FORM 10-K/A
(AMENDMENT NO. 1)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------
Amendment No. 1 to annual report pursuant to Section 13 or 15(d) of the
Securities Act of 1934 for the fiscal year ended April 30, 1997.
Commission File No. 1-7707
MEDTRONIC, INC.
Minnesota 41-0793183
(State of Incorporation) (I.R.S. Employer Identification No.)
7000 Central Avenue N.E.
Minneapolis, Minnesota 55432
(Address of principal executive offices)
Telephone number: (612) 574-4000
The undersigned registrant hereby amends Part IV, Item 14(a)3, entitled
"Exhibits", of its Annual Report on Form 10-K for fiscal 1997 to add the
following exhibits:
Exhibit No.
- -----------
99.1 Form 11-K for the Medtronic, Inc. and Participating Employers
Supplemental Retirement Plan for the year ended April 30, 1997.
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this amendment to be signed on its
behalf by the undersigned, thereunto duly authorized.
MEDTRONIC, INC.
Dated: October 24, 1997 By: /s/ William W. George
---------------------------
William W. George, Chairman
and Chief Executive Officer
<PAGE>
INDEX OF EXHIBITS
EXHIBITS
- --------
99.1 Form 11-K for the Medtronic, Inc. and Participating Employers
Supplemental Retirement Plan for the year ended April 30, 1997.
EXHIBIT 99.1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(mark one)
(X) ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the fiscal year ended April 30, 1997
Or
( ) TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Nos.: 33-37529 and 33-44230
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below:
MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS
SUPPLEMENTAL RETIREMENT PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
Medtronic, Inc.
7000 Central Avenue N.E.
Minneapolis, MN 55432
SIGNATURES
THE PLAN. Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons who administer the employee benefit plan) have
duly caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.
MEDTRONIC, INC. AND PARTICIPATING
EMPLOYERS SUPPLEMENTAL RETIREMENT
PLAN
Dated: October 24, 1997 By: /s/ Janet S. Fiola
----------------------
Janet S. Fiola
Senior Vice President,
Human Resources
<PAGE>
MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS
SUPPLEMENTAL RETIREMENT PLAN
FINANCIAL STATEMENTS
AND ADDITIONAL INFORMATION
APRIL 30, 1997 AND 1996
<PAGE>
MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS
SUPPLEMENTAL RETIREMENT PLAN
FINANCIAL STATEMENTS
AND ADDITIONAL INFORMATION
APRIL 30, 1997 AND 1996
TABLE OF CONTENTS TO FINANCIAL STATEMENTS AND ADDITIONAL INFORMATION
<TABLE>
<CAPTION>
PAGE
----
<S> <C>
Financial Statements:
Report of Independent Accountants 1
Statement of Net Assets Available for Benefits 2
Statement of Changes in Net Assets Available for Benefits 3
Notes to Financial Statements 4-12
Additional Information:*
Schedule I - Item 27a Form 5500 - Schedule of Assets Held for Investment Purposes 13
Schedule II - Item 27d Form 5500 - Schedule of Reportable Transactions 14
</TABLE>
* Other schedules required by Section 2520.103-10 of the Department of Labor
Rules and Regulations for Reporting and Disclosure under ERISA have been
omitted because they are not applicable.
<PAGE>
Report of Independent Accountants
October 3, 1997
To the Participants and Administrator
of the Medtronic, Inc. and Participating
Employers Supplemental Retirement Plan
In our opinion, the accompanying statements of net assets available for benefits
and the related statements of changes in net assets available for benefits
present fairly, in all material respects, the net assets of the Medtronic, Inc.
and Participating Employers Supplemental Retirement Plan at April 30, 1997 and
1996, and the changes in net assets for the years then ended, in conformity with
generally accepted accounting principles. These financial statements are the
responsibility of the plan's management; our responsibility is to express an
opinion on these financial statements based on our audits. We conducted our
audits of these statements in accordance with generally accepted auditing
standards which require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for the opinion expressed above.
