1. Name and Address of Reporting Person Collins, Jr., Arthur D. Medtronic, Inc. 710 Medtronic Pkwy Minneapolis, MN 55432- 2. Issuer Name and Ticker or Trading Symbol Medtronic, Inc. (MDT) 3. IRS or Social Security Number of Reporting Person (Voluntary) 4. Statement for Month/Year 8/2002 R1 5. If Amendment, Date of Original (Month/Day/Year) 09/10/20026. Relationship of Reporting Person(s) to Issuer (Check all applicable) (X) Director ( ) 10% Owner (X) Officer (give title below) ( ) Other (specify below) Chairman of the Board and Chief Executive Officer 7. Individual or Joint/Group Filing (Check Applicable Line) (X) Form filed by One Reporting Person ( ) Form filed by More than One Reporting Person TABLE I -- Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned +---------------------------------+----------+-------------+-----------------------------+----------------+-----------+------------+ |1. Title of Security |2. Trans- |3. Trans- |4. Securities Acquired (A) |5. Amount of |6. Owner- |7. Nature | | | action | action | or Disposed of (D) | Securities | ship | of In- | | | Date | Code | | Beneficially | Form: | direct | | | | | | Owned at | Direct | Bene- | | | (Month/ | | | End of | (D) or | ficial | | | Day/ +-------+-----+-----------+------+----------+ Month | Indirect| Owner- | | | Year) |Code |V |Amount |A/D |Price | | (I) | ship | +---------------------------------+----------+-------+-----+-----------+------+----------+----------------+-----------+------------+ Common Stock 08/10/2002 M 6516.854 A $0.0000 D Common Stock 08/10/2002 F -6516.854 D $41.4000 454411.876 D Common Stock 24808.039 I By 401(k) Plan Common Stock 4203.713 I By ESOP TABLE II -- Derivative Securities Acquired, Disposed of, or Beneficially Owned +-------------+--------+----------+---------+-----------+---------------------+----------------+----------+--------+-------+-------+ |1. |2. |3. |4. |5. |6. |7. |8. |9. |10. |11. | | | | | | | | | |Number |Owner- | | | | | | | | | | |of |ship | | | | | | | | | | |Deriv- |Form of| | | | | | | | |Title and Amount| |ative |Deriv- | | | | | | | | |of Underlying | |Secur- |ative |Nature | | |Conver- | | |Number of | |Securities | |ities |Secur- |of | | |sion or | | |Derivative |Date Exercisable +-------+--------+ |Benefi- |ity: |In- | | |Exercise| | |Securities |and Expiration Date | |Amount | |cially |Direct |direct | | |Price of|Transac- |Transac- |Acquired(A)|(Month/Day/Year) | |or | |Owned |(D) or |Bene- | |Title of |Deriv- |tion Date |tion Code|Disposed(D)+----------+----------+ |Number |Price of |at End |In- |ficial | |Derivative |ative |(Month/ +------+--+-----+-----+Date Exer-|Expira- | |of |Derivative|of |direct |Owner- | |Security |Security|Day/Year) |Code |V |(A) |(D) |cisable |tion Date |Title |Shares |Security |Month |(I) |ship | +-------------+--------+----------+------+--+-----+-----+----------+----------+-------+--------+----------+--------+-------+-------+ Right to $0 08/10/2002 M 6516. Common 6516.854 $0.0000 296376.8 D Receive Stock 854 Stock 88 Explanation of Responses: SIGNATURE OF REPORTING PERSON /s/ Carol E. Malkinson, Attorney-in-fact ______________________ Arthur D. Collins, Jr. DATE 09/11/2002 This amendment is to correct an error discovered in the amount of derivative securities beneficially owned at the end of the reporting period. The total originally reported was higher than the amount of such securities owned by Mr. Collins. Based on a plan statement as of July 31, 2002. On August 10, 2002, the right to receive stock under this award vested and the executive is now entitiled to receive 296,376.888 shares and dividend equivalents upon his retirement from the company. The remaining 6516.854 units were converted to shares and withheld from this award to cover FICA and related Federal and State taxes due at vesting.