stjude105340_8k.htm - Generated by SEC Publisher for SEC Filing

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 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): October 22, 2010

ST. JUDE MEDICAL, INC.
(Exact name of registrant as specified in its charter)

Minnesota	1-12441	41-1276891
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

One St. Jude Medical Drive, St. Paul, MN		55117
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code (651) 756-2000

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:

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

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

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

o 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 October 22, 2010 St. Jude Medical, Inc. (the “Company”) issued a press release announcing that the Board of Directors of the Company has authorized the repurchase of up to $300 million of the Company’s common stock. This share repurchase program is in addition to the $600 million share repurchase authorization previously announced in association with the transaction between the Company and AGA Medical Holdings, Inc. A copy of the press release is filed as Exhibit 99.1 to this report.

Item 9.01 Financial Statements and Exhibits.

(d)	Exhibits:

	99.1	Press release issued by St. Jude Medical, Inc. on October 22, 2010.

SIGNATURE

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 hereunto duly authorized.

	ST. JUDE MEDICAL, INC.



Date: October 26, 2010	By:	/s/ Pamela S. Krop
		Pamela S. Krop Vice President, General Counsel and Corporate Secretary

EXHIBIT INDEX

Exhibit No.		Description of Exhibit

99.1		Press release issued by St. Jude Medical, Inc. on October 22, 2010.

Exhibit 99.1

St. Jude Medical, Inc.
Global Headquarters
One St. Jude Medical Drive
St. Paul, MN 55117-9913 USA
Tel 651 756 2000
sjm.com

News Release

CONTACTS

Angie Craig
Investor and Media Relations
Tel 651 756 2191
acraig@sjm.com

St. Jude Medical Board of Directors Authorizes Share Repurchase

ST. PAUL, Minn. – Oct. 22, 2010 – St. Jude Medical, Inc. (NYSE:STJ), a global medical device company, today announced that its Board of Directors has authorized an additional share repurchase program of up to $300 million of its outstanding common stock. This share repurchase program is in addition to the $600 million share repurchase authorization previously announced in association with the transaction between St. Jude Medical and AGA Medical Holdings, Inc.

Any shares acquired in the $300 million program will be available for general corporate purposes, including offsetting dilution associated with stock option and other equity-based employee benefit plans. The Company had approximately 329 million shares of common stock outstanding as of Oct. 13, 2010.

The repurchases will occur at such times and at such prices as the management of the Company determines and may be effected through transactions in the open market and/or privately negotiated transactions, including options, futures, swaps and accelerated stock buyback contracts.

About St. Jude Medical

St. Jude Medical develops medical technology and services that focus on putting more control into the hands of those who treat cardiac, neurological and chronic pain patients worldwide. The company is dedicated to advancing the practice of medicine by reducing risk wherever possible and contributing to successful outcomes for every patient. St. Jude Medical is headquartered in St. Paul, Minn. and has four major focus areas that include: cardiac rhythm management, atrial fibrillation, cardiovascular and neuromodulation. For more information, please visit sjm.com.

Forward-Looking Statements

This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties. Such forward-looking statements include the expectations, plans and prospects for the Company, including potential clinical successes, anticipated regulatory approvals and future product launches, and projected revenues, margins, earnings and market shares. The statements made by the Company are based upon management's current expectations and are subject to certain risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. These risks and uncertainties include market conditions, risks related to the Company's proposed acquisition of AGA Medical Holdings and other factors beyond the Company's control and the risk factors and other cautionary statements described in the C ompany's filings with the SEC, including those described in the Risk Factors and Cautionary Statements sections of the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended April 3, 2010. The Company does not intend to update these statements and undertakes no duty to any person to provide any such update under any circumstance.