itADSs isas inat the ~~best~~time ~~interests~~at ofwhich ~~Danka~~the ~~and~~MVL ~~its~~commences ~~shareholders~~to as a ~~whole~~cash topayment noequal ~~longer condition completion of the sale of DOIC~~ to ~~Konica~~$0.12 ~~Minolta~~per ~~upon shareholder~~ADS ~~approval~~(or of$0.03 ~~the~~per ~~MVL~~ordinary share).

AsThe aCompany ~~result,~~also atannounced ~~the~~that, ~~Extraordinary~~pursuant ~~General~~to ~~Meeting~~a ofvoting ~~Danka~~agreement ~~shareholders~~entered ~~scheduled~~into toamong becertain ~~held~~holders onof ~~June 27,~~Danka ~~2008,~~ADSs ~~the board~~(including ofDCML ~~directors~~LLC ~~will~~and ~~propose~~Ironwood anInvestment ~~amendment~~Management, toLLC) (collectively, the ~~resolution~~“Committed Holders”) toand ~~approve~~ the ~~sale~~Company ofon ~~DOIC~~February 11, ~~to Konica Minolta~~2009, ~~such~~each ~~that~~of if the ~~resolution~~Committed ~~relating~~Holders tohas ~~the~~agreed ~~sale~~to ~~transaction~~vote istheir ~~amended~~entire ~~and~~respective ~~the~~holdings ~~sale~~of ~~transaction~~Danka ~~then~~ADSs ~~approved~~in byfavor of the ~~affirmative~~MVL ~~vote~~and ofrelated ~~a majority~~resolutions ofto ~~the~~be ~~votes~~proposed ~~cast~~ at the Extraordinary General Meeting, of the ~~sale~~Company of(the ~~DOIC~~“EGM”) to ~~Konica~~be ~~Minolta~~held ~~will~~on ~~be completed~~February 19, ~~regardless of the outcome of the resolution to approve the MVL~~2009.

The ~~press~~Committed ~~release~~Holders iscollectively ~~attached~~hold asthe ~~Exhibit~~right ~~99.1~~to ~~and~~vote isapproximately 25,558,409 ~~incorporated~~ADSs ~~herein~~(which byrepresent ~~reference.~~102,233,636 ~~The~~ordinary ~~supplement~~shares), torepresenting ~~the~~approximately ~~proxy~~27% ~~statement~~of ~~was~~the ~~filed~~voting ~~separately~~rights ~~with~~exercisable at the ~~Securities~~EGM. ~~and~~Cypress ~~Exchange~~Merchant ~~Commission~~Banking onPartners ~~June 18,~~II ~~2008~~L.P. and certain of its affiliates (the “Cypress ~~Danka~~Shareholders”), ~~shareholders~~which ~~are~~collectively ~~encouraged~~hold toParticipating ~~read~~Shares representing approximately 29.9% of the ~~proxy~~voting ~~statement~~rights ~~supplement~~exercisable at the EGM, have affirmed their agreement to vote in ~~its~~favor ~~entirety~~of the MVL and related proposals.

OnThe ~~June 18,~~press ~~2008,~~release inis ~~connection~~attached with the announcement that the board of directors will propose an amendment to the resolution to approve the sale of DOIC to Konica Minolta, the Company (i) amended the stock purchase agreement among the Company, Danka Holding Company, a wholly-owned subsidiary of Danka, and Konica Minolta; (ii) amended and restated the letter agreement between the Company and the Cypress Shareholders, pursuant to which the Cypress Shareholders have agreed to vote in favor of proposed amendment to the resolution relating to the sale transaction, and they have reaffirmed their previous agreement to vote in favor of the sale transaction, MVL and related proposals; (iii) amended the deed of undertaking with the holders of the Company’s 6.50% senior convertible participating shares (the “Participating Shares”) such that the holders of the Participating Shares have reaffirmed their agreement to instruct any liquidators appointed in connection with a members voluntary liquidation, whether it be the proposed MVL approved at the Extraordinary General Meeting or a members voluntary liquidation approved at a future shareholder meeting, to pay to the holders of the Company’s ordinary shares (including holders of American Depositary Shares) as at ~~the~~Exhibit ~~time at which the Liquidation commences, a payment in cash of $0~~99.~~025~~1 ~~per~~hereto ~~ordinary share (or $0.10 per American Depositary Share); (iv) issued a press release in the United Kingdom (UK);~~ and ~~(v) sent~~is aincorporated ~~communication~~herein toby ~~the Company’s employees regarding these recent developments~~reference.

