EXHIBIT 99

RISK FACTORS

     An investment in Possis  Medical,  Inc.'s common stock involves a number of
risks. You should consider  carefully the following risk factors,  together with
the other  information in this  prospectus,  before buying any shares.  You also
should be aware that this filing  contains  forward-looking  statements that are
not related to historical results.  These  forward-looking  statements,  such as
statements  concerning  our  strategies,  plans,  objectives,  expectations  and
intentions,  involve risks and  uncertainties.  Our actual  results could differ
materially from those anticipated in these forward-looking  statements.  Factors
that could cause or contribute to such differences  include, but are not limited
to, the following
risk factors.

We have a history of operating losses and a lack of profitable operations.

     We incurred  losses for fiscal  years 1999,  2000 and 2001.  As of July 31,
2001, we had  accumulated a deficit of $64.0  million.  We incurred an operating
loss of $12.5 million for the year ended  July 31,  1999,  an operating  loss of
$11.2  million for the year ended July 31, 2000,  and an operating  loss of $3.8
million for the year ended July 31, 2001.

     We became  profitable  on a quarterly  basis in the third quarter of fiscal
2001. To maintain  profitability,  we must continue to achieve significant sales
in the United States.  We must convince health care  professionals,  third-party
payors and the  general  public of the  medical  and  economic  benefits  of the
AngioJet(R) Rheolytic(TM) Thrombectomy System. We cannot assure you that we will
succeed in marketing  this product and  continue to achieve  significant  sales.
Even if we  accomplish  this goal,  we cannot  assure  you that we will  operate
profitably on a consistent basis.

There has been limited regulatory approval for our products, and our products
are subject to extensive governmental regulation.

     Our  products and  manufacturing  activities  are subject to extensive  and
rigorous  federal  and  state  regulation  in  the  United  States  and  various
regulatory  requirements in other  countries,  including  Japan.  Current United
States Food and Drug Administration  (FDA) enforcement policy strictly prohibits
the marketing of approved medical devices for unapproved uses.  Therefore,  even
if our products receive regulatory approval,  regulators may significantly limit
the uses for which our  products may be  marketed.  In addition,  the process of
obtaining  and  maintaining  required  regulatory  approvals  can be lengthy and
expensive, and the outcome of the process can be uncertain. Moreover, regulatory
approvals may be withdrawn if we fail to comply with regulatory  standards or if
unforeseen problems arise following the initial marketing of a product.

     Additionally,  we are  required  to adhere to  Quality  System  Regulations
relating to product design, development,  manufacturing,  servicing, testing and
documentation.  Failure to comply with applicable  Quality System Regulations or
other  regulatory  requirements  may result in fines,  delays or  suspensions of
approvals, injunctions against further distribution of our products, seizures or
recalls of products,  operating  restrictions,  criminal  prosecutions  or other
sanctions, in addition to adverse publicity.  The adoption of new regulations or
changes in existing  regulations could prevent us from obtaining,  or affect the
timing of, future regulatory  approvals and could adversely affect the marketing
of our existing  products.  We cannot  assure you that we will be able to obtain
necessary  regulatory  approvals  on a  timely  basis or at all.  Delays  in our
receipt of or failure to receive  regulatory  approvals,  the loss of previously
received  approvals or our failure to comply with regulatory  requirements would
have a material adverse effect on our business,  financial condition and results
of operations.

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Clinical and marketing acceptance of our products is uncertain.

