SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
EP Medsystems, Inc.
(Name of Issuer)
Common
(Title of Class of Securities)
26881P 10 3
(CUSIP Number)
December 31, 1999
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[ X ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Page 1 of 5 Pages
<PAGE>
SCHEDULE 13G
CUSIP No. 26881P 10 3 Page 2 of 5 Pages
- ------------- ------------------------------------------------------------------
1 NAMES OF REPORTING PERSONS/
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Medtronic, Inc.
41-0793183
- ------------- ------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
- ------------- ------------------------------------------------------------------
3 SEC USE ONLY
- ------------- ------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
MN
- ------------------------- --------- --------------------------------------------
NUMBER OF 5 SOLE VOTING POWER
SHARES 518,000
BENEFICIALLY
OWNED BY --------- --------------------------------------------
EACH 6 SHARED VOTING POWER
REPORTING None
PERSON --------- --------------------------------------------
WITH 7 SOLE DISPOSITIVE POWER
518,000
--------- --------------------------------------------
8 SHARED DISPOSITIVE POWER
None
- ------------- ------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
518,000
- ------------- ------------------------------------------------------------------
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
- ------------- ------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.7%
- ------------- ------------------------------------------------------------------
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
- ------------- ------------------------------------------------------------------
<PAGE>
Answer every item. If an item is inapplicable or the answer is in the negative,
so state.
Item 1(a) Name of Issuer:
EP Medsystems, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
100 Stierli Court
Suite 107
Mount Arlington, NJ 07856
Item 2(a) Name of Person Filing:
Medtronic, Inc.
Item 2(b) Address of Principal Business Office or, if none, residence:
7000 Central Avenue N.E.
Minneapolis, MN 55432
Item 2(c) Citizenship:
See Cover Page Item 4
Item 2(d) Title of Class of Securities:
Common Stock
Item 2(e) CUSIP No.:
See Cover Page
Item 3 If this statement is filed pursuant to Rule 13d-1(b), or
13d-2(b) or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under Section 15 of the
Exchange Act.
(b) [ ] Bank as defined in Section 3(a)(b) of the Exchange
Act.
(c) [ ] Insurance company as defined in Section 3(a)(19) of
the Exchange Act.
(d) [ ] Investment company registered under Section 8 of the
Investment Company Act.
(e) [ ] An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E).
(f) [ ] An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F).
(g) [ ] A parent holding company or control person in
accordance with Rule 13d-1(b)(1)(ii)(G).
(h) [ ] A savings association as defined in Section 3(b) of
the Federal Deposit Insurance Act.
<PAGE>
(i) [ ] A church plan that is excluded from the
definition of an investment company under Section
3(c)(14) of the Investment Company Act.
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check this box. [ X ]
Item 4 Ownership
See Cover Page Items 5 through 11
Item 5 Ownership of Five Percent or Less of a Class:
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the beneficial owner of
more than five percent of the class of securities, check the following [ X ].
Item 6 Ownership of More than Five Percent on Behalf of Another Person:
Not applicable
Item 7 Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company:
Not applicable
Item 8 Identification and Classification of Members of the Group:
Not applicable
Item 9 Notice of Dissolution of Group:
Not applicable
<PAGE>
Item 10 Certification:
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were not acquired and are not held
for the purpose of or with the effect of changing or influencing the control of
the issuer of the securities and were not acquired and are not held in
connection with or as a participant in any transaction having that purpose or
effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
February 11, 2000
(Date)
/s/ Robert L. Ryan
(Signature)
Robert L. Ryan, Chief Financial Officer
(Name and title)
