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): November 1, 2006


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


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

[_]  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))





ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.


On November 1, 2006, Natus Medical Incorporated (the "Company") is issuing a
press release and holding a conference call regarding its financial results for
the third quarter of fiscal 2006 ended September 30, 2006 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
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    99.1       Press release of Natus  Medical  Incorporated  dated  November 1,
               2006  describing  the  Company's  results  for its  third  fiscal
               quarter ended September 30, 2006 and other financial information.



                                   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:  November 1, 2006             By: /s/ Steven J. Murphy
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                                              Steven J. Murphy
                                              Vice President Finance
                                              and Chief Financial Officer

                                Index to Exhibits

 Exhibit No.       Description
------------       -----------
    99.1       Press release of Natus  Medical  Incorporated  dated  November 1,
               2006  describing  the  Company's  results  for its  third  fiscal
               quarter ended September 30, 2006 and other financial information.