8-K

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 12, 2004

Medtronic, Inc.

(Exact name of Registrant as Specified in its Charter)

Minnesota

(State or Other Jurisdiction of Incorporation)

1-7707	41-0793183
(Commission File Number)	(IRS Employer Identification No.)

710 Medtronic Parkway

Minneapolis,  Minnesota  55432

(Address of Principal Executive Offices and Zip Code)

(763)  514-4000

(Registrant’s telephone number, including area code)

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:

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

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

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

oPre-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 12, 2004, Medtronic, Inc. issued a press release announcing the results of the punitive damages phase of the lawsuit entitled Medtronic Sofamor Danek, Inc.,vs. Gary K. Michelson, M.D., and Karlin Technology, Inc., involving technology agreements among the parties.  The full text of the press release is set forth in Exhibit 99.1 attached hereto and is incorporated in this Current Report as if fully set forth herein.  This information is disclosed pursuant to Regulation FD.

Item 9.01.Financial Statements and Exhibits

(a)Financial statements:  None.

(b)Pro forma financial information:  None.

(c)Exhibits:

Exhibit 99.1Press release dated October 12, 2004.

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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 hereunto duly authorized.

		MEDTRONIC, INC.
	By	/s/ Terrance L. Carlson
Date: October 12, 2004		Terrance L. Carlson
		Senior Vice President, General Counsel and Corporate Secretary

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EX-99.1

Exhibit 99.1

                                       NEWS RELEASE

Contacts:
Rachael Scherer	Robert Hanvik
Investor Relations	Public Relations
763-505-2694	763-505-2635
	612-812-2433
Chris King	Jeanne Forbis
Investor Relations	Public Relations
763-505-2695	763-505-2814
	612-770-6896

F O R  I M M E D I A T E  R E L E A S E

MEDTRONIC REPORTS ADDITIONAL DAMAGES AWARDED IN

MEDTRONIC SOFAMOR DANEK, INC. VS. GARY K. MICHELSON, M.D.,

AND KARLIN TECHNOLOGY, INC.

MINNEAPOLIS, Oct. 12, 2004 — Medtronic, Inc. (NYSE: MDT) issued the following statement in response to today’s findings in the punitive damages phase of Medtronic Sofamor Danek, Inc. vs. Gary K. Michelson, M.D., and Karlin Technology, Inc.

Medtronic Sofamor Danek, Inc. vs. Gary K. Michelson, M.D., and Karlin Technology, Inc., is a dispute involving technology agreements between Medtronic Sofamor Danek (MSD) and Dr. Michelson and his company, Karlin Technology, Inc. (KTI).  Details of the punitive damages findings, announced in U.S. District Court in Memphis, Tenn., are summarized as follows:

•Under certain claims, the jury awarded Dr. Michelson and his company punitive damages of $400 million.

•The punitive damages were awarded only against MSD — not its parent company, Medtronic Inc.

•The agreements between MSD and Dr. Michelson and his company remain in effect.

Medtronic and MSD strongly disagree with the damages awarded and believe that the award is unjustified and excessive.  MSD intends to pursue all appropriate post-trial remedies, including exercising its right to appeal and believes its position will ultimately be vindicated.

Medtronic, Inc., headquartered in Minneapolis, is the world’s leading medical technology company, providing lifelong solutions for people with chronic disease.  Its Internet address is www.medtronic.com

Any statements made about the company’s anticipated financial results and regulatory approvals are forward-looking statements subject to risks and uncertainties such as those described in Medtronic’s Annual Report on Form 10-K for the year ended April 30, 2004.  Actual results may differ materially from anticipated results.