In ~~addition,~~connection ~~Cypress~~with ~~Merchant~~the ~~Banking~~announcement ~~Partners~~that IIthe ~~L.P.~~Participating ~~and~~Shareholders ~~certain~~have ofagreed ~~its~~to ~~affiliates (collectively,~~ the ~~“Cypress~~increased ~~Shareholders”),~~payment ~~which~~described ~~collectively~~above ~~hold~~to ~~approximately~~all ~~92%~~holders of ~~the~~Danka ~~Company’s~~ordinary ~~outstanding~~shares ~~Participating~~and ~~Shares~~ADSs, the Company (i) amended and restated the ~~voting~~letter agreement (the “Third Amended and Restated Letter Agreement”) between the ~~Cypress~~Company ~~Shareholders~~ and ~~Konica~~the ~~Minolta~~Cypress Shareholders, pursuant to which the Cypress Shareholders, ~~have~~among ~~agreed~~other things, reaffirmed their previous agreement to vote in favor of the MVL and related proposals; (ii) amended the deed of undertaking (the “Deed of Undertaking”) with the holders of the Company’s Participating Shares such that the holders of the Participating Shares agreed, among other things, to instruct the ~~sale~~liquidators ~~transaction,~~appointed in connection with the MVL to pay the increased payment described above to all holders of Danka ordinary shares and ~~related~~ADSs; ~~proposals~~(iii) issued a press release in the United Kingdom (“UK”); and (iv) sent a supplemental circular to the Company’s ordinary shareholders in the UK in accordance with the requirements of the UK Listing Authority.

The ~~amendment~~amendments to both the ~~stock~~Third ~~purchase~~Amended ~~agreement,~~and ~~the~~Restated ~~second~~Letter ~~amended~~Agreement and ~~restated~~the ~~letter~~Deed ~~agreement,~~of ~~the~~Undertaking ~~amendment~~provide tothat all obligations of the ~~deed~~Participating Shareholders under each of ~~undertaking~~those agreements, including without limitation, the ~~amendment~~agreement to vote ~~the~~in ~~voting~~favor ~~agreement,~~of the UKMVL ~~press~~and ~~release~~related proposals and ~~communication~~ to ~~employees~~the ~~are~~increased ~~attached~~payment asdescribed ~~Exhibits~~above ~~99.2,~~to ~~99.3, 99.4,~~all ~~99.5,~~holders ~~99.6~~of Danka ordinary shares and ~~99.7~~ADSs ~~hereto,~~terminate ~~respectively~~on the earlier of (i) February 28, 2009 and ~~are~~(ii) the ~~incorporated~~resolution ~~herein~~to approve the MVL to be proposed at the EGM failing to be approved by ~~reference~~the requisite majority at the EGM (or any adjournment or postponement thereof).

OnThe ~~June 19,~~voting ~~2008~~agreement, the inThird ~~connection~~Amended ~~with~~and ~~the~~Restated ~~proposed~~Letter ~~amendment to~~Agreement, the ~~resolution~~amendment to ~~approve~~ the ~~sale~~Deed of ~~DOIC~~Undertaking, tothe ~~Konica~~UK ~~Minolta,~~press arelease ~~supplement~~and to the ~~Class 1 Circular (“~~UK ~~Circular”)~~supplemental ~~was~~circular ~~sent~~are toattached ~~holders~~as ofExhibits ~~the~~99.2, ~~Company’s~~99.3, ~~ordinary~~99.4, ~~shares~~99.5 inand ~~the~~99.6 ~~United~~hereto, ~~Kingdom~~respectively, ~~pursuant~~and toare ~~the UK Listing Authority~~incorporated ~~listing~~herein ~~rules~~by reference.

The supplement to the UK Circular is attached as Exhibit 99.8 hereto and is incorporated herein by reference.

Additional Information and Where to Find It

This current Report on Form 8-K may be deemed to be solicitation material in respect of the proposed sale of DOIC to Konica Minolta, MVL, and related proposals. In connection with the proposed sale transaction, MVL and related proposals, Danka filed a definitive proxy statement with the SEC on May 30, 2008. INVESTORS AND SECURITY HOLDERS OF DANKA ARE ADVISED TO READ THE PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THOSE DOCUMENTS CONTAIN, OR WILL CONTAIN, IMPORTANT INFORMATION ABOUT THE PROPOSED SALE TRANSACTION, MVL, AND RELATED PROPOSALS. The definitive proxy statement was mailed to shareholders of record as of May 30, 2008. Investors and security holders may also obtain a free copy of the proxy statement, and other documents filed by Danka with the SEC, at the SEC’s web site at http://www.sec.gov. Free copies of the proxy statement, and Danka’s other filings with the SEC may also be obtained from Danka. Free copies of Danka’s filings may be obtained by directing a request to Danka Business Systems PLC, 11101 Roosevelt Boulevard, St. Petersburg, FL, Attention: Company Secretary.

Danka and its directors, executive officers and other members of its management and employees may be deemed to be soliciting proxies from Danka’s shareholders in favor of the proposed sale transaction, MVL and related proposals. Information regarding Danka’s directors and executive officers is available in Danka’s proxy statement for its 2007 annual general meeting of shareholders, which was filed with the SEC on July 30, 2007. Investors and security holders may obtain additional information regarding the interests of such potential participants by reading the definitive proxy statement regarding the proposed sale transaction, MVL and related proposals, which has been filed with the SEC.

