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| x      | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 29, 2012 OR |
|   |   |
| ¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ______ TO ______. |

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|                                   |  |  |
| Minnesota                         |   | 41-1276891 |
| (State or other jurisdiction      |   | (I.R.S. Employer |
| of incorporation or organization) |   | Identification No.) |

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|                                                                                 |  |  |
| Large accelerated filer x                                                       |   | Accelerated filer ¨ |
|                                                                            |   |   |
| Non-accelerated filer ¨ (Do not check if a smaller reporting company) |   | Smaller reporting company ¨ |

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|        |  |  |  |  |
| ITEM   |   | DESCRIPTION |   | PAGE |
|   | PART I – FINANCIAL INFORMATION |   |
| 1.     | Financial Statements |   |
|   | Condensed Consolidated Statements of Earnings | 1 |
|   | Condensed Consolidated Statements of Comprehensive Income | 2 |
|   | Condensed Consolidated Balance Sheets | 3 |
|   | Condensed Consolidated Statements of Cash Flows | 4 |
|   | Note 1 – Basis of Presentation | 5 |
|   | Note 2 – New Accounting Pronouncements | 5 |
|   | Note 3 – Goodwill and Other Intangible Assets | 5 |
|   | Note 4 – Inventories | 6 |
|   | Note 5 – Debt | 6 |
|   | Note 6 – Commitments and Contingencies | 8 |
|   | Note 7 – Purchased In-Process Research and Development (IPR&D) and Special Charges | 11 |
|   | Note 8 – Net Earnings Per Share | 14 |
|   | Note 9 – Other Income (Expense), Net | 14 |
|   | Note 10 – Income Taxes | 14 |
|   | Note 11 – Fair Value Measurements and Financial Instruments | 15 |
|   | Note 12 – Derivative Financial Instruments | 17 |
|   | Note 13 – Segment and Geographic Information | 18 |
|   |   |   |
| 2.     | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 20 |
|   | Overview | 20 |
|   | New Accounting Pronouncements | 21 |
|   | Critical Accounting Policies and Estimates | 21 |
|   | Segment Performance | 22 |
|   | Results of Operations | 24 |
|   | Liquidity | 27 |
|   | Debt and Credit Facilities | 29 |
|   | Share Repurchases | 30 |
|   | Dividends | 30 |
|   | Commitments and Contingencies | 30 |
|   | Cautionary Statements | 30 |
|   |   |   |
| 3.     | Quantitative and Qualitative Disclosures About Market Risk | 32 |
| 4.     | Controls and Procedures | 32 |
|   |   |   |
|   | PART II – OTHER INFORMATION |   |
|   |   |   |
| 1.     | Legal Proceedings | 32 |
| 1A.    | Risk Factors | 32 |
| 6.     | Exhibits | 41 |
|   | Signature | 42 |
|   | Index to Exhibits | 43 |

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|         |                      |
|---------|----------------------|
| Item 1. | FINANCIAL STATEMENTS |

|                                                       |
|-------------------------------------------------------|
|                                                       |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|                                                  | Three Months Ended |   | Nine Months Ended |
|                                                  | September 29, 2012 |   | October 1, 2011 |   | September 29, 2012 |   | October 1, 2011 |
| Net sales                                             | $ | 1,326 |  |   | $ | 1,383 |  |   | $ | 4,131 |  |   | $ | 4,205 |  |
| Cost of sales:                                        |   |  |   |   |  |   |  |  |   |  |  |
| Cost of sales before special charges                  | 348 |  |   | 363 |  |   | 1,073 |  |   | 1,112 |  |
| Special charges                                       | 7 |  |   | 7 |  |   | 46 |  |   | 18 |  |
| Total cost of sales                                   | 355 |  |   | 370 |  |   | 1,119 |  |   | 1,130 |  |
| Gross profit                                          | 971 |  |   | 1,013 |  |   | 3,012 |  |   | 3,075 |  |
| Selling, general and administrative expense           | 456 |  |   | 505 |  |   | 1,440 |  |   | 1,532 |  |
| Research and development expense                      | 170 |  |   | 176 |  |   | 518 |  |   | 528 |  |
| Purchased in-process research and development charges | — |  |   | — |  |   | — |  |   | 4 |  |
| Special charges                                       | 110 |  |   | 21 |  |   | 179 |  |   | 53 |  |
| Operating profit                                      | 235 |  |   | 311 |  |   | 875 |  |   | 958 |  |
| Other income (expense), net                           | (19 | ) |   | (20 | ) |   | (67 | ) |   | (72 | ) |
| Earnings before income taxes                          | 216 |  |   | 291 |  |   | 808 |  |   | 886 |  |
| Income tax expense                                    | 40 |  |   | 64 |  |   | 176 |  |   | 185 |  |
| Net earnings                                          | $ | 176 |  |   | $ | 227 |  |   | $ | 632 |  |   | $ | 701 |  |
| Net earnings per share:                               |   |  |   |   |  |   |   |   |   |
| Basic                                                 | $ | 0.56 |  |   | $ | 0.70 |  |   | $ | 2.01 |  |   | $ | 2.15 |  |
| Diluted                                               | $ | 0.56 |  |   | $ | 0.69 |  |   | $ | 2.00 |  |   | $ | 2.13 |  |
| Cash dividends declared per share:                    | $ | 0.23 |  |   | $ | 0.21 |  |   | $ | 0.69 |  |   | $ | 0.63 |  |
| Weighted average shares outstanding:                  |   |  |   |   |  |   |   |   |   |
| Basic                                                 | 314.7 |  |   | 324.2 |  |   | 314.8 |  |   | 326.0 |  |
| Diluted                                               | 316.3 |  |   | 326.8 |  |   | 316.4 |  |   | 329.4 |  |

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|----------------------------------------------------------------------------------|
|                                                                                  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|                                                                             | Three Months Ended |   | Nine Months Ended |
|                                                                             | September 29, 2012 |   | October 1, 2011 |   | September 29, 2012 |   | October 1, 2011 |
| Net earnings                                                                     | $ | 176 |  |   | $ | 227 |  |   | $ | 632 |  |   | $ | 701 |  |
| Other comprehensive income (loss), net of tax:                                   |   |  |   |   |  |   |   |   |   |
| Unrealized gain on available-for-sale securities, net of taxes                   | 4 |  |   | 2 |  |   | 10 |  |   | 3 |  |
| Reclassification of realized gain on available-for-sale securities, net of taxes | (3 | ) |   | — |  |   | (8 | ) |   | — |  |
| Foreign currency translation adjustment, net of taxes                            | 44 |  |   | (127 | ) |   | (2 | ) |   | (18 | ) |
| Other comprehensive income (loss)                                                | 45 |  |   | (125 | ) |   | — |  |   | (15 | ) |
| Total comprehensive income                                                       | $ | 221 |  |   | $ | 102 |  |   | $ | 632 |  |   | $ | 686 |  |

