SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D. C. 20549


                           FORM 10-K/A ANNUAL REPORT

[X]                ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF
                      THE SECURITIES EXCHANGE ACT OF 1934

                  FOR THE FISCAL YEAR ENDED DECEMBER 31, 1994

                           COMMISSION FILE NO. 0-8672

                             ST. JUDE MEDICAL, INC.
             (Exact name of Registrant as specified in its charter)

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

                               ONE LILLEHEI PLAZA
                           ST. PAUL, MINNESOTA 55117
                    (Address of principal executive office)

                                 (612) 483-2000
              (Registrant's telephone number, including area code)

        SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: NONE

          SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:

    COMMON STOCK ($.10 PAR VALUE)                PREFERRED STOCK PURCHASE RIGHTS
        (Title of class)                                   (Title of Class)

         Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, or will not be contained, to
the best of the Registrant's knowledge, in definitive proxy information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K.

         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; and (2) has been subject to such
filing requirements for the past 90 days. *    YES __    NO _X_

         The aggregate market value of the voting stock held by non-affiliates
of the Registrant was approximately $1.73 billion at March 9, 1995, when the
closing sale price of such stock, as reported on the NASDAQ National Market
System, was $37.50.

         The number of shares outstanding of the Registrant's Common Stock, $.10
par value, as of March 9, 1995, was 46,491,032 shares.

         Portions of the Annual Report to Shareholders for the year ended
December 31, 1994, are incorporated by reference in Parts I, II and IV. Portions
of the Proxy Statement dated March 27, 1995, are incorporated by reference in
Part III.

         *The Form 8K for the Pacesetter acquisition was filed without
financials. Those financials are filed with this 10K.

         The exhibit index is set forth on pages 16, 17, 18 and 19.



Item 14.           Exhibits, Financial Statement Schedules and Reports on 
                   Form 8-K


                   (3) Exhibits

                   Exhibit Index


2.2                Siemens Pacesetter, Inc. and Affiliate and Siemens Non-U.S.
                   Cardiac Systems and Affiliates ("Pacesetter") audited balance
                   sheets as of September 30, 1994, 1993, and 1992 audited
                   income statements and statements of cash flows for each of
                   the three years ended September 30, 1994, and related notes
                   thereto.


2.3                Unaudited pro forma combined statements of income for the
                   Company and Pacesetter for the nine months ended September
                   30, 1994, and the year-ended December 31, 1993.




                       CONSENT OF INDEPENDENT ACCOUNTANTS

We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (No. 33-9262, No. 33-29085, No. 33-41459, No. 33-48502,
and No. 33-54435) of St. Jude Medical, Inc. of our report dated July 22, 1994,
relating to the consolidated financial statements of Siemens Pacesetter, Inc.
for the years ended September 30, 1993 and 1992 included within this Annual
Report on Form 10-K/A.


/s/ Price Waterhouse LLP
PRICE WATERHOUSE LLP
Woodland Hills, California
September 12, 1995



                       CONSENT OF INDEPENDENT ACCOUNTANTS

We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (No. 33-9262, No. 33-29085, No. 33-41459, No. 33-48502,
and No. 33-54435) of St. Jude Medical, Inc. of our report dated November 4,
1994, relating to the consolidated financial statements of Siemens Pacesetter,
Inc. for the year ended September 30, 1994 included within this Annual Report on
Form 10-K/A.


/s/ Price Waterhouse LLP
PRICE WATERHOUSE LLP
Woodland Hills, California
September 12, 1995


                        CONSENT OF INDEPENDENT AUDITORS

We consent to the use of our reports dated December 16, 1994 and July 25, 1994,
included in the Annual Report on Form 10K of St. Jude Medical, Inc. for the year
ended December 31, 1994, with respect to the combined financial statements of
the Non-U.S. operations of Siemens Cardiac Systems included in this Form 10K.

We also consent to the incorporation by reference in Registration Statement No
33-9262; Registration Statement No 33-29085; Registration Statement No 33-41459,
Registration Statement No 33-48502 and Registration Statement No 33-54435 on
Form S-8 of our reports dated December 16, 1994 and July 25, 1994, with respect
to the combined financial statements included in St. Jude Medical, Inc.'s Annual
Report (Form 10K) for the year ended December 31, 1994.

Stockholm September 12, 1995



/s/ Coopers & Lybrand