Item 9.01

Financial Statements and Exhibits

(d)

Exhibits.

Exhibit Number		Description
ExhibitNumber		Description
99.1		Danka Business Systems PLC press release dated ~~June~~February 1811, ~~2008~~2009 (US press release)
99.2		~~Amendment~~Voting ~~No. 2 to Stock Purchase~~ Agreement, dated as of ~~June~~February 1811, ~~2008~~2009, by and among ~~Konica~~DCML ~~Minolta~~LLC, ~~Business~~Van ~~Solutions~~Buren ~~U.S.A.~~Master Fund, ~~Inc~~LP, Potomac Capital Partners, LP, Potomac Capital International, Ltd., ~~Danka~~Carl ~~Business~~Warden, ~~Systems~~Brett ~~PLC~~Patelsky, Ben Renshaw, Bob Jones, Ironwood Investment Management, LLC and Danka ~~Holding~~Business ~~Company~~Systems PLC
99.3		~~Second~~Third Amended and Restated Letter Agreement, dated ~~June~~February 1811, ~~2008~~2009, by and among Cypress Merchant Banking Partners II L.P., Cypress Merchant Banking II C.V., 55th Street Partners II L.P. and Danka Business Systems PLC
99.4		Second Deed of Amendment, dated as of ~~June~~February 1811, ~~2008~~2009, by and among Cypress Merchant Banking Partners II L.P., Cypress Merchant Banking II C.V., 55th Street Partners II L.P., The Prudential Assurance Company Limited and Danka Business Systems PLC
99.5		~~Amendment~~Danka ~~No.~~Business 2Systems toPLC ~~Voting~~press ~~Agreement,~~release dated asFebruary ~~of June 18~~12, ~~2008,~~2009 by(UK ~~and~~press ~~among Konica Minolta Business Solutions U.S.A., Inc., Cypress Merchant Banking Partners II L.P., Cypress Merchant Banking II C.V. and 55th Street Partners II L.P.~~release)
99.6		~~Danka~~Supplemental ~~Business Systems PLC press release dated June 18, 2008 (~~UK ~~press release)~~Circular
99.7		Communication to Employees dated June 18, 2008
99.8		Supplement to UK Circular

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: June 19, 2008	DANKA BUSINESS SYSTEMS PLC
Dated: February 12, 2009	DANKA BUSINESS SYSTEMS PLC
	By:	/s/ ~~Edward~~Mary K. ~~Quibell~~Priolo
	Name:	~~Edward~~Mary K. ~~Quibell~~Priolo
	Title:	~~Chief~~Assistant ~~Financial~~Secretary and Principal Accounting Officer

EXHIBIT INDEX

Exhibit Number		Description
ExhibitNumber		Description
99.1		Danka Business Systems PLC press release dated ~~June~~February 1811, ~~2008~~2009 (US press release)
99.2		~~Amendment~~Voting ~~No. 2 to Stock Purchase~~ Agreement, dated as of ~~June~~February 1811, ~~2008~~2009, by and among ~~Konica~~DCML ~~Minolta~~LLC, ~~Business~~Van ~~Solutions~~Buren ~~U.S.A.~~Master Fund, ~~Inc~~LP, Potomac Capital Partners, LP, Potomac Capital International, Ltd., ~~Danka~~Carl ~~Business~~Warden, ~~Systems~~Brett ~~PLC~~Patelsky, Ben Renshaw, Bob Jones, Ironwood Investment Management, LLC and Danka ~~Holding~~Business ~~Company~~Systems PLC
99.3		~~Second~~Third Amended and Restated Letter Agreement, dated ~~June~~February 1811, ~~2008~~2009, by and among Cypress Merchant Banking Partners II L.P., Cypress Merchant Banking II C.V., 55th Street Partners II L.P. and Danka Business Systems PLC
99.4		Second Deed of Amendment, dated as of ~~June~~February 1811, ~~2008~~2009, by and among Cypress Merchant Banking Partners II L.P., Cypress Merchant Banking II C.V., 55th Street Partners II L.P., The Prudential Assurance Company Limited and Danka Business Systems PLC
99.5		~~Amendment~~Danka ~~No.~~Business 2Systems toPLC ~~Voting~~press ~~Agreement,~~release dated asFebruary ~~of June 18~~12, ~~2008,~~2009 by(UK ~~and~~press ~~among Konica Minolta Business Solutions U.S.A., Inc., Cypress Merchant Banking Partners II L.P., Cypress Merchant Banking II C.V. and 55th Street Partners II L.P.~~release)
99.6		~~Danka~~Supplemental ~~Business Systems PLC press release dated June 18, 2008 (~~UK ~~press release)~~Circular
99.7		Communication to Employees dated June 18, 2008
99.8		Supplement to UK Circular

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