Our audit was made for the purpose of forming an opinion on the basic financial
statements taken as a whole. The additional information included in schedules I
and II is presented for purposes of additional analysis and is not a required
part of the basic financial statements but is additional information required by
ERISA. Such information has been subjected to the auditing procedures applied in
the audit of the basic financial statements and, in our opinion, is fairly
stated in all material respects in relation to the basic financial statements
taken as a whole.
/s/ Price Waterhouse LLP
Price Waterhouse LLP
Minneapolis, Minnesota
<PAGE>
MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS
SUPPLEMENTAL RETIREMENT PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
($ IN 000'S)
April 30,
------------------------
1997 1996
---------- ----------
Assets:
Investments at Fair Value:
Medtronic, Inc. Stock Fund $ 232,225 $ 203,833
Vanguard Wellington Fund 64,539 51,231
Vanguard Explorer Fund 11,460 9,959
Vanguard Wellesley Income Fund 7,700 5,100
VMMR Prime Portfolio 10,393 4,612
Vanguard 500 Portfolio Index Trust 55,000 33,606
Vanguard Prime Cap Fund 29,842 17,551
Vanguard Windsor II Fund 32,620 17,665
Vanguard International Growth Fund 11,754 8,523
Vanguard Total Bond Market Fund 2,439 1,682
Participant Loans 10,583 8,702
Interest in Master Trust Fund -- 7
---------- ----------
468,555 362,471
Deposits with Insurance Companies, at Contract Value 114,155 86,765
---------- ----------
Total Investments 582,710 449,236
Contributions Receivable:
Employer 8,601 11,413
Employee 1,970 1,564
---------- ----------
Net Assets Available for Benefits $ 593,281 $ 462,213
========== ==========
The accompanying notes are an integral part of these financial statements.
<PAGE>
MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS
SUPPLEMENTAL RETIREMENT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
($ IN 000'S)
Years ended April 30,
-----------------------
1997 1996
---------- ----------
Additions:
Contributions:
Employer $ 13,043 $ 14,825
Employee 34,348 25,518
Investment Activity:
Interest and Dividend Income 18,355 12,016
Interest in Master Trust Fund Investment Activity -- 338
Net Appreciation in Fair Value of Investments 78,763 78,363
---------- ----------
Total Investment Income 97,118 90,717
Net Assets Transferred from Other Plans 423 8,657
---------- ----------
Total Additions 144,932 139,717
Deductions:
Benefit Payments (13,864) (10,716)
---------- ----------
Increase in Net Assets 131,068 129,001
Net Assets Available for Benefits:
Beginning of Year 462,213 333,212
---------- ----------
End of Year $ 593,281 $ 462,213
========== ==========
The accompanying notes are an integral part of these financial statements.
<PAGE>
MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS
SUPPLEMENTAL RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE 1 -- DESCRIPTION OF THE PLAN
The Medtronic, Inc. and Participating Employers Supplemental Retirement Plan
(the Plan) is a defined contribution plan created by Medtronic, Inc. (the
company). It is subject to the provisions of the Employee Retirement Income
Security Act of 1974 (ERISA). The Plan provides for a regular savings program
whereby participants may deposit between 2% and 12% of their monthly salary. The
trustees of the Plan are Vanguard Fiduciary Trust Company (Vanguard Trust) and
First Trust National Association (First Trust), hereinafter referred to as the
"Trustees". In fiscal 1997 and 1996, the company paid certain administrative
expenses of the Plan.
The company matches at least 25% of the employee contribution, up to 6% of
compensation. The company may contribute additional amounts, up to an additional
75% of the amount contributed by the employee (up to 6% of compensation), if
certain performance goals are achieved.
Participants are 20% vested in the company contributions upon completing one
year of service. Additional vesting accrues at the rate of 20% per year
thereafter. Participants are 100% vested in their own contributions at all
times. Participant forfeiture of nonvested amounts reduce the company
contribution. Employer matching contributions of $177,244 and $158,124 during
fiscal years 1997 and 1996, respectively, were forfeited by terminating
employees before those amounts became vested.