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|                                                                                                                                                                                    |
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                                                                                                                                                                                    |  |  |  |  |  |  |  |
|                                                                                                                                                                               | September 29, 2012 |   |   |
|                                                                                                                                                                               | (Unaudited) |   | December 31, 2011 |
| ASSETS                                                                                                                                                                             |   |  |   |   |  |
| Current Assets                                                                                                                                                                     |   |  |   |   |  |
| Cash and cash equivalents                                                                                                                                                          | $ | 1,051 |  |   | $ | 986 |  |
| Accounts receivable, less allowance for doubtful accounts of $101 at both September 29, 2012 and December 31, 2011                                                                 | 1,350 |  |   | 1,367 |  |
| Inventories                                                                                                                                                                        | 648 |  |   | 624 |  |
| Deferred income taxes, net                                                                                                                                                         | 232 |  |   | 232 |  |
| Other current assets                                                                                                                                                               | 156 |  |   | 182 |  |
| Total current assets                                                                                                                                                               | 3,437 |  |   | 3,391 |  |
| Property, plant and equipment, at cost                                                                                                                                             | 2,597 |  |   | 2,454 |  |
| Less accumulated depreciation                                                                                                                                                      | (1,188 | ) |   | (1,066 | ) |
| Net property, plant and equipment                                                                                                                                                  | 1,409 |  |   | 1,388 |  |
| Goodwill                                                                                                                                                                           | 2,967 |  |   | 2,953 |  |
| Intangible assets, net                                                                                                                                                             | 780 |  |   | 856 |  |
| Other assets                                                                                                                                                                       | 426 |  |   | 417 |  |
| TOTAL ASSETS                                                                                                                                                                       | $ | 9,019 |  |   | $ | 9,005 |  |
| LIABILITIES AND SHAREHOLDERS’ EQUITY                                                                                                                                         |   |  |   |   |  |
| Current Liabilities                                                                                                                                                                |   |  |   |   |  |
| Current debt obligations                                                                                                                                                           | $ | 540 |  |   | $ | 83 |  |
| Accounts payable                                                                                                                                                                   | 157 |  |   | 202 |  |
| Dividends payable                                                                                                                                                                  | 73 |  |   | 67 |  |
| Income taxes payable                                                                                                                                                               | 29 |  |   | 1 |  |
| Employee compensation and related benefits                                                                                                                                         | 282 |  |   | 305 |  |
| Other current liabilities                                                                                                                                                          | 437 |  |   | 403 |  |
| Total current liabilities                                                                                                                                                          | 1,518 |  |   | 1,061 |  |
| Long-term debt                                                                                                                                                                     | 1,983 |  |   | 2,713 |  |
| Deferred income taxes, net                                                                                                                                                         | 246 |  |   | 279 |  |
| Other liabilities                                                                                                                                                                  | 525 |  |   | 477 |  |
| Total liabilities                                                                                                                                                                  | 4,272 |  |   | 4,530 |  |
| Commitments and Contingencies (Note 6)                                                                                                                                             | — |  |   | — |  |
| Shareholders’ Equity                                                                                                                                                         |   |  |   |   |  |
| Preferred stock ($1.00 par value; 25,000,000 shares authorized; none outstanding)                                                                                                  | — |  |   | — |  |
| Common stock ($0.10 par value; 500,000,000 shares authorized; 315,554,553 and 319,615,965 shares issued and outstanding at September 29, 2012 and December 31, 2011, respectively) | 32 |  |   | 32 |  |
| Additional paid-in capital                                                                                                                                                         | 126 |  |   | 43 |  |
| Retained earnings                                                                                                                                                                  | 4,573 |  |   | 4,384 |  |
| Accumulated other comprehensive income (loss):                                                                                                                                     |   |  |   |   |  |
| Cumulative translation adjustment                                                                                                                                                  | (4 | ) |   | (2 | ) |
| Unrealized gain on available-for-sale securities                                                                                                                                   | 20 |  |   | 18 |  |
| Total shareholders’ equity                                                                                                                                                   | 4,747 |  |   | 4,475 |  |
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY                                                                                                                                   | $ | 9,019 |  |   | $ | 9,005 |  |

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|                                                                              |
|------------------------------------------------------------------------------|
|                                                                              |  |  |  |  |  |  |  |
| Nine Months Ended                                                            | September 29, 2012 |   | October 1, 2011 |
| OPERATING ACTIVITIES                                                         |   |  |   |   |  |
| Net earnings                                                                 | $ | 632 |  |   | $ | 701 |  |
| Adjustments to reconcile net earnings to net cash from operating activities: |   |  |   |   |  |
| Depreciation and amortization                                                | 212 |  |   | 225 |  |
| Amortization of debt premium, net                                            | (8 | ) |   | (4 | ) |
| Inventory step-up amortization                                               | — |  |   | 30 |  |
| Stock-based compensation                                                     | 54 |  |   | 58 |  |
| Excess tax benefits from stock-based compensation                            | (1 | ) |   | (9 | ) |
| Purchased in-process research and development charges                        | — |  |   | 4 |  |
| Gain on sale of investment                                                   | (14 | ) |   | — |  |
| Deferred income taxes                                                        | (34 | ) |   | (24 | ) |
| Other, net                                                                   | 74 |  |   | 20 |  |
| Changes in operating assets and liabilities, net of business acquisitions:   |   |  |   |   |  |
| Accounts receivable                                                          | 13 |  |   | (53 | ) |
| Inventories                                                                  | (26 | ) |   | (19 | ) |
| Other current assets                                                         | 29 |  |   | 58 |  |
| Accounts payable and accrued expenses                                        | (16 | ) |   | (68 | ) |
| Income taxes payable                                                         | 24 |  |   | 22 |  |
| Net cash provided by operating activities                                    | 939 |  |   | 941 |  |
| INVESTING ACTIVITIES                                                         |   |  |   |   |  |
| Purchases of property, plant and equipment                                   | (188 | ) |   | (236 | ) |
| Proceeds from sale of investments                                            | 19 |  |   | — |  |
| Other investing activities, net                                              | (28 | ) |   | (32 | ) |
| Net cash used in investing activities                                        | (197 | ) |   | (268 | ) |
| FINANCING ACTIVITIES                                                         |   |  |   |   |  |
| Proceeds from exercise of stock options and stock issued                     | 106 |  |   | 286 |  |
| Excess tax benefits from stock-based compensation                            | 1 |  |   | 9 |  |
| Common stock repurchased, including related costs                            | (300 | ) |   | (809 | ) |
| Dividends paid                                                               | (212 | ) |   | (138 | ) |
| Issuances of commercial paper borrowings, net                                | (272 | ) |   | 445 |  |
| Borrowings under debt facilities                                             | — |  |   | 78 |  |
| Payments under debt facilities                                               | — |  |   | (78 | ) |
| Net cash used in financing activities                                        | (677 | ) |   | (207 | ) |
| Effect of currency exchange rate changes on cash and cash equivalents        | — |  |   | (6 | ) |
| Net increase in cash and cash equivalents                                    | 65 |  |   | 460 |  |
| Cash and cash equivalents at beginning of period                             | 986 |  |   | 500 |  |
| Cash and cash equivalents at end of period                                   | $ | 1,051 |  |   | $ | 960 |  |

