SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Alafi Christopher D (Last) (First) (Middle) P.O. BOX 7338 (Street) BERKELEY CA 94707 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 08/11/2004	3. Issuer Name and Ticker or Trading Symbol Stereotaxis, Inc. [ STXS ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	21,527	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (right to buy)	09/23/2004	09/23/2013	Common Stock	6,250	5.94	D
Stock Option (right to buy)	05/26/2005	05/26/2014	Common Stock	6,250	7.02	D
Series B Convertible Preferred Stock	(1)	(1)	Common Stock	173,611	(2)	I	Alafi Capital Company LLC
Series C Convertible Preferred Stock	(1)	(1)	Common Stock	675,571	(2)	I	Alafi Capital Company LLC
Series D Convertible Preferred Stock	(1)	(1)	Common Stock	384,024	(2)	I	Alafi Capital Company LLC
Series D-1 Convertible Preferred Stock	(1)	(1)	Common Stock	512,032	(2)	I	Alafi Capital Company LLC
Series D-2 Convertible Preferred Stock	(1)	(1)	Common Stock	128,008	(2)	D
Series D-2 Convertible Preferred Stock	(1)	(1)	Common Stock	128,008	(2)	I	Alafi Capital Company LLC
Series E-2 Convertible Preferred Stock	(1)	(1)	Common Stock	227,531	(2)	I	Alafi Capital Company LLC
Series D-1 Common Stock Warrants	11/21/2001	11/21/2006	Common Stock	76,804	7.81	I	Alafi Capital Company LLC
Series D-2 Common Stock Warrants	12/17/2002	12/31/2007	Common Stock	19,201	7.81	D
Series D-2 Common Stock Warrants	12/17/2002	12/31/2007	Common Stock	19,201	7.81	I	Alafi Capital Company LLC
Series E-2 Common Stock Warrants	01/28/2004	01/27/2009	Common Stock	37,922	10.55	I	Alafi Capital Company LLC
Series E-2 Common Stock Warrants	02/25/2004	02/24/2009	Common Stock	7,584	10.55	I	Alafi Capital Company LLC

Explanation of Responses:

1. All Series of the Issuer's Convertible Preferred Stock are convertible into common stock upon demand at any time.

2. 1-for-3.6.

	/s/ Christopher Alafi	08/04/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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