Participants direct investment of funds allocated to their account among eleven
investments. The Vanguard Wellington Fund, a balanced fund, consists of common
stocks and fixed income securities. The Interest Income Fund consists of
deposits with insurance companies at fixed rates of return. The Medtronic, Inc.
Stock Fund consists of holdings in Medtronic, Inc. common stock. The Vanguard
500 Portfolio Index Trust consists of stocks comprising the Standard and Poor's
500 Index. The Vanguard Explorer Fund is an aggressive growth fund consisting of
common stocks of small companies. The VMMR Prime Portfolio consists of
high-quality money market instruments. The Vanguard Windsor II Fund, a growth
and income fund, consists of common stocks that, in the opinion of the
investment advisor, are undervalued in the marketplace. The Vanguard Total Bond
Market Fund is a bond fund that seeks to parallel the performance of an
established Bond Index. The Vanguard Wellesley Income Fund, a balanced fund,
invests in corporate bonds and stocks with above average dividend yields. The
Vanguard Prime Cap Fund consists of stock, that in the opinion of the investment
advisor, have strong earnings growth potential. The Vanguard International
Growth Fund, an international stock fund, consists of non-U.S. stocks selected
for their appreciation potential.
Termination or retirement benefits are paid by the Trustees in accordance with
the provisions of the Plan and the instructions of Medtronic, Inc., acting as
plan administrator. In the event the Plan were terminated, participants become
fully vested and the company would cause all amounts in the hands of the
Trustees to be allocated and distributed to the participants based upon their
investment balance.
<PAGE>
NOTE 2 -- SUMMARY OF ACCOUNTING PRINCIPLES
Basis of Presentation
The financial statements of the Plan are prepared on the accrual basis of
accounting.
Valuation of Investments
As determined by the Trustees, investments are stated at fair value based upon
quoted market prices, except deposits with insurance companies guaranteed
investment contracts which are valued at contract value. Contract value
represents contributions made under the contract, plus earnings, less plan
withdrawals, and administrative expenses.
Valuation of Participant Loans
Participant loans are valued at cost which approximates fair value. Participants
can have only one loan outstanding at a time and can borrow up to 50% of their
vested balance not to exceed the maximum loan amount of $50,000. The minimum
loan amount is $1,000. Loans are repaid through payroll deduction in equal
amounts over a 1 to 5 year period. The interest rate is calculated as one
percentage point over the prime rate in effect at First Bank, St. Paul, N.A., on
the first work day of the month in which the loan is made and remains fixed for
the duration for the loan.
Investment Activity
Interest and dividend income consists of amounts earned on investments in the
Plan's separate trust held by Vanguard Trust.
Use of Estimates
The preparation of the financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual results could differ from those estimates.
NOTE 3 -- TRUSTEES
Vanguard Trust maintains all assets of the Plan, excluding any assets held in
the Master Trust Fund maintained by First Trust. Vanguard Trust is recordkeeper
of the Plan assets held by Vanguard Trust and certain deposits held by insurance
companies held in the Master Trust Fund. Vanguard Trust maintains a separate
account in the name of each participant in the Plan to record the assets
allocated to the participant and the earnings, losses, disbursements and
expenses credited thereto. Medtronic, Inc. and First Trust act as recordkeeper
for the remaining assets held in the Master Trust Fund.