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|----------------------------------------|
|                                        |  |  |  |  |  |  |  |  |  |  |  |
|                                   | CRM/NMD |   | CV/AF |   | Total |
| Balance at December 31, 2011           | $ | 1,235 |  |   | $ | 1,718 |  |   | $ | 2,953 |  |
| Foreign currency translation and other | 3 |  |   | 11 |  |   | 14 |  |
| Balance at September 29, 2012          | $ | 1,238 |  |   | $ | 1,729 |  |   | $ | 2,967 |  |

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|---------------------------------------------|
|                                             |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|                                        | September 29, 2012 |   | December 31, 2011 |
|                                        | GrossCarryingAmount |   | AccumulatedAmortization |   | GrossCarryingAmount |   | AccumulatedAmortization |
| Definite-lived intangible assets:           |   |  |   |   |  |   |   |  |   |   |  |
| Purchased technology and patents            | $ | 934 |  |   | $ | 350 |  |   | $ | 922 |  |   | $ | 276 |  |
| Customer lists and relationships            | 61 |  |   | 38 |  |   | 48 |  |   | 25 |  |
| Trademarks and tradenames                   | 24 |  |   | 11 |  |   | 24 |  |   | 8 |  |
| Licenses, distribution agreements and other | 6 |  |   | 4 |  |   | 6 |  |   | 4 |  |
|                                        | $ | 1,025 |  |   | $ | 403 |  |   | $ | 1,000 |  |   | $ | 313 |  |
| Indefinite-lived intangible assets:         |   |  |   |   |  |   |   |  |   |   |  |
| Acquired IPR&D                          | $ | 109 |  |   |   |  |   | $ | 120 |  |   |   |  |
| Trademarks and tradenames                   | 49 |  |   |   |  |   | 49 |  |   |   |  |
|                                        | $ | 158 |  |   |   |  |   | $ | 169 |  |   |   |  |

|                 |
|-----------------|
|                 |  |  |  |  |  |  |  |
|            | September 29, 2012 |   | December 31, 2011 |
| Finished goods  | $ | 444 |  |   | $ | 438 |  |
| Work in process | 59 |  |   | 54 |  |
| Raw materials   | 145 |  |   | 132 |  |
|            | $ | 648 |  |   | $ | 624 |  |

|                                             |
|---------------------------------------------|
|                                             |  |  |  |  |  |  |  |
|                                        | September 29, 2012 |   | December 31, 2011 |
| 2.20% senior notes due 2013                 | $ | 456 |  |   | $ | 461 |  |
| 3.75% senior notes due 2014                 | 700 |  |   | 699 |  |
| 2.50% senior notes due 2016                 | 519 |  |   | 518 |  |
| 4.875% senior notes due 2019                | 495 |  |   | 495 |  |
| 1.58% Yen-denominated senior notes due 2017 | 105 |  |   | 104 |  |
| 2.04% Yen-denominated senior notes due 2020 | 164 |  |   | 164 |  |
| Yen-denominated credit facilities           | 84 |  |   | 83 |  |
| Commercial paper borrowings                 | — |  |   | 272 |  |
| Total debt                                  | 2,523 |  |   | 2,796 |  |
| Less: current debt obligations              | 540 |  |   | 83 |  |
| Long-term debt                              | $ | 1,983 |  |   | $ | 2,713 |  |

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|------------------------------|
|                              |  |  |  |  |  |  |  |
|                         | September 29, 2012 |   | December 31, 2011 |
| Silzone legal accrual        | $ | 4 |  |   | $ | 22 |  |
| Silzone insurance receivable | $ | 3 |  |   | $ | 15 |  |

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|--------------------------------|
|                                |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|                           | Three Months Ended |   | Nine Months Ended |
|                                | September 29, 2012 |   | October 1, 2011 |   | September 29, 2012 |   | October 1, 2011 |
| Balance at beginning of period | $ | 38 |  |   | $ | 29 |  |   | $ | 36 |  |   | $ | 25 |  |
| Warranty expense recognized    | 2 |  |   | 2 |  |   | 5 |  |   | 8 |  |
| Warranty credits issued        | (1 | ) |   | (1 | ) |   | (2 | ) |   | (3 | ) |
| Balance at end of period       | $ | 39 |  |   | $ | 30 |  |   | $ | 39 |  |   | $ | 30 |  |

