UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

                                    FORM 10-Q

               QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                      THE SECURITIES EXCHANGE ACT OF 1934.

                  For the quarterly period ended April 30, 2004

                                       or

            TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

   For the transition period from ____________________ to ___________________

                          Commission File Number 0-944

                              POSSIS MEDICAL, INC.
             (exact name of registrant as specified in its charter)

          Minnesota                                     41-0783184
---------------------------------          -------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
  incorporation organization)

 9055 Evergreen Blvd NW Minneapolis MN                        55433-8003
-----------------------------------------                    ------------
(Address of principal executive offices)                      (Zip Code)

                                  783-780-4555
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes _X_ No ___

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). Yes _X_ No ___

The number of shares outstanding of the Registrant's Common Stock, $.40 par
value, as of June 1, 2004 was 18,163,963.



                                       1
<PAGE>


                              POSSIS MEDICAL, INC.

                                      INDEX



PAGE


PART I.      FINANCIAL INFORMATION

    ITEM 1.  Financial Statements. . . . . . . . . . . . . . . . . . . . . .  3


             Consolidated Balance Sheets, April 30, 2004 and
              July 31, 2003  . . . . . . . . . . . . . . . . . . . . . . . .  3


             Consolidated Statements of Income and Comprehensive
             Income for the three and nine months ended April 30, 2004
             and 2003. . . . . . . . . . . . . . . . . . . . . . . . . . . .  4

             Consolidated Statements of Cash Flows for the nine months
             ended April 30, 2004 and 2003 . . . . . . . . . . . . . . . . .  5

             Notes to Consolidated Financial Statements. . . . . . . . . . .  6

    ITEM 2.  Management's Discussion and Analysis of Financial
             Condition and Results of Operations. . . . . . . . . . . . . .  10

    ITEM 3.  Quantitative and Qualitative Disclosures about Market Risk. . . 18

    ITEM 4.  Controls and Procedures. . . . . . . . . . . . . . . . . . . .  18

PART II.     OTHER INFORMATION

    ITEM 6.  Exhibits and Reports on Form 8-K. . . . . . . . . . . . . . . . 19

             SIGNATURES  . . . . . . . . . . . . . . . . . . . . . . . . . . 20


                                       2
<PAGE>


PART 1  FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

<TABLE>
<CAPTION>
<S>                                                                   <C>                     <C>
                                                 POSSIS MEDICAL, INC. AND SUBSIDIARIES
                                                      CONSOLIDATED BALANCE SHEETS
                                                              (UNAUDITED)

                                                                       April 30, 2004           July 31, 2003
                                                                       --------------          ---------------
ASSETS

CURRENT ASSETS
   Cash and cash equivalents . . . . . . . . . . . . . . . . .          $  7,347,684            $  4,782,942
   Marketable securities. . . . . . . . . . . . . . . . . . .             34,618,708              27,161,223
   Trade receivables (less allowance for doubtful
    accounts and returns of $551,000 and $507,000,
    respectively) . . . . . . . . . . . . . . . . . . . . . .              9,907,696               7,966,394
   Inventories . . . . . . . . . . . . . . . . . . . . . . . .             5,187,605               4,165,253
   Prepaid expenses and other assets. . . . . . . . . . . . .                606,296                 729,936
   Deferred tax asset . . . . . . . . . . . . . . . . . . . .                806,000                 806,000
                                                                       --------------          ---------------

       Total current assets. . . . . . . . . . . . . . . . . .            58,473,989              45,611,748

PROPERTY AND EQUIPMENT, net                                                4,265,057               3,055,335

OTHER ASSETS
   Deferred tax assets . . . . . . . . . . . . . . . . . . . .            14,469,970              19,098,000

   Other assets. . . . . . . . . . . . . . . . . . . . . . . .               204,285                       -
                                                                       --------------          ---------------


TOTAL ASSETS                                                            $ 77,413,301            $ 67,765,083
                                                                       ==============          ===============

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES
   Trade accounts payable. . . . . . . . . . . . . . . . . . .          $  2,632,825            $  1,585,776
   Accrued salaries, wages, and commissions. . . . . . . . . .             2,647,438               2,777,189
   Other liabilities . . . . . . . . . . . . . . . . . . . . .             2,227,414               2,367,645
                                                                       --------------          ---------------
       Total current liabilities. . . . . . . . . . . . . . .              7,507,677               6,730,610

OTHER LIABILITIES                                                             82,480                       -

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY
   Common stock-authorized, 100,000,000 shares of
    $0.40 Par value each; issued and outstanding,
    18,067,162 and 17,757,531 shares, respectively. . . . . .              7,226,865               7,103,013
   Additional paid-in capital . . . . . . . . . . . . . . . .             84,280,222              83,743,496
             . . . . . .
   Unearned compensation . . . . . . . . . . . . . . . . . . .               (24,000)                (15,000)
             . . .
   Accumulated other comprehensive loss. . . . . . . . . . .                (104,000)               (100,000)
   Retained deficit. . . . . . . . . . . . . . . . . . . . . .           (21,555,943)            (29,697,036)
                                                                       --------------          ---------------
       Total shareholder's equity. . . . . . . . . . . . . . .            69,823,144              61,034,473
                                                                       --------------          ---------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY. . . . . . . . . .           $ 77,413,301            $ 67,765,083
                                                                       ==============          ===============

See notes to consolidated financial statements.
</TABLE>

                                       3
<PAGE>


<TABLE>
<CAPTION>
<S>                                                      <C>                   <C>                <C>               <C>
                                                 POSSIS MEDICAL, INC. AND SUBSIDIARIES
                                      CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
                                      FOR THE THREE AND NINE MONTHS ENDED APRIL 30, 2004 AND 2003
                                                              (UNAUDITED)

                                                                Three Months Ended                       Nine Months Ended
                                                         -----------------------------------      -------------------------------
                                                            April 30,            April 30,          April 30,         April 30,
                                                              2004                  2003               2004             2003
                                                         -------------         -------------      -------------     -------------
Product sales                                             $19,329,399           $14,625,124        $52,380,364       $41,628,687

Cost of sales and other expenses:
       Cost of medical products. . . . . . . . . .          4,781,377             3,580,780         12,567,753        10,823,239
       Selling, general and administrative. . . .           7,379,482             5,986,002         20,753,549        17,325,421
       Research and development . . . . . . . . .           2,408,544             2,228,722          6,514,655         4,920,303
                                                         -------------         -------------      -------------     -------------

                 Cost of sales and other expenses.         14,569,403            11,795,504         39,835,957        33,068,963
                                                         -------------         -------------      -------------     -------------

