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<SEC-DOCUMENT>0001169232-03-004164.txt : 20030610
<SEC-HEADER>0001169232-03-004164.hdr.sgml : 20030610
<ACCEPTANCE-DATETIME>20030610172930
ACCESSION NUMBER:		0001169232-03-004164
CONFORMED SUBMISSION TYPE:	DEF 14A
PUBLIC DOCUMENT COUNT:		1
CONFORMED PERIOD OF REPORT:	20030626
FILED AS OF DATE:		20030610
EFFECTIVENESS DATE:		20030610

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			DAXOR CORP
		CENTRAL INDEX KEY:			0000027367
		STANDARD INDUSTRIAL CLASSIFICATION:	SERVICES-MISC HEALTH & ALLIED SERVICES, NEC [8090]
		IRS NUMBER:				132682108
		STATE OF INCORPORATION:			NY
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		DEF 14A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-09999
		FILM NUMBER:		03739617

	BUSINESS ADDRESS:	
		STREET 1:		350 FIFTH AVENUE
		STREET 2:		SUITE 7120
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10118
		BUSINESS PHONE:		2122440555

	MAIL ADDRESS:	
		STREET 1:		350 5TH AVENUE
		STREET 2:		SUITE 7120
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10118

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	IDANT CORP
		DATE OF NAME CHANGE:	19730823
</SEC-HEADER>
<DOCUMENT>
<TYPE>DEF 14A
<SEQUENCE>1
<FILENAME>d56037_def14a.txt
<DESCRIPTION>DEF 14A
<TEXT>

                                  SCHEDULE 14A

                                 (Rule 14a-101)

                     INFORMATION REQUIRED IN PROXY STATEMENT

                            SCHEDULE 14A INFORMATION

                Proxy Statement Pursuant to Section 14(a) of the
               Securities Exchange Act of 1934 (Amendment No.   )

Filed by the Registrant [X]
Filed by a Party other than the Registrant [_]

Check the appropriate box:

[_]  Preliminary Proxy Statement          [_]  Soliciting Material Under Rule
[_]  Confidential, For Use of the              14a-12
     Commission Only (as permitted
     by Rule 14a-6(e)(2))
[X]  Definitive Proxy Statement
[_]  Definitive Additional Materials





- --------------------------------------------------------------------------------
                (Name of Registrant as Specified In Its Charter)



- --------------------------------------------------------------------------------
    (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)


Payment of Filing Fee (Check the appropriate box):

[X]  No fee required.
[_]  Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.

1)   Title of each class of securities to which transaction applies:

________________________________________________________________________________
2)   Aggregate number of securities to which transaction applies:

________________________________________________________________________________

3)   Per unit price or other underlying value of transaction  computed  pursuant
     to Exchange  Act Rule 0-11 (set forth the amount on which the filing fee is
     calculated and state how it was determined):

________________________________________________________________________________
4)   Proposed maximum aggregate value of transaction:

________________________________________________________________________________
5)   Total fee paid:

________________________________________________________________________________
[_]  Fee paid previously with preliminary materials:

________________________________________________________________________________
[_]  Check box if any part of the fee is offset as provided by Exchange Act Rule
     0-11(a)(2)  and identify the filing for which the  offsetting  fee was paid
     previously.  Identify the previous filing by registration statement number,
     or the form or schedule and the date of its filing.

     1)   Amount previously paid:

________________________________________________________________________________
     2)   Form, Schedule or Registration Statement No.:

________________________________________________________________________________
     3)   Filing Party:

________________________________________________________________________________
     4)   Date Filed:

________________________________________________________________________________

<PAGE>

                                DAXOR CORPORATION
                          350 Fifth Avenue, Suite 7120
                               New York, NY 10118

                    NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
                            TO BE HELD JUNE 26, 2003

      NOTICE IS HEREBY GIVEN that the Annual Meeting of Shareholders of DAXOR
CORPORATION (the "Company") will be held at the principal offices of the
Company, 350 Fifth Avenue (Empire State Building), Suite 7120, New York City, on
Thursday, June 26, 2003 at 5:00 p.m., Eastern Daylight Time, for the following
purposes:

            1. To elect a board of six directors, each to serve for a term of
one year and until his successor shall have been duly elected and qualified.

            2. To transact such other business as may properly come before the
meeting, or any adjournment thereof.

Shareholders of record at the close of business on May 20, 2003 will be entitled
to notice of and to vote at the meeting.

