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) July 28, 2005


                           Natus Medical Incorporated
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             (Exact name of registrant as specified in its charter)


         Delaware                     000-33001                  77-0154833
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(State or other jurisdiction         (Commission                (IRS Employer
      of incorporation)              File Number)            Identification No.)


               1501 Industrial Road, San Carlos, California 94070
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               (Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (650) 802-0400              
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                                 Not applicable
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          (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)

[ ] 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))




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ITEM 2.02 Results of Operations and Financial Condition.

On July 28, 2005, Natus Medical Incorporated (the "Company") is issuing a press
release and holding a conference call regarding its financial results for the
second quarter of fiscal 2005 ended June 30, 2005 and other financial
information. A copy of the press release is furnished as Exhibit 99.1 to this
Form 8-K.

The information in this Form 8-K and the exhibit attached hereto shall not be
deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934
(the "Exchange Act") or otherwise subject to the liabilities of that Section,
nor shall it be deemed incorporated by reference in any filing under the
Securities Act of 1933 or the Exchange Act, except as shall be expressly set
forth by specific reference in such a filing.

ITEM 9.01. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

      (c)  Exhibits.

           Exhibit No.     Description
           -----------     -----------

           99.1            Press release of Natus Medical Incorporated dated 
                           July 28, 2005 describing the Company's results for
                           its second fiscal quarter ended June 30, 2005 and 
                           other financial information.

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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.


                                                     NATUS MEDICAL INCORPORATED


Date: July 28, 2005                                  By: /s/ Steven J. Murphy
                                                         -----------------------
                                                         Steven J. Murphy
                                                         Vice President, Finance




                                Index to Exhibits

    Exhibit No.     Description
    -----------     -----------

    99.1            Press release of Natus Medical Incorporated dated July 28,
                    2005 describing the Company's results for its second fiscal
                    quarter ended June 30, 2005 and other financial information.