Operating Income                                            4,759,996             2,829,620         12,544,407         8,559,724
       Interest income. . . . . . . . . . . . . . .           197,748                91,910            518,670           219,626
       Loss on sale of securities. . . . . . . . .                  -                     -            (34,033)                -
                                                         -------------         -------------      -------------     -------------

Income before income taxes . . . . . . . . . . .            4,957,744             2,921,530         13,029,044         8,779,350
Provision for income taxes. . . . . . . . . . . .           1,862,051             1,097,000          4,887,951         3,294,000
                                                         -------------         -------------      -------------     -------------

 Net income. . . . . . . . . . . . . . . . . . . .          3,095,693             1,824,530          8,141,093         5,485,350

Other comprehensive income (loss), net of tax:
      Unrealized (loss) gain on securities . . . .           (155,000)               63,170             (4,000)           63,170
                                                         -------------         -------------      -------------     -------------
Comprehensive income. . . . . . . . . . . . . . .         $ 2,940,693          $  1,887,700        $ 8,137,093       $ 5,548,520
                                                         =============         =============      =============     =============

Weighted average number of common of
     Shares outstanding:
           Basic . . . . . . . . . . . . . . . . .          18,002,188           17,598,413         17,850,256        17,409,645
           Diluted . . . . . . . . . . . . . . . .          19,791,622           19,159,942         19,397,477        18,807,439

Net income per common share:
           Basic . . . . . . . . . . . . . . . . .              $0.17                 $0.10              $0.46             $0.32
                                                         =============         =============      =============     =============
           Diluted . . . . . . . . . . . . . . . .              $0.16                 $0.10              $0.42             $0.29
                                                         =============         =============      =============     =============

See notes to consolidated financial statements.
</TABLE>

                                       4
<PAGE>


<TABLE>
<CAPTION>
<S>                                                                                  <C>                  <C>
                                                 POSSIS MEDICAL, INC. AND SUBSIDIARIES
                                                 CONSOLIDATED STATEMENTS OF CASH FLOWS
                                           FOR THE NINE MONTHS ENDED APRIL 30, 2004 AND 2003
                                                              (UNAUDITED)

                                                                                          2004                  2003
                                                                                      ------------         ------------
       OPERATING ACTIVITIES:
       Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $ 8,141,093          $ 5,485,350
       Adjustments to reconcile net income to net cash provided by
        operating activities:
       Depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         1,304,988            1,589,487
       Gain on asset disposal . . . . . . . . . . . . . . . . . . . . . . . . .           (52,318)                (343)
       Stock compensation expense . . . . . . . . . . . . . . . . . . . . . . .           132,646              138,927
       Loss on sale of marketable securities. . . . . . . . . . . . . . . . . .            34,033                    -
       Deferred taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         4,631,030            3,029,318
       Increase in trade receivables . . . . . . . . . . . . . . . . . . . . . .       (1,941,302)          (1,276,122)
       Increase in inventories. . . . . . . . . . . . . . . . . . . . . . . .  .       (1,452,352)            (745,575)
       (Increase) decrease in prepaid expenses and other assets . . . .. . . . .          (80,645)              95,326
       Increase in trade accounts payable . . . . . . . . . . . . . . . . . . .         1,047,049               83,810
       (Decrease) in accrued and other liabilities . . . . . . . . . . . . . . .         (187,502)             786,832
                                                                                      ------------         ------------
           Net cash provided by operating activities. . . . . . . . . . . . . .        11,576,720            9,187,010

       INVESTING ACTIVITIES:
       Additions to property and equipment . . . . . . . . . . . . . . . . . . .       (2,087,502)            (896,487)
       Proceeds from sale of fixed assets. . . . . . . . . . . . . . . . . . . .           55,110               41,357
       Proceeds from sale of marketable securities . . . . . . . . . . . . . . .       17,004,534                    -
       Purchase of marketable securities . . . . . . . . . . . . . . . . . . . .      (24,503,052)         (23,079,488)
                                                                                      ------------         ------------
           Net cash used in investing activities. . . . . . . . . . . . . . . .        (9,530,910)         (23,934,618)

       FINANCING ACTIVITIES:
       Proceeds from issuance and exercise of options and warrants . . . . . . .        5,538,948            4,758,723
       Repurchase of common stock            . . . . . . . . . . . . . . . . . .       (5,020,016)          (1,641,404)
                                                                                      ------------         ------------
           Net cash provided by financing activities . . . . . . . . . . . . . .          518,932            3,117,319
                                                                                      ------------         ------------

       INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS . . . . . . . . . . . .         2,564,742          (11,630,289)
       CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD. .                              4,782,942           18,556,663
                                                                                      ------------         ------------
       CASH AND CASH EQUIVALENTS AT END OF PERIOD. . . . . . . .                      $ 7,347,684          $ 6,926,374
                                                                                      ============         ============

       SUPPLEMENTAL CASH FLOW DISCLOSURE:
       Cash paid for income taxes . . . . . . . . . . . . . . . . . . . . . . .       $   153,900          $         -
       Issuance of restricted stock . . . . . . . . . . . . . . . . . . . . . . .          36,000               36,000
       Inventory transferred to property and equipment. . . . . . . . . . . . . .               -               47,951

See notes to consolidated financial statements.
</TABLE>

                                       5
<PAGE>


                      POSSIS MEDICAL, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

1.   BASIS OF PRESENTATION

     The accompanying unaudited consolidated financial statements have been
     prepared in accordance with accounting principles generally accepted in the
     United States of America for interim financial information and with the
     instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly,
     they do not include all of the information and footnotes required by
     accounting principles generally accepted in the United States of America
     for complete financial statements. In the opinion of management, all
     adjustments (consisting of normal recurring accruals) considered necessary
     for a fair presentation have been included. The accompanying consolidated
     financial statements and notes should be read in conjunction with the
     audited financial statements and accompanying notes thereto included in the
     Company's 2003 Annual Report.

2.   STOCK OPTIONS

     Pursuant to Statement of Financial Accounting Standards (SFAS) No. 123,
     Accounting for Stock-Based Compensation, we apply the recognition and
     measurement principles of Accounting Principles Board (APB) Opinion No. 25,
     Accounting for Stock Issued to Employees, to our stock options and other
     stock-based compensation plans.

     In accordance with APB Opinion No. 25, compensation cost for stock options
     is recognized in income based on the excess, if any, of the quoted market
     price of the stock at the grant date of the award or other measurement date
     over the amount an employee must pay to acquire the stock. The exercise
     price for stock options granted to employees equals the fair market value
     of our common stock at the date of grant, thereby resulting in no
     recognition of compensation expense.

