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                                                                   EXHIBIT 23.1

                       CONSENT OF INDEPENDENT ACCOUNTANTS

        We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (Nellcor Puritan Bennett Incorporated 1995 Employee Stock
Participation Plan) of our report dated July 26, 1995 except as to note 17
which is as of August 24, 1995, which appears on page 4 of Form 8-K of Nellcor
Puritan Bennet Incorporated as filed on April 3, 1996.

                                       /s/ PRICE WATERHOUSE LLP
                                       ---------------------------------------
                                       Price Waterhouse LLP

San Francisco, California
June 6, 1996