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|-------------------------------|
|                               |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|                          | EmployeeTerminationCosts |   | InventoryCharges |   | FixedAssetCharges |   | Other Restructuring Costs |   | Total |
| Balance at June 30, 2011      | $ | — |  |   | $ | — |  |   | $ | — |  |   | $ | — |  |   | $ | — |  |
| Cost of sales special charges | 1 |  |   | 2 |  |   | — |  |   | — |  |   | 3 |  |
| Special charges               | 51 |  |   | — |  |   | 18 |  |   | 2 |  |   | 71 |  |
| Non-cash charges used         | — |  |   | (2 | ) |   | (18 | ) |   | — |  |   | (20 | ) |
| Cash payments                 | (16 | ) |   | — |  |   | — |  |   | (1 | ) |   | (17 | ) |
| Foreign exchange rate impact  | 1 |  |   | — |  |   | — |  |   | — |  |   | 1 |  |
| Balance at September 29, 2012 | $ | 37 |  |   | $ | — |  |   | $ | — |  |   | $ | 1 |  |   | $ | 38 |  |

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|-------------------------------|
|                               |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|                          | EmployeeTerminationCosts |   | InventoryCharges |   | FixedAssetCharges |   | Other Restructuring Costs |   | Total |
| Balance at January 1, 2011    | $ | — |  |   | $ | — |  |   | $ | — |  |   | $ | — |  |   | $ | — |  |
| Cost of sales special charges | 9 |  |   | 20 |  |   | 9 |  |   | 10 |  |   | 48 |  |
| Special charges               | 73 |  |   | — |  |   | 17 |  |   | 25 |  |   | 115 |  |
| Non-cash charges used         | — |  |   | (20 | ) |   | (26 | ) |   | (1 | ) |   | (47 | ) |
| Cash payments                 | (27 | ) |   | — |  |   | — |  |   | (15 | ) |   | (42 | ) |
| Foreign exchange rate impact  | (1 | ) |   | — |  |   | — |  |   | — |  |   | (1 | ) |
| Balance at December 31, 2011  | $ | 54 |  |   | $ | — |  |   | $ | — |  |   | $ | 19 |  |   | $ | 73 |  |
| Cost of sales special charges | 5 |  |   | 9 |  |   | — |  |   | 9 |  |   | 23 |  |
| Special charges               | 11 |  |   | — |  |   | — |  |   | 8 |  |   | 19 |  |
| Non-cash charges used         | — |  |   | (9 | ) |   | — |  |   | — |  |   | (9 | ) |
| Cash payments                 | (20 | ) |   | — |  |   | — |  |   | (15 | ) |   | (35 | ) |
| Foreign exchange rate impact  | 1 |  |   | — |  |   | — |  |   | — |  |   | 1 |  |
| Balance at March 31, 2012     | 51 |  |   | — |  |   | — |  |   | 21 |  |   | 72 |  |
| Cost of sales special charges | 5 |  |   | 3 |  |   | — |  |   | 7 |  |   | 15 |  |
| Special charges               | 8 |  |   | — |  |   | — |  |   | 10 |  |   | 18 |  |
| Non-cash charges used         | — |  |   | (3 | ) |   | — |  |   | (4 | ) |   | (7 | ) |
| Cash payments                 | (14 | ) |   | — |  |   | — |  |   | (14 | ) |   | (28 | ) |
| Foreign exchange rate impact  | (2 | ) |   | — |  |   | — |  |   | (1 | ) |   | (3 | ) |
| Balance at June 30, 2012      | 48 |  |   | — |  |   | — |  |   | 19 |  |   | 67 |  |
| Cost of sales special charges | — |  |   | — |  |   | — |  |   | 4 |  |   | 4 |  |
| Special charges               | 7 |  |   | — |  |   | — |  |   | 9 |  |   | 16 |  |
| Non-cash charges used         | — |  |   | — |  |   | — |  |   | — |  |   | — |  |
| Cash payments                 | (15 | ) |   | — |  |   | — |  |   | (9 | ) |   | (24 | ) |
| Foreign exchange rate impact  | 2 |  |   | — |  |   | — |  |   | — |  |   | 2 |  |
| Balance at September 29, 2012 | $ | 42 |  |   | $ | — |  |   | $ | — |  |   | $ | 23 |  |   | $ | 65 |  |

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|                                             |
|---------------------------------------------|
|                                             |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|                                        | Three Months Ended |   | Nine Months Ended |
|                                        | September 29, 2012 |   | October 1, 2011 |   | September 29, 2012 |   | October 1, 2011 |
| Numerator:                                  |   |   |   |   |   |  |   |   |  |
| Net earnings                                | $ | 176 |  |   | $ | 227 |  |   | $ | 632 |  |   | $ | 701 |  |
| Denominator:                                |   |   |   |   |   |  |   |   |  |
| Basic weighted average shares outstanding   | 314.7 |  |   | 324.2 |  |   | 314.8 |  |   | 326.0 |  |
| Effect of dilutive securities:              |   |   |   |   |   |  |   |   |  |
| Employee stock options                      | 1.3 |  |   | 2.4 |  |   | 1.4 |  |   | 3.3 |  |
| Restricted stock units                      | 0.3 |  |   | 0.2 |  |   | 0.2 |  |   | 0.1 |  |
| Diluted weighted average shares outstanding | 316.3 |  |   | 326.8 |  |   | 316.4 |  |   | 329.4 |  |
| Basic net earnings per share                | $ | 0.56 |  |   | $ | 0.70 |  |   | $ | 2.01 |  |   | $ | 2.15 |  |
| Diluted net earnings per share              | $ | 0.56 |  |   | $ | 0.69 |  |   | $ | 2.00 |  |   | $ | 2.13 |  |

|                                   |
|-----------------------------------|
|                                   |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|                              | Three Months Ended |   | Nine Months Ended |
|                              | September 29, 2012 |   | October 1, 2011 |   | September 29, 2012 |   | October 1, 2011 |
| Interest income                   | $ | 1 |  |   | $ | 1 |  |   | $ | 3 |  |   | $ | 3 |  |
| Interest expense                  | (18 | ) |   | (17 | ) |   | (55 | ) |   | (52 | ) |
| Other                             | (2 | ) |   | (4 | ) |   | (15 | ) |   | (23 | ) |
| Total other income (expense), net | $ | (19 | ) |   | $ | (20 | ) |   | $ | (67 | ) |   | $ | (72 | ) |