     The following table illustrates the effect on net income and earnings per
     share if we had applied the fair value recognition provisions of SFAS No.
     123 to stock-based employee compensation.
<TABLE>
<CAPTION>
<S>                                                    <C>               <C>                  <C>             <C>
                                                           Three Months Ended                        Nine Months Ended
                                                       ------------------------------         -----------------------------
                                                         April 30,        April 30,             April 30,        April 30,
                                                           2004              2003                 2004             2003
                                                       ------------      ------------         ------------     ------------
Net Income - as reported . . . . . . . . . . . .       $ 3,095,693       $ 1,824,530          $ 8,141,093      $ 5,485,350
      Less estimated stock-based
         Employee compensation determined under
         fair value based
         method, net of tax. . . . . . . . . . .        (1,495,000)         (733,000)          (2,796,000)      (2,309,000)
                                                       ------------      ------------         ------------     ------------
      Net income - pro forma. . . . . . . . . . .      $ 1,600,693       $ 1,091,530          $ 5,345,093      $ 3,176,350
                                                       ============      ============         ============
Earnings per share:
      Basic - as reported. . . . . . . . . . . .       $      0.17       $      0.10          $      0.46      $      0.32
      Less estimated stock-based
         Employee compensation determined under
         fair value based
         method, net of tax. . . . . . . . . . .             (0.08)            (0.04)               (0.16)           (0.14)
                                                       ------------      ------------         ------------     ------------
</TABLE>

                                       6
<PAGE>


<TABLE>
<CAPTION>
<S>                                                    <C>               <C>                  <C>              <C>
                                                       ------------      ------------         ------------     ------------
      Basic - pro forma . . . . . . . . . . . . .      $      0.09       $      0.06          $      0.30      $      0.18
                                                       ============      ============         ============     ============

     Diluted - as reported                             $      0.16       $      0.10          $      0.42      $      0.29
     Less estimated stock-based
         Employee compensation determined under
         fair value based method, net of tax. . .            (0.08)            (0.04)               (0.14)           (0.12)
                                                       ------------      ------------         ------------     ------------
     Diluted - pro forma. . . . . . . . . . . . .      $      0.08       $      0.06          $      0.28      $      0.17
                                                       ============      ============         ============     ============

Weighted average common shares
 outstanding
          Basic. . . . . . . . . . . . . . . . .        18,002,188        17,598,413           17,850,256       17,409,645
          Diluted. . . . . . . . . . . . . . . .        19,791,622         9,159,942           19,397,477       18,807,439
</TABLE>

     We estimated the fair values using the Black-Scholes option-pricing model,
     modified for dividends and using the following assumptions:

<TABLE>
<CAPTION>
<S>  <C>                                                   <C>                      <C>
                                                               2004                      2003
                                                           --------------           -------------
      Risk-free rate . . . . . . . . . . . . . .                3.9-4.6%                3.6-4.3%
      Expected dividend yield . . . . . . . . . .                     0%                      0%
      Expected stock price volatility. . . . . .                  58-64%                  70-80%
      Expected option term . . . . . . . . . . .                10 years                10 years
      Fair value per option. . . . . . . . . . .            $11.38-20.22             $7.52-15.75
</TABLE>

     For purposes of determining the pro forma amounts, the fair value of
     options is amortized to expense over the option-vesting period in
     determining the pro forma impact. The option-vesting period is six months
     to four years.


3.   INTERIM FINANCIAL STATEMENTS

     Operating results for the three and nine month periods ended April 30, 2004
     are not necessarily indicative of the results that may be expected for the
     year ending July 31, 2004.


4.   ACCOUNTING PRONOUNCEMENTS

     In January 2003, the Financial Accounting Standards Board (FASB) issued
     Interpretation No. 46, "Consolidation of Variable Interest Entities" ("FIN
     No. 46"), an interpretation of Accounting Research Bulletin No. 51,
     "Consolidated Financial Statements." FIN No. 46 prescribes how to identify
     variable interest entities and how an enterprise assesses its interests in
     a variable interest entity to decide whether to consolidate that entity.
     This interpretation requires existing unconsolidated variable interest
     entities to be consolidated by their primary beneficiaries if the entities
     do not effectively disperse risks among parties involved. FIN 46 was
     scheduled to be effective for variable interest entities created after
     January 31, 2003. On December 24, 2003, the FASB published a revision to
     FIN No. 46 ("FIN No. 46( R )"). FIN No. 46(R) clarifies certain provisions
     of FIN No. 46 and exempts certain entities from its requirements. For
     interests in variable interest entities acquired prior to January 31, 2003,
     the provisions of FIN No. 46(R) will be applied on March 31, 2004. The
     Company does not anticipate that the adoption of FIN No. 46 and FIN No.
     46(R) will result in the Company consolidating variable interest entities
     or providing disclosures on variable interest entities.

                                       7
<PAGE>

     In November 2002, the Emerging Issues Task Force (EITF) reached a consensus
     on Issue No. 00-21, "Revenue Arrangements with Multiple Deliverables,"
     which provides guidance on how to account for arrangements that involve the
     delivery or performance of multiple products, services and/or right to use
     assets. The provisions of EITF Issue No. 00-21 apply to revenue
     arrangements entered into in fiscal periods beginning after June 15, 2003.
     The adoption of EITF Issue No. 00-21 did not have an impact on the
     Company's financial statement disclosures and did not have a material
     effect on the Company's consolidated balance sheet, results of operations,
     or cash flows.


5.   MARKETABLE SECURITIES

     During the quarter ended April 30, 2004, the Company invested its excess
     cash and cash equivalents in a professionally managed portfolio of
     marketable securities. All securities in this portfolio as of April 30,
     2004 were classified as available-for-sale and consisted primarily of U.S.
     government securities and corporate bonds. These investments are reported
     at fair value, and the net unrealized loss of approximately $155,000 and
     $4,000 respectively, net of tax, for the three and nine months ended April
     30, 2004 is included within other comprehensive income. The net unrealized
     loss included in shareholders' equity as of April 30, 2004 was $104,000,
     net of tax.