                                             By Order of the Board of Directors,


                                             Diane M. Meegan, Secretary

Dated: May 22, 2003
New York, New York

IF YOU DO NOT EXPECT TO BE PRESENT AT THE MEETING AND WISH YOUR SHARES TO BE
VOTED, PLEASE DATE, SIGN, AND MAIL THE ACCOMPANYING FORM OF PROXY AS PROMPTLY AS
POSSIBLE IN THE ENCLOSED ENVELOPE.

<PAGE>

                                DAXOR CORPORATION
                          350 Fifth Avenue, Suite 7120
                               New York, NY 10118

                                 PROXY STATEMENT

      The accompanying proxy is solicited by and on behalf of the Board of
Directors of Daxor Corporation, a New York Corporation (the "Company"), for use
at the Annual Meeting of Shareholders to be held at the principal offices of the
Company, 350 Fifth Avenue, Suite 7120, New York City, on Thursday, June 26, 2003
at 5:00 p.m., Eastern Daylight Time (the "Meeting"), or any adjournment thereof.
Shareholders of record at the close of business on May 20, 2003, will be
entitled to vote at the meeting.

      The Company will solicit proxies by mail. Arrangements will be made with
brokerage houses and other custodians, nominees, and fiduciaries to forward
solicitation material to the beneficial owners of the shares held of record by
such persons, and the Company will reimburse them for the reasonable
out-of-pocket expenses incurred by them in doing so.

      The shares represented by the accompanying proxy will be voted as directed
with respect to the election of directors or, if no direction is indicated, will
be voted in favor of election as directors of the nominees listed below. Each
proxy executed and returned by a shareholder may be revoked at any time
hereafter by giving written notice of such revocation to the Secretary of the
Company, except as to any matter or matters upon which, prior to such
revocation, a vote shall have been cast pursuant to the authority conferred by
such proxy.

      The Annual Report to Shareholders for the fiscal year ended December 31,
2002, including financial statements, is being sent to shareholders on or before
the date of this Proxy Statement which is the approximate date on which the
Proxy Statement and form of Proxy are first being sent or given to shareholders.

      The Board of Directors of the Company, on the recommendation of its audit
committee consisting of a majority of independent directors, has selected the
firm of Frederick Kaden and Co. as the principal accountants for the current
fiscal year. They (and their predecessors) have served in such capacity since
1974.


                                     - 2 -
<PAGE>

                  VOTING SECURITIES AND PRINCIPAL SHAREHOLDERS

      On May 20, 2003 the Company had issued and outstanding 4,642,084 shares of
common stock, par value $.01 per share ("Common Stock"), each of which entitled
the holder to one vote. Voting is not cumulative.

      The following table sets forth information as of May 20, 2003, with
respect to all shareholders known by the Company to be beneficial owners of more
than 5% of the outstanding Common Shares, all Directors, and all Directors and
executive officers as a group. Except as noted below, each shareholder has sole
voting and investment power with respect to shares owned.

- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                       Number of
          Name & Address                           Common Shares
        of Beneficial Owner                      Beneficially Owned          Percent
        -------------------                      ------------------          -------
<S>                                                  <C>                      <C>
Joseph Feldschuh, M.D .........................      3,145,329                67.75%
President Daxor Corporation / Director
350 Fifth Avenue, Suite 7120
New York, NY 10118

Stephen M. Moss, Ph.D. / Director .............            100
P.O. Box 400
Bronxville, NY 10708-0400

James A. Lombard / Director ...................            200
190 East 206th Street
Bronx, NY 10458

Martin S. Wolpoff / Director ..................           2000
5700 Arlington Avenue
Bronx, NY 10471

Bruce Slovin / Director .......................         47,620
1 Eleven Associates, LLC
111 E.61st Street
New York, NY 10021

Robert Willens / Director .....................           5600
Lehman Brothers, Inc.
747 Seventh Avenue, 24th Flr
New York, NY 10019

All Directors and executive officers as a group      3,200,849                68.95%
</TABLE>

All Directors including the President have options for 1,000 shares of Daxor
stock exercisable at $10.00 to $15.00/share

- --------------------------------------------------------------------------------

Based on its review of copies of the forms prescribed by Section 16(a) of the
Securities and Exchange Commission Act of 1934 or written representation from
certain reporting persons that no Form 5's were required for those persons, the
Company believes that all of its Section 16 reporting persons complied with the
filing requirements of Section 16(a) as of December 31, 2002.