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|         |                                                                                                                               |
|---------|-------------------------------------------------------------------------------------------------------------------------------|
| • | Level 1 – Inputs to the fair value measurement are quoted prices in active markets for identical assets or liabilities. |

|         |                                                                                                                                                                                                                                                                                                                                                 |
|---------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| • | Level 2 – Inputs to the fair value measurement include quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. |

|         |                                                                                                       |
|---------|-------------------------------------------------------------------------------------------------------|
| • | Level 3 – Inputs to the fair value measurement are unobservable inputs or valuation techniques. |

|                        |
|------------------------|
|                        |  |  |  |  |  |  |  |
|                   | September 29, 2012 |   | December 31, 2011 |
| Adjusted cost          | $ | 9 |  |   | $ | 9 |  |
| Gross unrealized gains | 33 |  |   | 30 |  |
| Fair value             | $ | 42 |  |   | $ | 39 |  |

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|                               |
|-------------------------------|
|                               |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|                          | Balance SheetClassification | September 29, 2012 |   | Quoted PricesIn ActiveMarkets(Level 1) |   | SignificantOtherObservableInputs(Level 2) |   | SignificantUnobservableInputs(Level 3) |
| Assets                        |   |   |  |   |   |  |   |   |  |   |   |  |
| Money-market securities       | Cash and cash equivalents | $ | 866 |  |   | $ | 866 |  |   | $ | — |  |   | $ | — |  |
| Available-for-sale securities | Other current assets | 42 |  |   | 42 |  |   | — |  |   | — |  |
| Trading securities            | Other assets | 228 |  |   | 228 |  |   | — |  |   | — |  |
| Total assets                  |   | $ | 1,136 |  |   | $ | 1,136 |  |   | $ | — |  |   | $ | — |  |

|                               |
|-------------------------------|
|                               |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|                          | Balance SheetClassification | December 31, 2011 |   | Quoted PricesIn ActiveMarkets(Level 1) |   | SignificantOtherObservableInputs(Level 2) |   | SignificantUnobservableInputs(Level 3) |
| Assets                        |   |   |  |   |   |  |   |   |  |   |   |  |
| Money-market securities       | Cash and cash equivalents | $ | 745 |  |   | $ | 745 |  |   | $ | — |  |   | $ | — |  |
| Available-for-sale securities | Other current assets | 39 |  |   | 39 |  |   | — |  |   | — |  |
| Trading securities            | Other assets | 205 |  |   | 205 |  |   | — |  |   | — |  |
| Interest rate swap            | Other assets | 18 |  |   | — |  |   | 18 |  |   | — |  |
| Total assets                  |   | $ | 1,007 |  |   | $ | 989 |  |   | $ | 18 |  |   | $ | — |  |

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|                                        |
|----------------------------------------|
|                                        |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|                                   | CRM/NMD |   | CV/AF |   | Other |   | Total |
| Three Months ended September 29, 2012: |   |  |   |   |  |   |   |  |   |   |  |
| Net sales                              | $ | 792 |  |   | $ | 534 |  |   | $ | — |  |   | $ | 1,326 |  |
| Operating profit                       | 526 |  |   | 298 |  |   | (589 | ) |   | 235 |  |
| Three Months ended October 1, 2011:    |   |  |   |   |  |   |   |  |   |   |  |
| Net sales                              | $ | 853 |  |   | $ | 530 |  |   | $ | — |  |   | $ | 1,383 |  |
| Operating profit                       | 523 |  |   | 281 |  |   | (493 | ) |   | 311 |  |
|                                   |   |   |   |   |   |   |   |
| Nine Months ended September 29, 2012:  |   |   |   |   |   |   |   |
| Net sales                              | $ | 2,482 |  |   | $ | 1,649 |  |   | $ | — |  |   | $ | 4,131 |  |
| Operating profit                       | 1,650 |  |   | 915 |  |   | (1,690 | ) |   | 875 |  |
| Nine Months ended October 1, 2011:     |   |  |   |   |  |   |   |  |   |   |  |
| Net sales                              | $ | 2,603 |  |   | $ | 1,602 |  |   | $ | — |  |   | $ | 4,205 |  |
| Operating profit                       | 1,624 |  |   | 834 |  |   | (1,500 | ) |   | 958 |  |

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|              |
|--------------|
|              |  |  |  |  |  |  |  |
| Total Assets | September 29, 2012 |   | December 31, 2011 |
| CRM/NMD      | $ | 2,330 |  |   | $ | 2,412 |  |
| CV/AF        | 2,986 |  |   | 3,093 |  |
| Other        | 3,703 |  |   | 3,500 |  |
|         | $ | 9,019 |  |   | $ | 9,005 |  |

|               |
|---------------|
|               |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|          | Three Months Ended |   | Nine Months Ended |
| Net Sales     | September 29, 2012 |   | October 1, 2011 |   | September 29, 2012 |   | October 1, 2011 |
| United States | $ | 640 |  |   | $ | 658 |  |   | $ | 1,969 |  |   | $ | 2,012 |  |
| International |   |   |   |   |   |   |   |
| Europe        | 311 |  |   | 359 |  |   | 1,059 |  |   | 1,139 |  |
| Japan         | 172 |  |   | 162 |  |   | 500 |  |   | 466 |  |
| Asia Pacific  | 118 |  |   | 111 |  |   | 339 |  |   | 310 |  |
| Other         | 85 |  |   | 93 |  |   | 264 |  |   | 278 |  |
|          | 686 |  |   | 725 |  |   | 2,162 |  |   | 2,193 |  |
|          | $ | 1,326 |  |   | $ | 1,383 |  |   | $ | 4,131 |  |   | $ | 4,205 |  |

|                   |
|-------------------|
|                   |  |  |  |  |  |  |  |
| Long-Lived Assets | September 29, 2012 |   | December 31, 2011 |
| United States     | $ | 1,026 |  |   | $ | 1,007 |  |
| International     |   |  |   |   |  |
| Europe            | 79 |  |   | 84 |  |
| Japan             | 35 |  |   | 31 |  |
| Asia Pacific      | 83 |  |   | 81 |  |
| Other             | 186 |  |   | 185 |  |
|              | 383 |  |   | 381 |  |
|              | $ | 1,409 |  |   | $ | 1,388 |  |

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|         |
|---------|
|         |  |
| Item 2. | MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |

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|                                        |
|----------------------------------------|
|                                        |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|                                   | CRM/NMD |   | CV/AF |   | Other |   | Total |
| Three Months ended September 29, 2012: |   |  |   |   |  |   |   |  |   |   |  |
| Net sales                              | $ | 792 |  |   | $ | 534 |  |   | $ | — |  |   | $ | 1,326 |  |
| Operating profit                       | 526 |  |   | 298 |  |   | (589 | ) |   | 235 |  |
| Three Months ended October 1, 2011:    |   |  |   |   |  |   |   |  |   |   |  |
| Net sales                              | $ | 853 |  |   | $ | 530 |  |   | $ | — |  |   | $ | 1,383 |  |
| Operating profit                       | 523 |  |   | 281 |  |   | (493 | ) |   | 311 |  |
|                                   |   |   |   |   |   |   |   |
| Nine Months ended September 29, 2012:  |   |   |   |   |   |   |   |
| Net sales                              | $ | 2,482 |  |   | $ | 1,649 |  |   | $ | — |  |   | $ | 4,131 |  |
| Operating profit                       | 1,650 |  |   | 915 |  |   | (1,690 | ) |   | 875 |  |
| Nine Months ended October 1, 2011:     |   |  |   |   |  |   |   |  |   |   |  |
| Net sales                              | $ | 2,603 |  |   | $ | 1,602 |  |   | $ | — |  |   | $ | 4,205 |  |
| Operating profit                       | 1,624 |  |   | 834 |  |   | (1,500 | ) |   | 958 |  |

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|                   |
|-------------------|
|                   |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|              | Three Months Ended |   |   |   | Nine Months Ended |   |   |
| (in millions)     | September 29, 2012 |   | October 1, 2011 |   | %Change |   | September 29, 2012 |   | October 1, 2011 |   | %Change |
| ICD systems       | $ | 412 |  |   | $ | 445 |  |   | (7.4 | )% |   | $ | 1,321 |  |   | $ | 1,387 |  |   | (4.8 | )% |
| Pacemaker systems | 279 |  |   | 306 |  |   | (8.8 | )% |   | 851 |  |   | 918 |  |   | (7.3 | )% |
|              | $ | 691 |  |   | $ | 751 |  |   | (8.0 | )% |   | $ | 2,172 |  |   | $ | 2,305 |  |   | (5.8 | )% |

|                           |
|---------------------------|
|                           |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|                      | Three Months Ended |   |   |   | Nine Months Ended |   |   |
| (in millions)             | September 29, 2012 |   | October 1, 2011 |   | %Change |   | September 29, 2012 |   | October 1, 2011 |   | %Change |
| Vascular products         | $ | 169 |  |   | $ | 177 |  |   | (4.5 | )% |   | $ | 530 |  |   | $ | 550 |  |   | (3.6 | )% |
| Structural heart products | 145 |  |   | 151 |  |   | (4.0 | )% |   | 460 |  |   | 447 |  |   | 2.9 |  % |
|                      | $ | 314 |  |   | $ | 328 |  |   | (4.3 | )% |   | $ | 990 |  |   | $ | 997 |  |   | (0.7 | )% |

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|                                                            |
|------------------------------------------------------------|
|                                                            |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|                                                       | Three Months Ended |   |   |   | Nine Months Ended |   |   |
| (in millions)                                              | September 29, 2012 |   | October 1, 2011 |   | %Change |   | September 29, 2012 |   | October 1, 2011 |   | %Change |
|      Atrial fibrillation products | $ | 220 |  |   | $ | 202 |  |   | 8.9 | % |   | $ | 659 |  |   | $ | 605 |  |   | 8.9 | % |

|                                                        |
|--------------------------------------------------------|
|                                                        |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|                                                   | Three Months Ended |   |   |   | Nine Months Ended |   |   |
| (in millions)                                          | September 29, 2012 |   | October 1, 2011 |   | %Change |   | September 29, 2012 |   | October 1, 2011 |   | %Change |
|      Neuromodulation products | $ | 101 |  |   | $ | 102 |  |   | (1.0 | )% |   | $ | 310 |  |   | $ | 298 |  |   | 4.0 | % |

|                                         |
|-----------------------------------------|
|                                         |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|                                    | Three Months Ended |   |   |   | Nine Months Ended |   |   |
| (in millions)                           | September 29, 2012 |   | October 1, 2011 |   | %Change |   | September 29, 2012 |   | October 1, 2011 |   | %Change |
|      Net sales | $ | 1,326 |  |   | $ | 1,383 |  |   | (4.1 | )% |   | $ | 4,131 |  |   | $ | 4,205 |  |   | (1.8 | )% |

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|               |
|---------------|
|               |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|          | Three Months Ended |   | Nine Months Ended |
| Net Sales     | September 29, 2012 |   | October 1, 2011 |   | September 29, 2012 |   | October 1, 2011 |
| United States | $ | 640 |  |   | $ | 658 |  |   | $ | 1,969 |  |   | $ | 2,012 |  |
| International |   |   |   |   |   |   |   |
| Europe        | 311 |  |   | 359 |  |   | 1,059 |  |   | 1,139 |  |
| Japan         | 172 |  |   | 162 |  |   | 500 |  |   | 466 |  |
| Asia Pacific  | 118 |  |   | 111 |  |   | 339 |  |   | 310 |  |
| Other         | 85 |  |   | 93 |  |   | 264 |  |   | 278 |  |
|          | 686 |  |   | 725 |  |   | 2,162 |  |   | 2,193 |  |
|          | $ | 1,326 |  |   | $ | 1,383 |  |   | $ | 4,131 |  |   | $ | 4,205 |  |

|                         |
|-------------------------|
|                         |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| Gross profit            |   |  |   |   |  |   |   |   |   |
|                    | Three Months Ended |   | Nine Months Ended |
| (in millions)           | September 29, 2012 |   | October 1, 2011 |   | September 29, 2012 |   | October 1, 2011 |
| Gross profit            | $ | 971 |  |   | $ | 1,013 |  |   | $ | 3,012 |  |   | $ | 3,075 |  |
| Percentage of net sales | 73.2 | % |   | 72.7 | % |   | 72.9 | % |   | 73.1 | % |

|                                                        |
|--------------------------------------------------------|
|                                                        |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| Selling, general and administrative (SG&A) expense |   |  |   |   |  |   |   |   |   |
|                                                   | Three Months Ended |   | Nine Months Ended |
| (in millions)                                          | September 29, 2012 |   | October 1, 2011 |   | September 29, 2012 |   | October 1, 2011 |
| Selling, general and administrative                    | $ | 456 |  |   | $ | 505 |  |   | $ | 1,440 |  |   | $ | 1,532 |  |
| Percentage of net sales                                | 34.4 | % |   | 35.5 | % |   | 34.9 | % |   | 36.4 | % |