6.   INVENTORIES

     Inventories are stated at the lower of cost (on the first-in, first-out
     basis) or market. Inventory balances were as follows:

                                                  April 30, 2004  July 31, 2003
                                                  --------------  -------------

       Finished goods . . . . . . . . . . . . . .     $2,007,602     $1,866,397
       Work-in-process . . . . . . . . . . . . .       1,246,988        884,451
       Raw materials. . . . . . . . . . . . . . .      1,933,015      1,414,405
                                                  --------------  -------------
                                                      $5,187,605     $4,165,253
                                                  ==============  =============


7.   PROPERTY AND EQUIPMENT

     Property is carried at cost and depreciated using the straight-line method
     over the estimated useful lives of the various assets. Property and
     equipment balances and corresponding lives were as follows:

                                       8
<PAGE>


                                         April 30,     July 31,
                                           2004          2003         Life
                                        ------------ ------------ -------------
Leasehold improvements . . . . . . .    $ 1,611,554  $ 1,540,965       10 years
Equipment. . . . . . . . . . . . . .      8,898,540    7,148,702  3 to 10 years

Assets in construction. . . . . . .         740,605      503,722            N/A
                                        ------------ ------------
                                         11,250,699    9,193,389
Less depreciation . . . . . . . . .      (6,985,642)  (6,138,054)
                                        ------------ ------------

Property and equipment - net. . . .     $ 4,265,057  $ 3,055,335
                                        ============ ============


8.   SEGMENT AND GEOGRAPHIC INFORMATION AND CONCENTRATION OF CREDIT RISK

     The Company's operations are in one business segment: the design,
     manufacture and distribution of cardiovascular medical devices. The Company
     evaluates revenue performance based on the worldwide revenues of each major
     product line and profitability based on an enterprise-wide basis due to
     shared infrastructures to make operating and strategic decisions.

     Total revenues from sales in the United States and outside the United
     States are as follows:

<TABLE>
<CAPTION>
<S>                                        <C>            <C>             <C>            <C>
                                              Three Months Ended              Nine Months Ended
                                         April 30, 2004 April 30, 2003  April 30, 2004 April 30, 2003
                                         ------------------------------------------------------------

   United States. . . . . . . . . . . .    $18,898,765    $14,306,525     $51,217,024    $40,788,097
   Non-United States. . . . . . . . . .        430,634        318,599       1,163,340        840,590
                                         -------------- --------------  -------------- --------------
      Total Revenues. . . . . . . . . .    $19,329,399    $14,625,124     $52,380,364    $41,628,687
                                         ============== ==============  ============== ==============
</TABLE>

9.  NET INCOME PER COMMON SHARE

     Basic income per common share is computed by dividing net income for the
     period by the weighted average number of common shares outstanding during
     the period. Diluted income per share is computed using the treasury stock
     method by dividing net income by the weighted average number of common
     shares plus the dilutive effect of outstanding stock options, stock
     warrants and shares issuable under the employee stock purchase plan.


10. COMMON STOCK

     During the nine months ended April 30, 2004, stock options and warrants for
     the purchase of 526,535 shares of the Company's common stock were exercised
     at prices between $2.22 and $20.60 per share resulting in proceeds of
     $5,165,000.

     During the nine months ended April 30, 2004, the Company issued 24,612
     shares in connection with its employee stock purchase plan.

                                       9
<PAGE>

     During the nine months ended April 30, 2004, the Company issued 1,884
     shares of restricted stock to the outside members of the Board of
     Directors.

     During the nine months ended April 30, 2004, the Company repurchased
     243,400 shares in the public market at stock prices between $15.65 and
     $27.78 per share for $5,020,000.


11. ACCRUED WARRANTY COSTS

     The Company estimates the amount of warranty claims on sold product that
     may be incurred based on current and historical data. The actual warranty
     expense could differ from the estimates made by the Company based on
     product performance. The following table presents the changes in the
     Company's product warranty liability:


     Accrued warranty costs at July 31, 2003 . . . . .      $146,500
     Payments made for warranty costs. . . . . . . . .      (258,700)
     Accrual for product costs . . . . . . . . . . . .       258,700
                                                        -------------
     Accrued warranty costs at April 30, 2004. . . . .      $146,500
                                                        =============


12. EXECUTIVE BENEFIT PLAN

     Effective February 1, 2004 the Company entered into a Supplemental
     Executive Retirement Deferred Compensation Agreement (SERP) with the
     Company's Chief Executive Officer (CEO). The Agreement requires the Company
     to establish an account on behalf of the CEO and to fund it yearly until
     the CEO reaches 65 years of age or early retirement, whichever comes first.
     The estimated yearly funding amount is $202,805 for seven years. The target
     benefit is an annual benefit , for a ten year period, equal to one-half of
     the CEO's Base Compensation at the time benefits become payable under the
     SERP. Total compensation expense for the nine months ended April 30, 2004
     is $81,000, which is included in selling, general and administrative
     expenses. As of April 30, 2004 the asset of $204,000 and liability of
     $82,000 relating to the SERP are included in the balance sheet under the
     caption Other Assets and Other Liabilities.


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
         FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Our Business

Possis Medical Inc. develops, manufactures and markets pioneering medical
devices for the large and growing cardiovascular and vascular treatment markets.
The AngioJet(R) Rheolytic(TM) Thrombectomy System (AngioJet System) is marketed
worldwide for blood clot removal from native coronary arteries, leg arteries,
coronary bypass grafts and AV dialysis access grafts. The AngioJet System
consists of a drive unit (capital equipment), which powers a disposable pump,
and a family of disposable catheters, each aimed at a specific indication.

                                       10
<PAGE>

The Company expanded its product line with the introduction of the XMI(R) Rapid
Exchange catheter (XMI RX) in December 2003 for the removal of blood blots in
peripheral arteries in a limited market release, the introduction of the AVX(TM)
catheter in July 2003 for the removal of blood clots in AV-access grafts and the
introduction of the Xpeedior(R) Plus 120 catheter in August 2002 to remove blood
clots in peripheral arteries greater than or equal to 3mm in diameter.

In February 2004, the Company released its XMI RX in a full market release for
peripheral arterial use in the U.S. In May 2004, the Company received approval
from the U.S. Food & Drug Administration (FDA) to market the XMI RX for coronary
indications. The Company also received Community Europe (CE) mark approval in
May 2004, allowing coronary marketing of the XMI RX in the European Community.
This new product will put our proven XMI technology into a configuration
preferred by many physicians, increasing our utility and acceptance in the
interventional lab.

The AVX catheter is an improved version of our Xpeedior 60 catheter and designed
specifically for the av-access market. The new AVX catheter is a slightly
shorter length catheter with a new hub design and hemostasis valve that is
easier to use. In addition, it is 25% more powerful than the Xpeedior 60,
putting more thrombectomy action in the hands of the physician. The Company's
Xpeedior Plus 120 catheter is an improved version of our Xpeedior 100. Compared
to the Xpeedior 100 catheter, the new Xpeedior Plus 120 catheter's increased
length will allow the physician to treat more distal vessels. The Xpeedior Plus
120 catheter also has the added features of dual marker bands, a braided shaft
and a sleek tapered tip for greater ease of use.