<PAGE>
NOTE 4 -- BENEFIT OBLIGATIONS
Differences in the amounts reported in the financial statements and the Form
5500 relate to benefit obligations at April 30, 1997 and 1996, for persons who
have withdrawn from participation in the Plan are as follows: ($ in 000's)
April 30,
--------------------
1997 1996
-------- --------
Medtronic, Inc. Stock Fund $ 251 $ 215
Interest Income Fund 606 908
Vanguard Wellington Fund 44 88
Vanguard Explorer Fund 20 3
Vanguard Wellesley Income Fund 9 --
VMMR Prime Portfolio 379 9
Vanguard 500 Portfolio Index Trust 46 32
Vanguard Prime Cap Fund 35 10
Vanguard Windsor II Fund 30 64
Vanguard International Growth Fund 6 5
Vanguard Total Bond Market Fund 3 --
Participant Loans 36 15
-------- --------
$ 1,465 $ 1,349
======== ========
NOTE 5 -- RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for benefits per the
financial statements to the Form 5500: ($ in 000's)
<TABLE>
<CAPTION>
April 30,
-------------------------
1997 1996
---------- ----------
<S> <C> <C>
Net assets available for benefits per the financial statements $ 593,281 $ 462,213
Amounts allocated to withdrawing participants (1,465) (1,349)
---------- ----------
Net assets available for benefits per the Form 5500 $ 591,816 $ 460,864
========== ==========
</TABLE>
<PAGE>
NOTE 5 -- RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 (CONTINUED)
The following is a reconciliation of benefits paid to participants per the
financial statements to the Form 5500: ($ in 000's)
Year Ended April 30, 1997
-------------------------
Benefits paid to participants per the financial
statements $ 13,864
Add: Amounts allocated to withdrawing
participants at April 30, 1997 1,465
Less: Amounts allocated to withdrawing
participants at April 30, 1996 (1,349)
----------
Benefits paid to participants per the Form 5500 $ 13,980
==========
Amounts allocated to withdrawing participants are recorded on the Form 5500 for
benefit claims that have been processed and approved for payment prior to April
30 but not yet paid as of that date.
NOTE 6 -- TAX STATUS
The Plan has received a favorable determination letter of tax qualification from
the Internal Revenue Service. The Plan administrator believes the Plan continues
to qualify under the provision of Section 401(a) of the Internal Revenue Code,
and that the related trust is exempt from federal income tax.
NOTE 7 -- INVESTMENTS
During the years ended April 30, 1997 and 1996 the Plan had transactions with
Vanguard Trust and First Trust, the Plan's trustees, which are allowed by the
Plan and are acceptable under the Internal Revenue Code. These transactions are
classified as party-in-interest transactions. The investments held by Vanguard
Trust as of April 30, 1997 and 1996 and the statement of changes for the periods
then ended are presented in the following table:
<PAGE>
NOTE 7 -- INVESTMENTS (CONTINUED)
<TABLE>
<CAPTION>
Vanguard
Medtronic, Inc. Interest Vanguard Vanguard Wellesley VMMR Vanguard
Stock Income Wellington Explorer Income Prime 500 Portfolio
1997 ($ in 000's) Fund Fund Fund Fund Fund Portfolio Index Trust
----------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance, April 30, 1996 $ 203,833 $ 86,765 $ 51,231 $ 9,959 $ 5,100 $ 4,612 $ 33,606
Net Assets Transferred
from Other Plans 59 5 15 53 8 70 29
Contributions 18,469 7,098 4,858 2,511 841 942 5,195
Inter-Fund Transfers (47,043) 19,313 751 104 1,216 4,645 7,199
Interest and Dividend Income 1,290 5,652 4,674 725 590 437 1,024
Realized/Unrealized Gain/(Loss) 59,752 -- 4,630 (1,633) 101 -- 8,612
Distributions (4,135) (4,685) (1,620) (259) (156) (313) (665)
Net Assets Transferred
from Master Trust 7
----------------------------------------------------------------------------------------------------