                                     - 3 -
<PAGE>

I. Election of Directors

      An entire board of six directors is proposed to be elected at the meeting
to hold office for a term of one year and until their successors shall have been
duly elected and shall have qualified. The proxies will vote all proxies
received "FOR" the election as directors of the nominees listed below if no
direction to the contrary is given. In the event that any nominee is unable to
serve, the proxy solicited herewith may be voted, in the discretion of the
proxies, for the election of another person in his stead. The Board of Directors
knows of no reason to anticipate that this will occur.

      The following information with respect to current and past five years'
business experience, age and directorship has been furnished to the Company as
of May 20, 2003, by each person nominated for election as director.

<TABLE>
<CAPTION>
                                            Principal Occupation                              Director
                                            and Other Position                                Continuously
Name                                        with the Company                                  Since
- ----                                        ----------------                                  -----
<S>                     <C>             <C>                                                       <C>
Joseph Feldschuh, M.D., 67......        Chairman of the Board of Directors
                                        and President of the Company (1)                          1974

Stephen M. Moss, Ph.D., 50......        Vice President, Trading Room Risk
                                        Measurement, Monitoring and Control, CIBC (2)             1986

James Lombard, 68...............        Director of Administrative Services Division
                                        New York City Council (Retired) (3)                       1989

Martin S. Wolpoff, 60...........        Educational Consultant,
                                        Director, Administration Community
                                        School District (Retired) (4)                             1989

Bruce Slovin, 68................        President, One Eleven Associates, LLC (5)                 2002

Robert Willens, 56..............        Managing Director, Mergers & Acquisition
                                        Lehman Brothers, Inc (6)                                  2002
</TABLE>

- ----------
(1)   Joseph Feldschuh, M.D. has been President of Daxor since 1974. He is on
      the staff of Montefiore Hospital and Medical Center. From 1966 to 1983,
      Dr. Feldschuh was Director of the Cardiac Metabolic Laboratory at
      Metropolitan Hospital. He has been a Clinical Associate Professor in both
      medicine and pathology at New York Medical College and an Assistant
      Clinical Professor at Cornell Medical School. He performed the basic
      research at the College of Physicians and Surgeons (Columbia University)
      on the measurement and prediction of normal human blood volume. He is the
      co-inventor of the Blood Volume Analyzer and the inventor of the
      quantitative injection kit for the BVA-100. He is Board Certified in
      Cardiology and Internal Medicine.

(2)   Stephen M. Moss, M.A., Ph.D, is a Vice President at CIBC World Markets
      Corp. in New York, with dual responsibilities as the U.S. Regional Head
      for Trading Room Risk Measurement, Monitoring and Control, and Business
      Specialist for Corporate and Commercial Credit Adjudication and Credit
      Asset Portfolio Management.

      Dr. Moss was previously a Managing Director in the Global Credit Risk
      Management Department at Bear Stearns, and before that he was the Director
      of Credit Risk Analytics at Salomon Smith Barney, where he reported to the
      Chief Credit Officer and ran a group of quantitative analysts. Between
      1993 and 1998 he worked for the Chief Credit Officer at American
      International Group, dealing with concentrations of credit risk across two
      hundred business units in more than one hundred countries. Earlier in his
      career he was the Chief Information Officer and a Senior Vice President of
      Republic New York Securities Corporation, where he was responsible for all
      aspects of analytics, computers, technology and communications. He
      previously spent ten years on the institutional equity trading floor of
      Shearson Lehman Brothers, where he was one of the first developers on Wall
      Street of automated program trading. Dr. Moss has also run his own
      consulting firm, Toxophilus Risk Management Consulting.

      Before he immigrated to the United States in 1980, Dr. Moss attended
      Cambridge University in England, where he graduated with First Class
      Honors in Mathematics in 1975. His graduate work, also at Cambridge
      University, was in the field of Non-Linear Optimization, and he received
      Masters and Doctoral degrees in 1980.

(3)*  James A. Lombard holds an undergraduate degree in Business Administration
      (BBA) from Iona College and a Master's Degree (MBA) in Marketing, Banking
      , and Finance from New York University Graduate School of Business
      Administration. Mr. Lombard recently retired as Director, Administrative
      Services Division, City Council of New York and actively participates in
      civic and community affairs. Prior to joining the City Council, he worked
      in the field of Banking holding various administrative positions with
      Citicorp and other major Banking institutions.