In addition to the Company's XMI RX and Xpeedior catheters, the XMI catheter and
XVG(R) (XVG) catheter continue to gain acceptance by physicians. The XVG, XMI,
XMI RX and Xpeedior catheters feature the Company's patented Cross-Stream(R)
Technology. This exclusive technology platform intensifies the action at the tip
of the catheter, which doubles the clot removal rate and triples the treatable
vessel size compared to other available mechanical thrombectomy devices on the
market today. In addition, Cross-Stream Technology has been able to deal more
effectively than previous catheters with "mural thrombus," the older, more
organized material that adheres to vessel walls and can complicate patient
results.

The Company employs a variety of flexible drive unit acquisition programs
including outright purchase and various evaluation programs. The Company has no
leasing programs for its capital equipment. The purchasing cycle for the
AngioJet System drive unit varies depending on the customer's budget cycle. The
Company has signed contracts with seven purchasing groups in order to accelerate
orders and increase market penetration. These purchasing groups evaluate and
screen new medical technologies on behalf of their members, and once they
recommend a technology, such as the AngioJet System, they negotiate
pre-determined discounts on behalf of their members. The benefit for the Company
is access to the recommended vendor list, along with marketing support provided
by the purchasing group. The purchasing groups receive a marketing fee on their
member purchases from the Company. These discounts and marketing fees have been
offset by the increase in sales to the member hospitals of the purchasing group.
There has been no material negative effect on the Company's margins due to these
discounts and marketing fees. The discounts reduce gross revenue on the income
statement, while marketing fees are included in selling, general and
administrative expense on the income statement.

In April 2004, the Company announced that is had signed a three year agreement
to be the exclusive distributor of the Angiometrx Metricath(TM) products in the

                                       11
<PAGE>

United States. The Metricath System is an innovative, catheter-based technology
that allows cardiologists to quickly and easily measure arterial size during
procedures for treatment of coronary artery disease. Such measurements are
helpful to select appropriately sized stents to achieve optimum patient
outcomes from coronary angioplasty and related stent implantation procedures.
The Metricath System was developed in response to the limitations of existing
measurement technologies, which require large capital investment and which do
not offer the ease of use of the Metricath System. The Metricath(TM) System
received FDA 510(k) clearance for sale in the United States in July 2003.

The Company expects U.S. AngioJet System sales to continue to grow primarily
through obtaining additional FDA approved product uses, introduction of new
catheter models for existing indications, introduction of AngioJet
System-related products, more face-time selling to existing accounts,
peer-to-peer selling, and the publication of clinical performance and
cost-effectiveness data.


Critical Accounting Policies

The consolidated financial statements include accounts of the Company and all
wholly-owned subsidiaries. The preparation of financial statements in conformity
with accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions in certain circumstances
that affect amounts reported in the accompanying consolidated financial
statements and related footnotes. In preparing these financial statements,
management has made its best estimates and judgments of certain amounts included
in the financial statements, giving due consideration to materiality. The
Company's most critical accounting policies are those described below.
Application of these accounting policies involves the exercise of judgment and
use of assumptions as to future uncertainties and, as a result, actual results
could differ from these estimates.

Revenue Recognition

Revenues associated with products that are already maintained at customer
locations are recognized and ownership and risk of loss are transferred to the
customer when the Company receives a valid purchase order from the customer.
Revenues associated with products that are not maintained at the customer
locations are recognized and title and risk of loss are transferred to the
customer when a valid purchase order is received and the products are received
at the customer's location. Provisions for returns are recorded in the same
period the related revenues are recognized. Revenue from the sale of drive unit
extended warranties are recognized on a straight-line basis over the warranty
period.

Allowance for Returns

Accounts receivable are reduced by an allowance for items that may be returned
in the future. The allowance requires us to make estimates at the time the
account receivable is recorded concerning the likelihood for returns in the
future. The estimate is based upon historical experience, information received
from our customers and on assumptions that are believed to be reasonable under
the circumstances. Management, on a quarterly basis, evaluates the adequacy of
the allowance for returns. Management believes the amount of the allowance for
returns is appropriate; however, actual returns incurred could differ from the
original estimate, requiring adjustments to the allowance.

                                       12
<PAGE>

Allowance for Doubtful Accounts

Substantially all of the Company's receivables are due from health care
facilities located in the United States. The estimated allowance for doubtful
accounts is based upon the age of the outstanding receivables and the payment
history and creditworthiness of each customer. Management, on a quarterly basis,
evaluates the adequacy of the allowance for doubtful accounts. Management
believes the amount of the allowance for doubtful accounts is appropriate;
however, nonpayment of accounts could differ from the original estimate,
requiring adjustments to the allowance.

Inventories

Inventories are valued at the lower of cost or market. In order to determine the
market value of inventory on a quarterly basis, management assesses the
inventory quantities on hand to estimated future usage and sales and, if
necessary, writes down inventory deemed excess or obsolete to estimated market
value.

Warranty Reserve

The Company provides a one-year limited warranty on its AngioJet System drive
unit and a limited warranty on AngioJet System disposable products. The Company
establishes a warranty reserve at the time products are sold, which is based
upon historical frequency of claims relating to the Company's products and the
cost to replace disposable products and to repair drive units under warranty.
Management, on a quarterly basis, evaluates the adequacy of the warranty
reserve. Management believes the amount of the warranty reserve is appropriate,
given our historical experience; however, actual claims incurred could differ
from the original estimate, requiring adjustments to the reserve.


Results of Operations

Three and Nine Month Periods Ended April 30, 2004 and 2003

Total product sales for the three months ended April 30, 2004 increased
$4,704,000, or 32%, to $19,329,000 compared to $14,625,000 for the comparable
period in fiscal 2003. Total product sales for the nine months ended April 30,
2004 increased $10,751,000, or 26%, to $52,380,000 compared to $41,629,000 for
the comparable period in fiscal 2003. The Company recorded net income for the
quarter ended April 30, 2004 of $3,096,000, or $0.16 per diluted share, compared
to net income of $1,825,000, or $0.10 per diluted share, in the comparable
quarter in 2003. For the nine months ended April 30, 2004, the Company recorded
net income of $8,141,000 or $0.42 per diluted share, compared to net income of
$5,485,000, or $0.29 per diluted share, in the same period in 2003.