     Because our  products  are  relatively  new to the  market,  they are still
unfamiliar  to many members of the medical  community.  The AngioJet  System has
only recently begun to be used for the removal of vascular,  cardiovascular  and
intercranial blood clots. Market acceptance of our AngioJet products will depend
largely on our ability to demonstrate to the medical  community in general,  and
to  interventionalists  in  particular,   the  efficacy,   relative  safety  and
cost-effectiveness  of treating  cardiovascular  disease using our products,  as
well as on our ability to train physicians to perform necessary procedures using
our  products.  We cannot  assure you that our products  will  provide  benefits
considered adequate by providers of cardiovascular and vascular  treatments,  or
that enough providers will use our products to ensure their commercial  success.
Moreover,  even  if our  products  become  generally  accepted  by  the  medical
community,  physicians  trained  to use our  products  may  not use  them or may
recommend a competitor's  products.  We cannot assure you that  physicians  will
determine that our AngioJet  products are  appropriate  courses of treatment for
their patients or acceptable  alternatives to other therapies.  Even if they are
accepted  by the  medical  community,  our  ability to  successfully  market our
products  before they receive FDA  approval  may be limited by FDA  regulations,
guidelines or policies.  Lack of clinical and market  acceptance and significant
restrictions  on our marketing  program would have a material  adverse effect on
our business, financial condition and results of operations.

We depend on our AngioJet products.

     We have focused our resources on the continued  development  and refinement
of our AngioJet System. If we fail to obtain necessary regulatory approvals,  or
the  medical  community  rejects  the use of the  AngioJet  System for  multiple
purposes,  our business,  financial condition and results of operations would be
materially and adversely affected.

The industry in which we compete is characterized by rapid technological
change and intense competition.

     The medical products market is characterized by rapidly evolving technology
and intense competition.  Our future success depends on our ability to keep pace
with advancing  technology and competitive  innovations.  Potential  competitors
have developed or are in the process of developing  technologies that are, or in
the  future  may be,  the  basis  for  competitive  products,  some of which may
accomplish desired  therapeutic  effects through entirely different methods than
the products we are developing.

     We believe our AngioJet System will face intense competition from a variety
of  treatments  for  the  removal  of  blood  clots,  including  clot-dissolving
(thrombolytic)  drug  therapies,  surgical  intervention,  balloon  embolectomy,
mechanical  and  laser  thrombectomy  devices,  ultrasound  ablators,  and other
thrombectomy  devices  based  on  waterjet  systems  that  are  currently  being
developed by other companies.

     Many of the  companies  developing  competing  devices  have  substantially
greater  capital and  substantially  greater  resources  for and  experience  in
research and development,  regulatory matters,  manufacturing and marketing than
we have.  These companies will be serious  competitors for us and may succeed in
developing products that are more effective and/or less costly than the AngioJet
System.  Furthermore,  these  companies  may be more  successful  than we are in
manufacturing  and  marketing  their  products.  Our  competitors  or others may
develop technologies, products or procedures that are more effective than any we
are  developing  or that may render our  technology  and  products  obsolete  or
noncompetitive.  The advent of new  devices,  procedures  or new  pharmaceutical
agents could hinder our ability to compete effectively and could have a material
adverse effect on our business, financial condition and results of operations.

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Our success will depend on our ability to maintain patents and other
proprietary rights.

     Our success  depends and will  continue to depend in part on our ability to
maintain patent protection for our products and processes, to preserve our trade
secrets  and to  operate  without  infringing  the  proprietary  rights of third
parties.  We attempt to protect our technology by filing patent applications for
technology that we consider important to the development of our business,  among
other  measures  described  below.  We currently  hold ten United States patents
relating to the AngioJet System, and we have thirteen United States and numerous
foreign patent  applications  pending  relating to the AngioJet  System.  Claims
relating  to  medical  technology  patents  involve  complex  legal and  factual
questions.  Therefore, their outcomes are highly uncertain. We cannot assure you
that our pending  applications will result in patents being issued to us or that
either  our new  patents  or our  existing  patents  will give us a  competitive
advantage. Moreover, our competitors may design around any patents issued to us,
third parties may receive patent protection on their own waterjet  devices,  and
others may hold or receive  patents  containing  claims that may cover  products
developed by us.

     We require all our employees to execute non-disclosure agreements when they
join Possis Medical.  These agreements  generally  provide that all confidential
information  developed  or made known to the employee by us during the course of
his or her  employment  with Possis  Medical must be kept  confidential  and not
disclosed  to  third  parties.  We  cannot  assure  you,  however,   that  these
non-disclosure  agreements  and other  safeguards  will protect our  proprietary
information and know-how,  or that they will provide us adequate remedies in the
event of  unauthorized  use or disclosure of confidential  information.  We also
cannot  assure  you that  others  will be unable  to  develop  such  information
independently.

