Stereotaxis
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S-1/A
STEREOTAXIS, INC. filed this Form S-1/A on 05/12/2004
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PREAMBLE 

The mutual goal of the collaboration is the integration of the Stereotaxis
System and Siemens X-Ray System
 to provide a unique solution to clinicians by
creating an advanced interventional suite ("cath lab") with integration of
digital instrument control and X-Ray imaging via a common interface ("the
PRODUCT" as defined below): firstly in the field of cardiology; and secondly in
neuro radiology and neuro surgery [***]

A Cath lab including the integrated Stereotaxis System, Siemens X-Ray System and
the Product is referred to as an "Integrated Cath Lab". Initial Integrated Cath
Lab placements will be used to assess the clinical value of the integrated
solution, and will include one promotional Integrated Cath Lab provided free of
charge by the parties to a mutually agreed site. It is anticipated that [***] or
(such greater number of shipments as is mutually agreed) will be shipped to
customer sites. Siemens will provide support in the field for all systems of
Integrated Labs in the manner set out below.

A Neuro lab including the integrated Stereotaxis System, Siemens X-Ray System
and common interface is referred to as an "Integrated Neuro Lab". Initial
Integrated Neuro Lab placements will be used to assess the clinical value of
the integrated solution.

[***]

1. DEFINITIONS

1.1      The terms "Stereotaxis System", "Siemens X-Ray System", and "Product"
mean:

1.1.1    The "Stereotaxis System" means Stereotaxis' digital instrument control
system, which allows navigation and control of guidewires, catheters and other
instruments (with the NIOBE system or equivalent) [***], in the body by external
magnetic forces.

1.1.2    The "Siemens X-Ray System" means Siemens Card, Angio and Neuro imaging
systems.

1.1.3    The "PRODUCT" means a user-friendly common interface necessary for the
integration of Stereotaxis Systems and Siemens X-Ray System that is designed to
ensure effective and safe
   
[*** Indicates portions of this exhibit that have been omitted and filed
separately with the Securities and Exchange Commission pursuant to a request for
confidential treatment.]

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