Revenue - AngioJet System

U.S. AngioJet System revenue for the three months ended April 30, 2004 increased
32% to $18,899,000 from $14,307,000 for the same period in 2003. U.S. AngioJet
System revenue for the nine months ended April 30, 2004 increased 26% to
$51,217,000 from $40,788,000 for the same period in 2003. The main factors in
the revenue increase were increased sales resulting from a one time drive unit

                                       13
<PAGE>

promotion with one of our group purchasing organizations, continuing customer
acceptance of our expanded and improved coronary and peripheral catheter product
lines and the expansion of our direct sales force.

As of April 30, 2004, the Company had a total of 1,255 domestic drive units in
the field, compared to 1,022 drive units at April 30, 2003, and 1,168 units as
of January 31, 2004. During the three month period ended April 30, 2004, the
Company's catheter sales increased approximately 26% to approximately 13,500
catheters versus approximately 10,700 catheters in the same prior year period.
During the nine month period ended April 30, 2004, the Company's catheter sales
increased approximately 24% to approximately 37,800 catheters versus
approximately 30,600 catheters in the same prior year period. The average
catheter utilization rate per installed domestic drive unit was 10.8 in the
third quarter of fiscal 2004, compared to a rate of 10.4 in the same prior year
period, and compared to a rate of 10.8 in the second quarter of fiscal 2004. The
Company sold 88 and 194 drive units during the three and nine months ended April
30, 2004, respectively, compared to 45 and 162 drive units in the same periods
in the prior year, respectively.

Foreign sales of the AngioJet System for the three and nine month periods ended
April 30, 2004 were $431,000 and $1,163,000, respectively. This compared to
foreign sales of the AngioJet System of $319,000 and $841,000, respectively, for
the same periods the previous year. The Company has recently expanded the sales
territory of one of its existing European distributors to expand product
penetration in Europe. Limited foreign sales are primarily due to cost
constraints in overseas markets. In European markets, where public sector funds
are more crucial for hospital operation, Euro devaluations generated higher
public sector deficits, which, in turn, forced reductions in hospital procedure
and equipment budgets. In Japan, the Company is pursuing a regulatory strategy
that utilizes the Company's U.S. coronary clinical trial results and extensive
body of published clinical studies, which is expected to result in regulatory
approval for the AngioJet System with the XMI catheter in treating coronary
thrombus. Currently, the Japanese Ministry of Health and Welfare (MHW) is
reviewing the Company's regulatory approval submission. Once the Company
receives regulatory approval, the Company will apply for an appropriate national
medical insurance reimbursement. The timing of the regulatory approval and
reimbursement decision is dependent upon the Japanese MHW response to the
Company's submissions.

Cost of Medical Products

Cost of medical products increased $1,201,000 to $4,781,000 in the three month
period ended April 30, 2004 compared to the same period in the previous year,
and increased $1,745,000 to $12,568,000 for the nine month period ended April
30, 2004 compared to the same period in the previous year. These increases are
primarily due to the significant growth in the U.S. AngioJet System product
sales.

For the three months ended April 30, 2004, gross profit improved by $3,504,000
to $14,548,000 compared to the same period in the previous year. This resulted
in a gross profit margin of 75% as a percentage of product sales. Gross margins
improved $9,007,000 to $39,813,000, or 76% as a percentage of product sales, for
the nine month period ended April 30, 2004 from the same period in the previous
year. This compares to gross margins as a percentage of product sales of 76% and
74% for the three and nine month periods ended April 30, 2003. The decrease in
gross margin rate for the three months ending April 30, 2004 was primarily due
to a one-time drive unit sales promotion with one of our group purchasing

                                       14
<PAGE>

organizations. The drive unit promotional program temporarily depressed our
gross margin rate by approximately 1.5%. Higher volumes of the XMI RX, XMI, XVG
and Xpeedior catheters drove the improvement in gross margin dollars in the
three and nine months ended April 30, 2004 compared to the same period in the
previous fiscal year. The Company believes that gross margins as a percent of
sales will be in the mid seventies for the remainder of fiscal 2004.

Selling, General and Administrative Expense

Selling, general and administrative expense increased $1,393,000 to $7,379,000
for the three months ended April 30, 2004 and increased $3,428,000 to
$20,754,000 for the nine months ended April 30, 2004, compared to the same
periods in the previous year. The primary factors in the expense increase for
the three months ended April 30, 2004 were the $360,000 in additional expenses
associated with the growth in the sales force, increased overall compensation,
contract labor and fringe benefits of $370,000, an increase in sales conventions
of $180,000, increased marketing fees of $167,000 paid to our purchasing groups,
increased sales demos and sales samples of $153,000, increase in patent expense
of $113,000, an increase in computer hardware of $108,000 and an increase in
outside services of $101,000. This expense increase was partially offset by
reduction in patient enrollment associated with marketing clinical trials of
$283,000. The primary factors for the expense increase for the nine months ended
April 30, 2004 were the $1,080,000 in additional expenses associated with the
growth in the sales force, increased sales incentives of $167,000, increased
overall compensation and fringe benefits of $533,000, increased patient
enrollment and outside service expenses of $300,000 associated with marketing
clinical studies, increased marketing fees of $319,000 paid to our purchasing
groups, increased outside services of $277,000, increase in convention expenses
of $212,000, increase in sales materials of $119,000, increase in sales demos of
$102,000, increase in patent expenses of $144,000, increase in computer hardware
of $123,000 and an increase in product liability insurance premiums of $111,000.
This increase was partially offset by a reduction of computer and software
depreciation of $312,000 and a reduction in health insurance of $117,000.

Research and Development Expense

Research and development expense increased $180,000 to $2,409,000, in the three
months ended April 30, 2004, when compared to the same period in the prior year.
Research and development expense increased $1,594,000 to $6,515,000 in the nine
months ended April 30, 2004. The increases were largely due to the timing of
expenses incurred for various research and development projects including the
new drive unit, an associated project to combine the pump and catheter, and
projects relating to the [improvement of the] rapid exchange catheter, the
distal occlusion guidewires and the power pulse spray projects.

Interest Income

Interest income increased $106,000 in the three months ended April 30, 2004 to
$198,000, when compared to the same period in the prior year. Interest income
increased $299,000 in the nine months ended April 30, 2004, when compared to the
same period in the prior year. The increases were due to the investing of excess
cash in an enhanced cash management portfolio of marketable securities. The
Company expects interest income to increase in fiscal 2004 as compared to fiscal
2003 as cash is generated from operations.

                                       15
<PAGE>

Provision For Income Taxes

The Company recorded a provision for income taxes of $1,862,000 and $1,097,000
or approximately 37.5% of income before income taxes for the three months ended
April 30, 2004 and 2003, respectively. The Company recorded a provision for
income taxes of $4,888,000 and $3,294,000 or 37.5% of income before income taxes
for the nine months ended April 30, 2004 and 2003, respectively.