     We also rely on unpatented proprietary technology and trade secrets that we
seek to protect in part through  confidentiality  agreements  with employees and
other  parties.  We cannot  assure you that the employees and other parties will
comply with these agreements, that we will have adequate remedies for any breach
or that  we can  meaningfully  protect  our  rights  to  unpatented  proprietary
technology  in any other way.  We also  cannot  assure you that  others  will be
unable  independently to develop or otherwise acquire  substantially  equivalent
proprietary  technology and trade secrets, or that they will keep the technology
secret. The disclosure of this type of information could have a material adverse
effect on our business, financial condition and results of operations.

     The medical device industry has seen much litigation with respect to patent
and other  intellectual  property rights.  Litigation may be necessary for us to
enforce our  patents,  to protect  our trade  secrets  and  know-how,  to defend
against  claimed  infringement  of others' rights or to determine the ownership,
scope or  validity  of the  proprietary  rights of Possis  Medical  and  others.
However,  litigation  also could be extremely  costly to us and could divert our
resources and efforts away from our products and day-to-day business matters. If
the  litigation  had an adverse  outcome,  it could  subject  us to  substantial
liabilities to third parties, require us to seek licenses from third parties and
prevent  us from  manufacturing,  selling  or using our  products.  Any of these
results  could  have  a  material  adverse  effect  on our  business,  financial
condition and results of operations.

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Acceptance of our products and our profits may be limited by inadequate
third-party reimbursements.

     Health care  providers  (such as hospitals  and  physicians)  that purchase
medical devices like the AngioJet System for the treatment of patients generally
rely on third-party  payors like Medicare,  Medicaid and private insurance plans
to reimburse all or part of the costs  associated  with the health care services
they provide.  In certain foreign markets,  the pricing of and profits generated
by health care  products  are subject to  government  control.  In some  states,
Medicare  and  Medicaid  payors  reimburse   hospitals  for  inpatient   medical
procedures at a pre-determined rate based on diagnosis-related  groups. If these
rates do not include, and third-party payors do not otherwise provide,  adequate
reimbursement  to  health  care  providers  for the  cost of our  products,  our
products will not gain wide market  acceptance  and our  financial  results will
suffer.

     The Health  Care  Financing  Administration  (HCFA) is the  federal  agency
responsible for administering the Medicare system.  HCFA has prohibited Medicare
from  paying for certain  revolutionary  (new)  procedures  that are still under
investigation  or that are not deemed safe and effective for the condition being
treated.  Therefore, even if a device has FDA approval, Medicare payors may deny
reimbursement  if they conclude that the device is  experimental or that it will
not improve the condition being treated.

     The market for our  products  also could be  adversely  affected  by future
legislation to reform the nation's  health care system or by changes in industry
practices regarding  reimbursement.  We cannot assure you that the reimbursement
rates of  third-party  payors  will  allow us to price  our  products  at levels
sufficient  to  realize  an  appropriate  return on our  investment  in  product
development.

We depend on key personnel.

     We depend  greatly  on a limited  number of key  management  and  technical
personnel. Moreover, because of the highly technical nature of our business, our
ability to continue our technological  developments and to market our products -
and thereby  develop a  competitive  edge in the  marketplace - depends in large
part on our ability to attract and retain qualified technical and key management
personnel.  Competition for qualified personnel is intense, and we cannot assure
you that we will be able to attract and retain the individuals we need. The loss
of key personnel, or our inability to hire or retain qualified personnel,  could
have a material adverse effect on our business,  financial condition and results
of operations.

We may be subject to product liability claims, for which insurance coverage
may be insufficient.