(4)*  Martin S. Wolpoff holds B.A., M.A. and M.S. degrees from the City
      University of New York. He has been active in community affairs since the
      1970's. He has served on his local community Board (as a member for over
      two


                                     - 4 -
<PAGE>

      decades and its chair for three years), community school Board (member for
      nine years, president for three), Community Development Corporation
      (member for almost 10 years), and a member of the community advisory board
      for a New York City hospital. Mr. Wolpoff is retired from the New York
      City public school system, having served since 1965 as an educator,
      supervisor and administrator. He is currently an educational consultant.

(5)   Bruce Slovin received his undergraduate degree in Economics from Cornell
      University and is a graduate of Harvard Law School. For the past 21 years,
      Mr. Slovin has served as the President and Director of MacAndrew & Forbes
      Holdings,Inc., a major industrial holding company. Mr. Slovin retired from
      this position in 2001. Mr. Slovin has been a member of the Board of
      Directors of Cantel Medical Corporation, a healthcare company
      concentrating primarily in infection prevention and control products and
      diagnostic and therapeutic medical equipment, since 1986. Mr. Slovin is a
      Trustee of Beth Israel Medical Center.

(6)*  Robert Willens Robert Willens is a Managing Director in the Mergers &
      Acquisition department at Lehman Brothers, Inc in New York. Mr. Willens
      specializes in tax and accounting issues and in this capacity advises most
      areas of the firm regarding the optimal structures for corporate capital
      transactions. In addition, he has been instrumental in developing certain
      financial "products" with a view towards insuring that these products will
      provide clients with the desired tax and accounting results. Prior to
      joining Lehman Brothers (in 1987), Mr. Willens was a tax partner in the
      New York office of what was then known as Peat Marwick. Mr. Willens is a
      prolific author and has written Taxation of Corporate Capital
      Transactions, as well as over 200 articles for various professional
      journals. Each year of the past 10 years, Mr. Willens has been named to
      Institutional Investor's "All-American Research" Team. For the past 4
      years, Mr. Willens was named by Accounting Today as one of the 100 "Most
      Influential Accountants" in the United States. Mr. Willens serves as an
      Adjunct Professor (Finance Department) at Columbia University's Graduate
      School of Business where he teaches the course entitled "Investment
      Banking Tax Factors." He is a member of the Board of Advisers of Columbia
      Capital Management.

* (member of the audit Committee)

There were five meetings of the Board of Directors during fiscal year 2002, of
which all were attended by all Directors.

                                    OFFICERS

      GARY FISCHMAN obtained his Doctor of Podiatric Medicine from the
Pennsylvania College of Podiatric Medicine and his Ph.D. in Pathology from
Thomas Jefferson University. He served as Professor in Physiology. He joined the
Daxor Corporation in May 1998 and he comes from a background of teaching and
research. He is a diplomate of the American Academy of Pain Management. Dr.
Fischman is currently Vice president of Research at Daxor Corporation.

      STEPHEN FELDSCHUH earned his undergraduate degree in Business
Administration (BS) from Boston University in 1988. He also has his Master's
degree (MBA) in Finance from Baruch College, 1997. After graduating college, he
worked for Bear Stearns & Merrill Lynch as a Commodity Broker & Futures Trader.
From 1992 to 1997, he joined Daxor as Operations Manager with various
responsibilities including Quality Assurance of the laboratory. From mid 1997 to
1999, Mr. Feldschuh was a financial analyst doing mergers & acquisitions in the
staffing industry for Headway Corporate Resources. Mr. Feldschuh then worked for
Delia's Inc. as a Financial Controller until 2001 when he rejoined the Daxor
Corporation as Vice President of Operations and recently named Chief Financial
Officer.

      RONALD H. BALDRY was educated at the University of Durham in Great
Britain, where he received his B.S.E.E., specializing in electronic instruments.
Mr. Baldry was employed as a development engineer for instrumentation at nuclear
research establishments in the United Kingdom and at Oak Ridge National
Laboratory. Mr. Baldry was involved in the original mechanical design of the
Company's Blood Volume Analyzer (BVA-100). Mr. Baldry was appointed Vice
President/Engineering in 1996. He heads Daxor Oak Ridge. Mr. Baldry has been
responsible for coordinating construction of the BVA-100 manufacturing facility.
His responsibilities include coordination of other sub-contractors involved in
the manufacturing of the BVA system.