The Company became profitable in the third quarter of fiscal 2001 and has
maintained profitability since. Prior to the fourth quarter of fiscal 2002, the
Company reduced its net deferred tax asset to zero through a valuation allowance
due to the uncertainty of realizing such asset. In the fourth quarters of fiscal
2003 and 2002, the Company reassessed the likelihood that the deferred tax asset
will be recovered from future taxable income. Due to the previous two full
years' operating results projected forward, the Company reduced its valuation
allowance on the deferred tax asset by $9,778,000 and $13,713,000 during the
fourth quarters of fiscal 2003 and 2002, respectively. These amounts are offset
by changes in temporary differences. In fiscal 2003 and 2002, the Company
increased the deferred tax asset by an additional $2,777,000 and $743,000,
respectively. These increases were related to tax benefit from disqualified
stock options that are recorded directly in the Consolidated Statement of
Changes in Shareholders' Equity. Management believes the remaining valuation
allowance is necessary as it is more likely than not that $740,000 of the
deferred tax asset will not be realizable due to the expiration of research and
development tax credits.

Liquidity and Capital Resources

The Company's cash, cash equivalents and marketable securities totaled
approximately $41,966,000 at April 30, 2004 versus $31,944,000 at July 31, 2003.

The $10,022,000 net increase in cash, cash equivalents and marketable securities
in the most recent nine-month period was primarily due to the net cash provided
by operating activities of $11,577,000. Net cash provided by operating
activities was primarily due to the net income of $8,141,000, depreciation of
$1,305,000, stock compensation expense of $133,000, a decrease in deferred tax
asset of $4,631,000 and an increase in accounts payables of $1,047,000. This net
cash provided by operating activities was partially offset by an increase in
accounts receivable of $1,941,000, an increase in inventory of $1,452,000 and a
decrease in accrued and other liabilities of $187,000. Depreciation includes
company-owned drive units at customer locations, as well as property and
equipment. The decrease in the deferred tax asset was due to the utilization of
the net operating loss carryovers to offset current taxes payable. The increase
in accounts payable was due to the timing of payments. Accounts receivable and
inventory increased to meet the increase in demand of the AngioJet System. The
decreases in accrued liabilities were due to the timing of payments. This
decrease included the payment of fiscal 2003 corporate incentives in September
2003. Cash used in investing activities was $9,531,000 including the net
purchase of marketable securities of $7,499,000 and the purchase of $2,088,000
of property and equipment. Net cash provided by financing activities was
$519,000, which resulted from the cash received in connection with the exercise
of stock options and warrants of $5,539,000, offset by the repurchase of 243,400
shares of the Company's stock in open market transactions for $5,020,000.

The Company expects its cash on hand and funds from operations to be sufficient
to cover both short-term and long-term operating requirements of its current
AngioJet business.

                                       16
<PAGE>

Off-Balance Sheet Obligations

The Company does not have any material off-balance-sheet arrangements.


Outlook

The Company expects overall revenue from the AngioJet System, primarily in the
United States, will be in the range of $71 million to $73 million in fiscal
2004. Gross margin as a percent of sales for fiscal 2004 is expected to be in
the mid seventies. The Company expects selling, general and administrative
expenses to continue increasing throughout the remainder of fiscal 2004 as a
result of the Company's expansion of its sales force to enhance market
penetration and to meet anticipated growth in revenue. Research and development
expenditures are expected to increase from the fiscal 2003 level as the Company
completes development of projects and invests in development of new AngioJet
System thrombectomy applications and related products including clinical trials.
The Company expects net income per diluted share for the full year in the range
of $0.58 to $0.62.

For fiscal 2005, the Company's preliminary guidance is to expect total revenue
in the range of $92-$98 million, with AngioJet revenue in the range of $90-$96
million. The upper end of the range will require that findings of the Company's
AiMI coronary clinical marketing trial, which we expect to announce in July or
August 2004, support increased utilization of the AngioJet System. The Company
projects full-year gross margins in the mid seventies, as a percent-of-sales.
Preliminary estimates for diluted EPS in fiscal 2005 are in the range of $0.83
to $0.96 per share, with the upper end of the range contingent on the impact
ofclinical results from AiMI. The Company expects to refine its guidance for
fiscal 2005 once it has fully analyzed and disclosed the AiMI results.

The Company expects that increasing working capital investments in trade
receivables and inventory will be required to support growing product sales. The
Company's primary source of cash is from its product sales. Collections of trade
receivables resulting from product sales are reviewed monthly to ensure that
customers are paying in a timely manner. The Company's use of cash is for
payment of normal trade accounts payable, capital equipment purchases, employee
compensation, stock repurchases and other normal business expenses, all on terms
that are customary in the industry. The Company is current with its vendors.

Forward-Looking Statements

Certain statements made in Management's Discussion and Analysis of Financial
Condition and Results of Operations and elsewhere in this Form 10-Q are
"forward-looking statements" as defined in the Private Securities Litigation
Reform Act of 1995. The forward-looking statements relate to anticipated results
from the AiMI clinical marketing trial, physician customer response to trial
data, the Company's ability to increase sales of disposable product and capital
equipment in the face of new product introductions from competitors; the ability
to obtain additional regulatory approvals on a timely basis; the ability to
obtain regulatory clearance in new foreign markets; customer responses to the
Company's marketing strategies; the Company's ability to retain and motivate
skilled employees, especially for sales positions; the Company's ability to
expand the sales force; deferred tax asset valuation allowance; the Company's
outlook including future revenue, earnings, earnings per share and expense
levels; future equity financing needs; and the Company's ability to develop new
products and enhance existing ones. These forward-looking statements are based
on current expectations and assumptions and entail various risks and
uncertainties that could cause actual results to differ materially from those
expressed in such forward-looking statements. Certain factors that may affect
whether these anticipated results occur include clinical and market acceptance

                                       17
<PAGE>

of our products; factors affecting the health care industry such as restricting
sales time at interventional labs; consolidation, cost containment due to rising
expenditures on drug-eluting stents and trends toward managed care; changes in
supplier requirements by group purchasing organizations; unanticipated costs or
other difficulties and uncertainties associated with lengthy and costly new
product development and regulatory clearance processes; changes in governmental
laws and regulations; changes in reimbursement; the development of new
competitive products such as filterwires and compounds that may make our
products obsolete; sudden restrictions in supply of key materials; and
deterioration of general market and economic conditions.