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|                                            |
|--------------------------------------------|
|                                            |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| Research and development (R&D) expense |   |  |   |   |  |   |   |   |   |
|                                       | Three Months Ended |   | Nine Months Ended |
| (in millions)                              | September 29, 2012 |   | October 1, 2011 |   | September 29, 2012 |   | October 1, 2011 |
| Research and development expense           | $ | 170 |  |   | $ | 176 |  |   | $ | 518 |  |   | $ | 528 |  |
| Percentage of net sales                    | 12.8 | % |   | 12.2 | % |   | 12.5 | % |   | 12.5 | % |

|                               |
|-------------------------------|
|                               |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| Special charges               |   |  |   |   |  |   |   |   |   |
|                          | Three Months Ended |   | Nine Months Ended |
| (in millions)                 | September 29, 2012 |   | October 1, 2011 |   | September 29, 2012 |   | October 1, 2011 |
| Cost of sales special charges | $ | 7 |  |   | $ | 7 |  |   | $ | 46 |  |   | $ | 18 |  |
| Special charges               | 110 |  |   | 21 |  |   | 179 |  |   | 53 |  |
|                          | $ | 117 |  |   | $ | 28 |  |   | $ | 225 |  |   | $ | 71 |  |

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|                                   |
|-----------------------------------|
|                                   |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| Other income (expense), net       |   |   |   |   |   |   |   |
|                              | Three Months Ended |   | Nine Months Ended |
| (in millions)                     | September 29, 2012 |   | October 1, 2011 |   | September 29, 2012 |   | October 1, 2011 |
| Interest income                   | $ | 1 |  |   | $ | 1 |  |   | $ | 3 |  |   | $ | 3 |  |
| Interest expense                  | (18 | ) |   | (17 | ) |   | (55 | ) |   | (52 | ) |
| Other                             | (2 | ) |   | (4 | ) |   | (15 | ) |   | (23 | ) |
| Total other income (expense), net | $ | (19 | ) |   | $ | (20 | ) |   | $ | (67 | ) |   | $ | (72 | ) |

|                                  |
|----------------------------------|
|                                  |  |  |  |  |  |  |  |  |  |  |  |
|                             | Three Months Ended |   | Nine Months Ended |
| (as a percent of pre-tax income) | September 29, 2012 |   | October 1, 2011 |   | September 29, 2012 |   | October 1, 2011 |
| Effective tax rate               | 18.5 | % |   | 21.9 | % |   | 21.8 | % |   | 20.9 | % |

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|                                                                       |
|-----------------------------------------------------------------------|
|                                                                       |  |  |  |  |  |  |  |
|                                                                  | Nine Months Ended |
|                                                                  | September 29, 2012 |   | October 1, 2011 |
| Net cash provided by (used in):                                       |   |  |   |   |  |
| Operating activities                                                  | $ | 939 |  |   | $ | 941 |  |
| Investing activities                                                  | (197 | ) |   | (268 | ) |
| Financing activities                                                  | (677 | ) |   | (207 | ) |
| Effect of currency exchange rate changes on cash and cash equivalents | — |  |   | (6 | ) |
| Net increase in cash and cash equivalents                             | $ | 65 |  |   | $ | 460 |  |

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|                                                                           |
|---------------------------------------------------------------------------|
|                                                                           |  |  |  |  |  |
| Board of Directors’Dividend Authorization Date                      | Shareholders’Record Date | DividendPayable Date | Cash DividendsDeclaredPer Share |
|                                                                      |   |   |   |
| February 24, 2012                                                         | March 30, 2012 | April 30, 2012 | $ | 0.23 |  |
| May 2, 2012                                                               | June 29, 2012 | July 31, 2012 | $ | 0.23 |  |
| August 1, 2012                                                            | September 28, 2012 | October 31, 2012 | $ | 0.23 |  |
| Dividends declared per share for the nine months ended September 29, 2012 |   |   | $ | 0.69 |  |

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|    |
|----|
|    |  |  |
| 1  | . | Any legislative or administrative reform to the U.S. Medicare or Medicaid systems or international reimbursement systems that significantly reduces reimbursement for procedures using our medical devices or denies coverage for such procedures, as well as adverse decisions relating to our products by administrators of such systems on coverage or reimbursement issues. |
| 2  | . | Assertion, acquisition or grant of key patents by or to others that have the effect of excluding us from market segments or requiring us to pay royalties. |
| 3  | . | Economic factors, including inflation, contraction in capital markets, changes in interest rates and changes in foreign currency exchange rates. |
| 4  | . | Product introductions by competitors that have advanced technology, better features or lower pricing. |
| 5  | . | Price increases by suppliers of key components, some of which are sole-sourced. |
| 6  | . | A reduction in the number of procedures using our devices caused by cost-containment pressures, publication of adverse study results, initiation of investigations of our customers related to our devices or the development of or preferences for alternative therapies. |
| 7  | . | Safety, performance or efficacy concerns about our products, many of which are expected to be implanted for many years, some of which may lead to recalls and/or advisories with the attendant expenses and declining sales. |
| 8  | . | Declining industry-wide sales caused by product quality issues or recalls or advisories by us or our competitors that result in loss of physician and/or patient confidence in the safety, performance or efficacy of sophisticated medical devices in general and/or the types of medical devices recalled in particular. |
| 9  | . | Changes in laws, regulations or administrative practices affecting government regulation of our products, such as FDA regulations, including those that decrease the probability or increase the time and/or expense of obtaining approval for products or impose additional burdens on the manufacture and sale of medical devices. |
| 10 | . | Regulatory actions arising from concern over Bovine Spongiform Encephalopathy, sometimes referred to as “mad cow disease,” that have the effect of limiting our ability to market products using bovine collagen, such as Angio-Seal™, or products using bovine pericardial material, such as our Biocor®, Epic™ and Trifecta™ tissue heart valves, or that impose added costs on the procurement of bovine collagen or bovine pericardial material. |
| 11 | . | Our ability to fund future product liability losses related to claims made subsequent to becoming self-insured. |
| 12 | . | Severe weather or other natural disasters that can adversely impact customers purchasing patterns and/or patient implant procedures or cause damage to the facilities of our critical suppliers or one or more of our facilities, such as an earthquake affecting our facilities in California or a hurricane affecting our facilities in Puerto Rico. |
| 13 | . | Healthcare industry changes leading to demands for price concessions and/or limitations on, or the elimination of, our ability to sell in significant market segments. |
| 14 | . | Adverse developments in investigations and governmental proceedings. |
| 15 | . | Adverse developments in litigation, including product liability litigation, patent or other intellectual property litigation, qui tam litigation or shareholder litigation. |
| 16 | . | Inability to successfully integrate the businesses that we have acquired in recent years and that we plan to acquire. |
| 17 | . | Failure to successfully complete or unfavorable data from clinical trials for our products or new indications for our products and/or failure to successfully develop markets for such new indications. |
| 18 | . | Changes in accounting rules or tax laws that adversely affect our results of operations, financial position or cash flows. |
| 19 | . | The disruptions in the financial markets and the economic downturn that adversely impact the availability and cost of credit and customer purchasing and payment patterns, including the collectability of customer accounts receivable. |
| 20 | . | Conditions imposed in resolving, or any inability to timely resolve, any regulatory issues raised by the FDA, including Form 483 observations or warning letters, as well as risks generally associated with our regulatory compliance and quality systems. |
| 21 | . | Governmental legislation, including the Patient Protection and Affordable Care Act and the Health Care and Education Reconciliation Act, and/or regulation that significantly impacts the healthcare system in the United States or in international markets and that results in lower reimbursement for procedures using our products, reduces medical procedure volumes or otherwise adversely affects our business and results of operations, including the U.S. medical device excise tax. |
| 22 | . | Our inability to realize the expected benefits from our restructuring initiatives and continuous improvement efforts and the negative unintended consequences such activity could have. |