     The  manufacture  and  sale  of our  products  may  subject  us to  product
liability  claims.  The United  States  Supreme  Court has held that,  despite a
company's  compliance  with  FDA  regulations,  it  may  not  be  shielded  from
common-law negligent-design claims or manufacturing and labeling claims based on
state laws.  Product liability  insurance is expensive and in the future may not
be  available  on  acceptable  terms,  if at all. We cannot  assure you that the
coverage limits of our product liability  insurance policies will be adequate if
a product liability claim is brought against us. A successful claim or series of
claims  against us that  exceeds our  insurance  coverage  could have a material
adverse effect on our business,  financial  condition and results of operations.
Moreover,  whether or not successful,  product liability litigation would likely
divert  the  attention  of our key  personnel  and could  adversely  affect  our
reputation and the  marketability of our technology and products.  Consequently,
any product  liability  litigation  could have a material  adverse effect on our
business, financial condition and results of operations.

<PAGE>

It is uncertain whether we will be able to obtain funding sufficient to
meet our future capital needs.

     We anticipate that cash on hand, the interest expected to be earned on such
cash and expected  revenues will be sufficient to finance our  operations for at
least the next twelve to eighteen  months.  However,  we cannot  assure you that
additional capital will not be needed sooner.  Depending on the level of product
sales we may need to raise additional funds in the future.  We cannot assure you
that additional  capital will be available to us or that it will be available on
satisfactory  terms.  Raising  additional  capital through equity  financing may
dilute  the  equity  interests  of the  shareholders  of the  company,  and debt
financing  may  involve  restrictive  covenants.  Failure  to secure  additional
financing  if and when  needed  could  have a  material  adverse  effect  on our
business, financial condition and results of operations.

The securities market is volatile, and our common stock price may fluctuate
widely.

     The market price of our stock has in the past been  subject to  significant
fluctuations.  Moreover,  the markets for equity securities in general,  and for
those of smaller medical device manufacturers in particular,  have been volatile
in the past, and the price of our common stock in the future could be subject to
wide fluctuations in response to quarterly variations in operating results, news
and product  announcements,  trading  volume,  general  market  trends and other
factors.  We cannot assure you that our common stock will trade in the future at
market prices in excess of its current market price.

We have in place certain protections against takeover attempts.

     Of the 100 million  shares of capital  stock  authorized by our amended and
restated  articles of  incorporation,  79 million shares are  undesignated.  Our
board of  directors  may  issue  the  undesignated  shares on terms and with the
rights, preferences and designations determined by the board without shareholder
action. In addition, we have adopted a shareholder rights plan that provides for
the  exercise of  preferred  share  purchase  rights  when a person  becomes the
beneficial  owner of 15% or more of our  outstanding  common  stock  (subject to
certain exceptions). We also are subject to provisions of the Minnesota Business
Corporation  Act that limit the voting  rights of shares  acquired in  specified
types  of   acquisitions   and  that  restrict   specified   types  of  business
combinations. The existence or issuance of "blank check" stock, the existence of
our shareholder  rights plan and the effect of  anti-takeover  provisions  under
Minnesota  law,  individually  or in the  aggregate,  may  discourage  potential
takeover attempts and delay, defer or prevent a change in control. They also may
make  the  removal  of  management  more  difficult,  which  could  deprive  our
shareholders  of  opportunities  to sell  their  shares  at prices  higher  than
prevailing market prices.

We depend on single-source suppliers.

     We depend on single-source  suppliers for some of the raw materials used in
the manufacture of our products.  If we cannot obtain key raw materials from our
suppliers,  we cannot assure you that the materials will be available from other
suppliers,  that other  suppliers  will agree to supply the  materials to us, or
that our use of the other  suppliers  would be approved by the FDA.  Although we
believe our supply of raw  materials  currently is adequate for the needs of our
business, we cannot assure you that new sources of supply will be available when
needed.  Any  interruption  in our supply of raw materials could have a material
adverse effect on our ability to manufacture  our products until a new source of
supply is located and,  therefore,  could have a material  adverse effect on our
business, financial condition and results of operations.

We have not paid dividends on our stock.

     We have never paid cash dividends on our common stock. We currently  intend
to retain  all  future  earnings,  if any,  for use in our  business  and do not
anticipate paying cash dividends in the near future.

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