Balance, April 30, 1997 $ 232,225 $ 114,155 $ 64,539 $ 11,460 $ 7,700 $ 10,393 $ 55,000
====================================================================================================
</TABLE>
[WIDE TABLE CONTINUED FROM ABOVE]
<TABLE>
<CAPTION>
Vanguard Vanguard Vanguard Vanguard
Prime Cap Windsor II International Total Bond Participant
1997 ($ in 000's) Fund Fund Growth Fund Market Fund Loans Total
------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Balance, April 30, 1996 $ 17,551 $ 17,665 $ 8,523 $ 1,682 $ 8,702 $ 449,229
Net Assets Transferred
from Other Plans 88 56 27 10 3 423
Contributions 4,152 3,547 1,725 459 -- 49,797
Inter-Fund Transfers 3,999 7,379 808 174 1,455 --
Interest and Dividend Income 739 1,797 477 140 810 18,355
Realized/Unrealized Gain/(Loss) 3,702 3,092 511 (4) -- 78,763
Distributions (389) (916) (317) (22) (387) (13,864)
Net Assets Transferred
from Master Trust 7
------------------------------------------------------------------------------------
Balance, April 30, 1997 $ 29,842 $ 32,620 $ 11,754 $ 2,439 $ 10,583 $ 582,710
====================================================================================
</TABLE>
<TABLE>
<CAPTION>
Vanguard
Medtronic, Inc. Interest Vanguard Vanguard Wellesley VMMR Vanguard
Stock Income Wellington Explorer Income Prime 500 Portfolio
1996 ($ in 000's) Fund Fund Fund Fund Fund Portfolio Index Trust
--------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance, April 30, 1995 $ 126,087 $ 85,566 $ 39,176 $ 6,152 $ 1,892 $ 2,348 $ 21,535
Net Assets Transferred
from Other Plans 1,390 1,190 731 516 372 453 810
Contributions 14,458 7,055 4,003 1,525 535 464 3,319
Inter Fund Transfers 6,385 (21,912) (717) (319) 2,052 1,373 1,700
Interest and Dividend Income 956 4,864 2,376 624 310 213 708
Realized/Unrealized Gain/(Loss) 57,906 -- 6,917 1,617 82 -- 6,271
Distributions (3,349) (3,740) (1,255) (156) (143) (239) (737)
Net Assets Transferred
from Master Trust 13,742
--------------------------------------------------------------------------------------------------
Balance, April 30, 1996 $ 203,833 $ 86,765 $ 51,231 $ 9,959 $ 5,100 $ 4,612 $ 33,606
==================================================================================================
</TABLE>
[WIDE TABLE CONTINUED FROM ABOVE]
<TABLE>
<CAPTION>
Vanguard Vanguard Vanguard Vanguard
Prime Cap Windsor II International Total Bond Participant
1996 ($ in 000's) Fund Fund Growth Fund Market Fund Loans Total
-----------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Balance, April 30, 1995 $ 7,954 $ 7,660 $ 3,965 $ 871 $ 6,860 $ 310,066
Net Assets Transferred
from Other Plans 1,540 446 760 198 251 8,657
Contributions 2,604 1,821 1,046 271 -- 37,101
Inter Fund Transfers 2,948 5,144 1,848 265 1,233 --
Interest and Dividend Income 497 635 149 86 598 12,016
Realized/Unrealized Gain/(Loss) 2,464 2,265 846 (5) -- 78,363
Distributions (456) (306) (91) (4) (240) (10,716)
Net Assets Transferred
from Master Trust 13,742
---------------------------------------------------------------------------------
Balance, April 30, 1996 $ 17,551 $ 17,665 $ 8,523 $ 1,682 $ 8,702 $ 449,229
=================================================================================
</TABLE>
<PAGE>
NOTE 8 -- INTEREST IN THE MASTER TRUST FUND
Certain assets of the Plan are invested by the Trustees in a Master Trust Fund
with certain assets of the Medtronic, Inc. and Participating Employers
Retirement Plan, and the Medtronic, Inc. Employees Stock Ownership Plan (ESOP).
The Trustees maintain a separate account for Medtronic, Inc. and Participating
Employers Supplemental Retirement Plan assets held within the Master Trust Fund.
The separate account assets primarily consist of deposits with insurance
companies.