      LILIYA MORGAYLO joined Daxor Corporation in the end of 2002. Ms. Morgaylo
earned a B.A. in Economics from the University of Economics And Trade in Kiev,
Ukraine in 1976. She came to the United States in 1996. She attended the FEGS
Business School from 1996 to 1997, where she received a certificate in
Bookkeeping and Administration. From 1997 to 1999, she worked as a bookkeeper
for Products Finishing Corp. She worked as a bookkeeper and billing coordinator
for the United Cerebral Palsy Association of New York from 1999 to 2000. From
2000 until joining Daxor at the end of 2002, she worked for AMDOCS as a
bookkeeper. Ms. Morgaylo is currently a full charge bookkeeper at Daxor
responsible for accounts payable and other treasury functions.

      DIANE MEEGAN joined Daxor Corporation in February 2002, as the Senior
Executive Assistant to the CEO and President. Ms. Meegan served as the Official
Executive Assistant to the CEO of Newbridge Securities, a wholly owned
subsidiary of Citigroup, for 13 years. For 4 years, she served as a member of
their Problem Review Board. In the past 2 years, she served as the Executive
Assistant to the Head of Operations at Instinet Clearing Services. Ms. Meegan is
currently the Corporate Secretary.


                                     - 5 -
<PAGE>

                             EXECUTIVE COMPENSATION

      The following is the executive compensation for officers earning more than
$100,000.00.

Dr. Joseph Feldschuh, the Company's President, CEO, & Chairman of the Board of
Directors:

                YEAR ENDED DEC. 31               SALARY          BENEFITS
                ------------------               ------          --------
                       2002                     $ 215,000        $ 10,000
                       2001                     $ 195,646        $ 10,000
                       2000                     $ 184,450        $ 10,000

Stephen Feldschuh, the Company's Vice President of Operations and recently named
Chief Financial Officer

                YEAR ENDED DEC. 31               SALARY          BENEFITS
                ------------------               ------          --------
                       2002                     $ 120,500        $ 8,435
Ronald N. Baldry, the Company's Vice President/Engineering:

                YEAR ENDED DEC. 31               SALARY          BENEFITS
                ------------------               ------          --------
                       2002                     $ 147,102        $1,500
                       2001                     $ 134,361        $1,500
                       2000                     $ 182,744        $1,500

For the year ended December 2002, the Company paid Directors $1,000 plus $500
for each meeting attended, plus expenses. The Company anticipates paying fees to
Directors up to a maximum of $3,500 per year to each non-employee director.

STOCK OPTIONS

      In 1994, the Company adopted a stock option plan under Section 422(b) of
the Internal Revenue Code wherein options would be granted to key employees,
officers and directors where the exercise price would at least equal the fair
market value on the market value on the date of grant. The term of the options
are a maximum of five years. As of March 26, 2003, Daxor Corporation has granted
104,800 stock options with strike prices ranging from $10.00 to $21.00 per
share. Of the 104,800 options, 44,800 are fully vested.

PERFORMANCE GRAPHS

VALUE LINE INSTITUTIONAL SERVICES
1-800-531-1425

Summary Data

<TABLE>
<CAPTION>
Name                                               1998            1999             2000            2001             2002
- ----                                               ----            ----             ----            ----             ----
<S>                                               <C>              <C>             <C>             <C>              <C>
DAXOR CORP                                        14.42           -2.52           -30.36           87.68           -24.45
Standard & Poors 500                              26.71           19.62           -10.14          -13.04           -23.37
Medical Supplies                                  55.71           10.04            67.31           20.55            -5.36
</TABLE>

<TABLE>
<CAPTION>
Graph Plot Points

Name                              1997             1998            1999             2000            2001             2002
- ----                              ----             ----            ----             ----            ----             ----
<S>                             <C>              <C>             <C>               <C>            <C>              <C>
DAXOR CORP                      100.00           114.42          111.54            77.67          145.78           110.13
Standard & Poors 500            100.00           126.71          151.56           136.20          118.43            90.76
Medical Supplies                100.00           155.71          171.34           286.67          345.57           327.05
</TABLE>


                                     - 6 -
<PAGE>

AUDIT COMMITTEE

Members of the Audit Committee:

Robert Willens, Chairman of the Audit Committee

James Lombard

Martin Wolpoff

The Committee's function is one of oversight, recognizing that the Company's
management is responsible for preparing the Company's financial statements, and
the independent auditor is responsible for auditing those statements. In
adopting this charter, the Board acknowledges that the Committee members are not
employees of the Company and are not providing any expert or special assurance
as to the Company's financial statements or any professional certification as to
the external auditor's work or auditing standards. Each member of the Committee
shall be entitled to rely on the integrity of those persons and organizations
within and outside the Company that provide information to the Committee and the
accuracy and completeness of the financial and other information provided to the
Committee by such persons or organizations, absent actual knowledge to the
contrary.