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|         |                                                            |
|---------|------------------------------------------------------------|
| Item 3. | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK |

|         |                         |
|---------|-------------------------|
| Item 4. | CONTROLS AND PROCEDURES |

|         |                   |
|---------|-------------------|
| Item 1. | LEGAL PROCEEDINGS |

|          |              |
|----------|--------------|
| Item 1A. | RISK FACTORS |

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|        |
|--------|
|        |  |  |
|   |   | take a significant amount of time, |
|   |   | require the expenditure of substantial resources, |
|   |   | involve rigorous pre-clinical and clinical testing, as well as increased post-market surveillance, |
|   |   | involve modifications, repairs or replacements of our products, and |
|   |   | result in limitations on the indicated uses of our products. |

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|        |
|--------|
|        |  |  |  |
|   |   |   | the presence or absence of adequate internal controls and/or significant fraud in the financial systems of acquired companies; |
|   |   |   | adverse developments arising out of investigations by governmental entities of the business practices of acquired companies; |
|   |   |   | any decrease in customer loyalty and product orders caused by dissatisfaction with the combined companies' product lines and sales and marketing practices, including price increases; |
|   |   |   | our ability to retain key employees; and |
|   |   |   | the ability of the combined company to achieve synergies among its constituent companies, such as increasing sales of the combined company's products, achieving cost savings and effectively combining technologies to develop new products. |

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|        |
|--------|
|        |  |  |  |
|   |   |   | the imposition of or increase in import or export duties, surtaxes, tariffs or customs duties; |
|   |   |   | the imposition of import or export quotas or other trade restrictions; |
|   |   |   | foreign tax laws and potential increased costs associated with overlapping tax structures; |
|   |   |   | compliance with import/export laws; |
|   |   |   | longer accounts receivable cycles in certain foreign countries, whether due to cultural, economic or other factors; |
|   |   |   | changes in regulatory requirements in international markets in which we operate; and |
|   |   |   | economic and political instability in foreign countries, including concerns over excessive levels of sovereign debt and budget deficits in countries where we market our products that could result in an inability to pay or timely pay outstanding payables. |

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|         |          |
|---------|----------|
| Item 6. | EXHIBITS |

|         |
|---------|
|         |  |  |
| Exhibit |   |   |
| No.     |   | Description |
|    |   |   |
| 12      |   | Computation of Ratio of Earnings to Fixed Charges. |
|    |   |   |
| 31.1    |   | Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
|    |   |   |
| 31.2    |   | Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
|    |   |   |
| 32.1    |   | Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
|    |   |   |
| 32.1    |   | Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
|    |   |   |
| 101     |   | Financial statements from the quarterly report on Form 10-Q of St. Jude Medical, Inc. for the quarter ended September 29, 2012, formatted in XBRL: (i) the Condensed Consolidated Statements of Earnings, (ii) the Condensed Consolidated Statements of Comprehensive Income, (iii) the Condensed Consolidated Balance Sheets, (iv) the Condensed Consolidated Statements of Cash Flows and (v) the Notes to the Condensed Consolidated Financial Statements. |

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Table of Contents

|                       |
|-----------------------|
|                       |  |  |  |  |
|                  |   | ST. JUDE MEDICAL, INC. |
|                  |   |   |
| November 6, 2012 |   |   | /s/ DONALD J. ZURBAY |   |
| DATE                  |   | DONALD J. ZURBAY |
|                  |   | Vice President, Finance |
|                  |   | and Chief Financial Officer |
|                  |   | (Duly Authorized Officer and |
|                  |   | Principal Financial and |
|                  |   | Accounting Officer) |

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Table of Contents

|         |
|---------|
|         |  |  |
| Exhibit |   |   |
| No.     |   | Description |
|    |   |   |
| 12      |   | Computation of Ratio of Earnings to Fixed Charges. # |
|    |   |   |
| 31.1    |   | Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. # |
|    |   |   |
| 31.2    |   | Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. # |
|    |   |   |
| 32.1    |   | Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. # |
|    |   |   |
| 32.1    |   | Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. # |
|    |   |   |
| 101     |   | Financial statements from the quarterly report on Form 10-Q of St. Jude Medical, Inc. for the quarter ended September 29, 2012, formatted in XBRL: (i) the Condensed Consolidated Statements of Earnings, (ii) the Condensed Consolidated Statements of Comprehensive Income, (iii) the Condensed Consolidated Balance Sheets, (iv) the Condensed Consolidated Statements of Cash Flows and (v) the Notes to the Condensed Consolidated Financial Statements. |

|                                                              |
|--------------------------------------------------------------|
|                                                              |  |
|                                                         |   |
| # Filed as an exhibit to this Quarterly Report on Form 10-Q. |