The Plan's interest in the total net assets held in the Master Trust Fund and
changes in net assets during the period are as follows: ($ in 000's)
Years ended April 30,
----------------------
1997 1996
--------- ---------
Interest in Master Trust, Beginning of Year $ 7 $ 13,411
Interest and Dividend Income -- 338
Net Assets Transferred to Separate Trust (7) (13,742)
--------- ---------
Interest in Master Trust, End of Year $ 0 $ 7
========= =========
During the years ended April 30, 1997 and 1996, the Plan had transactions with
First Trust, the Plan's Trustee, which are allowed by the Plan and are
acceptable under the Internal Revenue Code. These transactions have been
classified as party-in-interest transactions.
<PAGE>
NOTE 8 -- INTEREST IN THE MASTER TRUST FUND (CONTINUED)
The financial data of the master trust fund on an accrual basis is as follows:
MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS
MASTER TRUST FUND
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
(UNAUDITED, $ IN 000'S)
April 30,
-------------------------
1997 1996
---------- ----------
Assets:
Investments at Fair Value:
Short-Term Investment Fund $ 3,577 $ 4,175
U.S. Government Securities 17,564 7,429
Corporate Debt Securities 18,287 19,609
Medtronic, Inc. Common Stock 222,585 183,212
Other Common Stocks 100,914 84,411
Capital/Real Estate Fund (90) 337
---------- ----------
Total 362,837 299,173
Deposits with Insurance Companies, at contract value -- 7
---------- ----------
Total Investments 362,837 299,180
Cash Balance 232 --
Accrued Income 760 672
---------- ----------
Total Assets 363,829 299,852
Liabilities:
Cash Overdrawn -- 723
Accrued Expenses 65 74
Loan From Medtronic, Inc. 27,900 28,672
---------- ----------
Total Liabilities 27,965 29,469
---------- ----------
Net Assets Available for Benefits $ 335,864 $ 270,383
========== ==========
<PAGE>
NOTE 8 -- INTEREST IN THE MASTER TRUST FUND (CONTINUED)
The financial data of the master trust fund on an accrual basis is as follows:
MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS
MASTER TRUST FUND
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
(UNAUDITED, $ IN 000'S)
Years ended April 30,
------------------------
1997 1996
---------- ----------
Additions:
Contributions:
Employer $ 16,229 $ 16,984
Investment Income:
Interest Income 3,720 3,269
Dividend Income 1,100 813
Other Income 730 488
Net Appreciation in Fair Value of Investments 62,077 69,702
---------- ----------
Total Investment Income 67,627 74,272
---------- ----------
Total Additions 83,856 91,256
Deductions:
Interest Expense 2,581 2,698
Benefit Payments 1,872 1,575
Expenses 755 688
Net Assets Transferred to Other Trustees 13,167 25,310
---------- ----------
Total Deductions 18,375 30,271
---------- ----------
Increase in Net Assets 65,481 60,985
Net Assets Available for Benefits:
Beginning of Year 270,383 209,398
---------- ----------
End of Year $ 335,864 $ 270,383
========== ==========
<PAGE>
NOTE 8 -- INTEREST IN THE MASTER TRUST FUND (CONTINUED)
MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS
MASTER TRUST FUND
For the years ended April 30, 1997 and 1996 investments in the Master Trust Fund
(including gains and losses on investments bought and sold during the year)
appreciated in value by $62,077,000 and $69,702,000, respectively, as follows:
($ in 000's)
Years ended April 30,
-------------------------
1997 1996
---------- ----------
Net Appreciation/(Depreciation) in Fair Value
of Investments:
Short-Term Investment Fund $ (1,462) $ 88
U.S. Government Securities (269) 168
Corporate Debt Securities (934) (561)
Medtronic, Inc. Common Stock 52,533 55,174
Other Common Stocks 12,399 14,651
Capital/Real Estate Funds (190) 182
---------- ----------
$ 62,077 $ 69,702
========== ==========
<PAGE>
ADDITIONAL INFORMATION
MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS
SUPPLEMENTAL RETIREMENT PLAN
SCHEDULE I-ITEM 27A FORM 5500
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
