X0202 4 2007-10-29 0000064670 MEDTRONIC INC MDT 0001290170 Ellis Gary Lee MEDTRONIC, INC. 710 MEDTRONIC PARKWAY, M.S. LC310 MINNEAPOLIS MN 55432-5604 0 1 0 0 Sr VP & CFO Common Stock 2007-10-29 4 A 0 11514 0 A 71602.084 D Common Stock 4045.246 I By 401(k) Plan Common Stock 6551.206 I By ESOP Stock Options (Right to buy) 47.77 2007-10-29 4 A 0 41868 0 A 2008-10-29 2017-10-29 Common Stock 41868 41868 D These options become exercisable at the rate of 25% of the shares granted per year beginning on the first anniversary of grant. The restrictions on these shares shall lapse 100% on the third anniversay of the grant date if the Company's cumulative earnings per share growth during the 36 month period ending on the last day of the Company's fiscal year 2010 equals or exceeds a 9% compound annual growth rate, as determined by the Compensation Committee. This balance increased by 101.229 due to exempt transactions including ESPP, dividend reinvestment, and dividend equivalent credits. James N. Spolar, Attorney-in-Fact 2007-10-31