EXHIBIT 23.2
CONSENT OF INDEPENDENT ACCOUNTANTS
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We hereby consent to the incorporation by reference in this
Registration Statement on Form S-8 of our report dated May 24, 2000 relating to
the financial statements, which appears in Medtronic's 2000 Annual Report,
which is incorporated by reference in Medtronic's Annual Report on Form 10-K
for the year ended April 30, 2000. We also consent to the incorporation by
reference of our report dated May 24, 2000 relating to the Financial Statement
Schedule which appears in such Annual Report on Form 10-K.
/s/ PricewaterhouseCoopers LLP
Minneapolis, Minnesota
August 28, 2000