(IN 000'S EXCEPT FOR NUMBER OF PARTICIPANTS/SHARES)
APRIL 30, 1997
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
Description of Investment Investment Type Participants Shares Cost Market Value
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Medtronic, Inc. Stock Fund Company Stock Fund 5,738 8,134,959 $ 116,648 $ 232,225
Interest Income Fund Unallocated Insurance Contracts 4,682 114,095,220 114,155 114,155
Vanguard Wellington Fund Registered Investment Company 3,023 2,378,552 52,654 64,539
Vanguard Explorer Fund Registered Investment Company 1,666 232,519 11,753 11,460
Vanguard Wellesley Income Fund Registered Investment Company 713 377,798 7,574 7,700
VMMR Prime Portfolio Registered Investment Company 608 10,387,536 10,393 10,393
Vanguard 500 Portfolio Index Trust Registered Investment Company 2,983 733,978 39,524 55,000
Vanguard Prime Cap Fund Registered Investment Company 2,413 900,449 23,988 29,842
Vanguard Windsor II Fund Registered Investment Company 2,318 1,293,318 27,856 32,620
Vanguard International Growth Fund Registered Investment Company 1,284 691,062 10,633 11,754
Vanguard Total Bond Market Fund Registered Investment Company 453 251,046 2,451 2,439
Participant Loans Loans Other Than Mortgages 1,644 - 10,583 10,583
(interest rates: 7.25% to 10.0%)
- ------------------------------------------------------------------------------------------------------------------------------------
Totals $ 428,212 $ 582,710
====================================================================================================================================
</TABLE>
The above data was prepared from information certified as complete and accurate
by Vanguard Fiduciary Trust Company, and First Trust, the Plan's Trustees .
<PAGE>
ADDITIONAL INFORMATION
MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS
SUPPLEMENTAL RETIREMENT PLAN
SCHEDULE II-ITEM 27D FORM 5500
SCHEDULE OF REPORTABLE TRANSACTIONS
(IN 000'S EXCEPT FOR NUMBER OF PURCHASES/SALES)
YEAR ENDED APRIL 30, 1997
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
Cost of No. of Proceeds No. of Historical
Description of Investment Purchase Purchases from Sale Sales Cost of Sales Gain or (Loss)
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Medtronic, Inc. Stock Fund $ 106,512 237 $ 137,880 245 $ 108,586 $ 29,294
Interest Income Fund 100,988 259 67,521 254 67,521 -
Vanguard Wellington Fund 18,595 207 9,901 224 8,701 1,200
Vanguard Explorer Fund 11,787 209 8,662 209 8,533 129
Vanguard Wellesley Income Fund 5,820 138 3,320 136 3,306 14
VMMR Prime Portfolio 31,205 233 25,452 198 25,452 -
Vanguard 500 Portfolio Index Trust 25,830 230 13,037 217 11,871 1,166
Vanguard Prime Cap Fund 15,079 212 6,508 212 5,899 609
Vanguard Windsor II Fund 25,102 226 13,256 195 12,516 740
Vanguard International Growth Fund 6,493 180 3,776 160 3,605 171
Vanguard Total Bond Market Fund 1,876 138 1,115 93 1,121 (6)
- ------------------------------------------------------------------------------------------------------------------------------------
Totals $ 349,287 $ 290,428 $ 257,111 $ 33,317
====================================================================================================================================
</TABLE>
The above data represents information relating to the Plan's individual trust
only. It was prepared from information certified as complete and accurate by
Vanguard Fiduciary Trust Company, the Plan's Trustee.
<PAGE>
Consent of Independent Accountants
We hereby consent to the incorporation by reference in the Registration
Statements on Form S-8 (Nos. 33-37529 and 33-44230) of the Medtronic, Inc. and
Participating Employers Supplemental Retirement Plan of our report dated October
3, 1997 appearing in this Annual Report of the Medtronic, Inc. and Participating
Employers Supplemental Retirement Plan on Form 11-K for the year ended April 30,
1997.
/s/ Price Waterhouse LLP
Price Waterhouse LLP
Minneapolis, Minnesota
October 23, 1997