We also caution you not to place undue reliance on forward-looking statements,
which speak only as of the date made. Any or all forward-looking statements in
this report and in any other public statements we make may turn out to be
inaccurate or false. They can be affected by inaccurate assumptions we might
make or by known or unknown risks and uncertainties. Except as required by
federal securities laws, we undertake no obligation to update any
forward-looking statement. A discussion of these and other factors that could
impact the Company's future results are set forth in the risk factors included
in Exhibit 99.1 to the Company's Form 10-K for the year ended July 31, 2003 as
filed with the Securities and Exchange Commission.


ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company invests its excess cash in a professionally managed, institutional
fixed income portfolio of short duration. The market risk on a diversified
portfolio of relatively short duration is minimal, while enhancing returns above
money market levels.

The product sales for the Company's foreign subsidiary are in U.S. Dollars
("USD"). As of April 30, 2004, all of the Company's foreign bank accounts were
closed.


ITEM 4.           CONTROLS AND PROCEDURES

Evaluation of disclosure controls and procedures
------------------------------------------------

Under the supervision and with the participation of our management, including
our Chief Executive Officer and Chief Financial Officer, we evaluated the
effectiveness of the design and operation of our disclosure controls and
procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities
Exchange Act of 1934 (the "Exchange Act")). Based upon that evaluation, the
Chief Executive Officer and Chief Financial Officer concluded that, as of the
end of the period covered by this report, our disclosure controls and procedures
were adequately designed to ensure that information required to be disclosed by
us in the reports we file or submit under the Exchange Act is recorded,
processed, summarized and reported within the time periods specified in
applicable rules and forms.

Changes in internal control over financial reporting
----------------------------------------------------

During the fiscal quarter ended April 30, 2004, there has been no change in our
internal control over financial reporting (as defined in Rule 13a-15(f) or
15d-15(f) under the Exchange Act) that has materially affected, or are is likely
to materially affect, our internal control over financial reporting.


                                       18
<PAGE>


PART II.  OTHER INFORMATION

ITEM 2 (e)        STOCK REPURCHASE TABLE

<TABLE>
<CAPTION>
<S>    <C> <C>                <C>                        <C>                        <C>
                                            RIDER TO Item 2(e) of Part II

-------------------- -------------------------- -------------------------- -------------------------- ------------------------
     Period                                                                                            (d) Maximum Number (or
                                                                                                         Approximate Dollar
                                                                             (c) Total Number of        Value) of Shares that
                                                                           Shares Purchased as Part     May Yet Be Purchased
                       (a) Total Number of       (b) Average Price Paid      of Publicly Announced       Under the Plans or
                       Shares Purchased (1)             per Share              Plans or Programs            Programs (2)
-------------------- -------------------------- -------------------------- -------------------------- ------------------------
February 1, 2004 to             -                          -                          -                           -
 February 29, 2004
-------------------- -------------------------- -------------------------- -------------------------- ------------------------
March 1, 2004 to
 March 31, 2004               66,800                     $27.36                     66,800                        -
-------------------- -------------------------- -------------------------- -------------------------- ------------------------
April 1, 2004 to
 April 30, 2004               15,000                     $26,56                     15,000                   $2,929,000
-------------------- -------------------------- -------------------------- -------------------------- ------------------------
    Total                     81,800                     $27.21                     81,800                   $2,929,000
-------------------- -------------------------- -------------------------- -------------------------- ------------------------
</TABLE>

     (1)  The Company repurchased an aggregate of 246,900 shares of its common
          stock pursuant to the repurchase program that it publicly announced on
          August 7, 2003, and 203,500 shares of its common stock pursuant to the
          repurchase program that it publicly announced on March 24, 2004. The
          shares were purchased in open market transactions.

     (2)  The board of directors approved the repurchase by the Company of
          shares of the Company's common stock having a value of up to $4
          million in the aggregate pursuant to the Program. The expiration date
          of this Program is July 31, 2005. On March 24, 2004, the Company
          announced the completion of its expended share repurchase program,
          which was announced on August 7, 2004 and allowed the repurchase of
          shares of the Company's common stock having a value of up to $4
          million in the aggregate.

                                       19
<PAGE>

ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K

 (a)  Exhibits

     Certain of the following exhibits are incorporated by reference from prior
filings. The form with which each exhibit was filed and the date of filing are
indicated below.

   Exhibit                             Description
--------------------------------------------------------------------------------

    3.1        Articles of incorporation as amended and restated to date
               (incorporated by reference to Exhibit 3.1 of the Company's Annual
               Report on Form 10-K for the fiscal year ended July 31, 1994.)

    3.2        Bylaws as amended and restated to date (incorporated by reference
               to Exhibit 3.2 of the Company's Annual Report on Form 10-K for
               the fiscal year ended July 31, 1999.)

    4.1        Rights Agreement, dated December 12, 1996, between the Company
               and Norwest bank Minnesota, N.A., as rights agent (incorporated
               by reference to Exhibit 1 of the Company's 8-A filed December 13,
               1996.

    31.1       Certification of the Chief Executive Officer pursuant to Section
               302 of the Sarbanes-Oxley Act of 2002.

    31.2       Certification of the Chief Financial Officer pursuant to Section
               302 of the Sarbanes-Oxley Act of 2002.

    32.1       Certification of the Chief Executive Officer pursuant to Section
               906 of the Sarbanes-Oxley Act of 2002.

    32.2       Certification of the Chief Financial Officer pursuant to Section
               906 of the Sarbanes-Oxley Act of 2002.


(b)   Reports on Form 8-K

The Company filed a Report on Form 8-K on February 18, 2004 under Items 7 and 12
reporting operating results for its second quarter ended January 31, 2004
earnings.

The Company filed a Report on Form 8-K on March 9, 2004 under Item 12 reporting
how kidney dialysis patients get hope with high-speed catheter system to remove
clots.

The Company filed a Report on Form 8-K on March 24, 2004 under Item 5 announcing
the authorization to repurchase an additional $4 million of the Company's common
stock.

The Company filed a Report on Form 8-K on April 21, 2004 under Item 5 reporting
it had signed a three-year distribution agreement with Angiometrx, Inc.

                                       20
<PAGE>

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.



                                            POSSIS MEDICAL, INC.



DATE:  June 14, 2004                BY:     /s/ROBERT G. DUTCHER
                                            ------------------------------------
                                            ROBERT G. DUTCHER
                                            Chairman, President and
                                            Chief Executive Officer





DATE:  June 14, 2004                BY:     /s/EAPEN CHACKO
                                            ------------------------------------
                                            EAPEN CHACKO
                                            Vice President of Finance and
                                            Chief Financial Officer


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