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

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. )*

Rita Medical Systems, Inc.

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(Name of Issuer)

Common Stock, par value share $.001

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(Title of Class of Securities)

76774E 10 3

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(CUSIP Number)

July 29, 2004

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(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

        o Rule 13d-1 (b)

        o Rule 13d-1 (c)

        þ Rule 13d-1 (d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the notes).

 

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SIGNATURE
AGREEMENT TO MAKE A JOINT FILING

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13G
CUSIP No. 76774E 10 3					Page 2 of 6
	1.	Name of Reporting Person: Medtronic, Inc. (41-0793183)			I.R.S. Identification Nos. of above persons (entities only):
	2.	Check the Appropriate Box if a Member of a Group:
		(a)	o
		(b)	o
		*joint filing
	3.	SEC Use Only:
	4.	Citizenship or Place of Organization: Minnesota
Number of Shares Beneficially Owned by Each Reporting Person With
			5.	Sole Voting Power: 293,640 (including 58,500 shares owned by Medtronic International, Ltd. and excluding shares sold by Medtronic, Inc. in January 2005)
			6.	Shared Voting Power:
			7.	Sole Dispositive Power: 293,640 (including 58,500 shares owned by Medtronic International, Ltd. and excluding shares sold by Medtronic, Inc. in January 2005)
			8.	Shared Dispositive Power:
	9.	Aggregate Amount Beneficially Owned by Each Reporting Person: 293,640 (including 58,500 shares owned by Medtronic International, Ltd. and excluding shares sold by Medtronic, Inc. in January 2005)
	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares: o
	11.	Percent of Class Represented by Amount in Row (9): .7%
	12.	Type of Reporting Person: CO

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13G
CUSIP No. 76774E 10 3					Page 3 of 6
	1.	Name of Reporting Person: Medtronic International, Ltd. (41-1278948)			I.R.S. Identification Nos. of above persons (entities only):
	2.	Check the Appropriate Box if a Member of a Group:
		(a)	o
		(b)	o
		*joint filing
	3.	SEC Use Only:
	4.	Citizenship or Place of Organization: Delaware
Number of Shares Beneficially Owned by Each Reporting Person With
			5.	Sole Voting Power: 58,500
			6.	Shared Voting Power:
			7.	Sole Dispositive Power: 58,500
			8.	Shared Dispositive Power:
	9.	Aggregate Amount Beneficially Owned by Each Reporting Person: 58,500
	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares: o
	11.	Percent of Class Represented by Amount in Row (9): .1%
	12.	Type of Reporting Person: CO

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