Each member qualifies as independent as defined in the Corporate Governance
Guidelines. The Board includes at least one member who is an "Audit Committee
Financial Expert" as such term may be defined from time to time by the SEC.

In 2003, the Audit Committee:

      o     Reviewed and discussed the Company's 2002 audited financial
            statements with the Company's management;

      o     Discussed with the independent auditors, Frederick Kaden & Co., the
            matters required to be discussed by the American Institute of
            Certified Public Accountants Auditing Standards Board Statement on
            Auditing Standards No.61 ("Communication with Audit Committees")
            which includes, among other items, matters related to the conduct of
            the audit of the Company's financial statements; and

Based on review and discussion of the Company's 2002 audited financial
statements with management and the independent auditors, the Audit Committee
recommended to the Board of Directors that the Company's audited financial
statements for the fiscal year ended December 31, 2002 be included in the
Company's Annual Report on Form 10-K for the year ended December 31, 2002.

During 2002, Frederick Kaden and Co. audited Daxor's consolidated financial
statements, reviewed financial information in filings with the Securities and
Exchange Commission, and provided tax services. Fees for services rendered in
2002 by Frederick Kaden and Co. were $44,150. A member of the firm is expected
to be present at the Meeting.


                                     - 7 -
<PAGE>

                               II. OTHER BUSINESS

      As of this Proxy Statement, the only business which the Board of Directors
intends to present, and knows that others will present, at the Meeting is that
herein above set forth. If any other matter or matters are properly brought
before the Meeting, or any adjournments thereof, it is the intention of the
persons named in the accompanying form of proxy to vote the proxy on such
matters in accordance with their judgement.

                           III. SHAREHOLDERS PROPOSALS

      The Annual Meeting of the Company for the year ending December 31, 2003 is
scheduled to be held in June 2004. In order to have any proposal presented by a
shareholder at such meeting included in the Company's proxy statement and form
of proxy relating to the meeting, the proposal must be received by the Company
no later than December 15, 2003.

                                            By Order of the Board of Directors,


                                            DIANE M. MEEGAN, Secretary

Dated: May 22, 2003
New York, New York

- --------------------------------------------------------------------------------
A COPY OF THE COMPANY'S ANNUAL REPORT OR FORM 10-K FOR THE YEAR ENDED DECEMBER
31, 2002 MAY BE OBTAINED BY SHAREHOLDERS SOLICITED HEREBY (WITHOUT CHARGE) UPON
WRITTEN REQUEST TO FATIMA S. BAHA, INVESTOR RELATIONS, DAXOR CORPORATION, 350
FIFTH AVENUE, SUITE 7120, NEW YORK, NEW YORK, 10118. THE 10-K IS ALSO ACCESSIBLE
THROUGH THE COMPANY WEBSITE WWW.DAXOR.COM.
- --------------------------------------------------------------------------------


                                     - 8 -
<PAGE>

                             PROXY DAXOR CORPORATION
           THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

             Proxy for Annual Meeting of Shareholders-June 26, 2003

The undersigned, revoking any proxy heretofore given, hereby appoints Joseph
Feldschuh, MD and Stephen Moss, PhD, or either of them, proxies of the
undersigned, with full power of substitution, with respect to all Common Shares
which the undersigned is entitled to vote at the Annual Meeting of Daxor
Corporation (the "Company") to be held on June 26, 2003 at 5:00p.m., Eastern
Daylight Time, at the principal offices of the Company, 350 Fifth Avenue, Suite
7120, New York, New York, 10118 or any adjournment thereof.

      Unless a contrary direction is indicated, this proxy will be voted FOR all
nominees listed for election as directors in Item 1; if specific instructions
are indicated, this Proxy will be voted in accordance therewith.

      In their discretion, the Proxies are authorized to transact such other
business as may properly come before the meeting, or any adjournment thereof.

      The Board of Directors recommend a vote FOR all nominees for election as
directors.

1.    Election of Directors ____ FOR all nominees listed below
                                 (except as marked to the contrary)

                            ____ WITHHOLD AUTHORITY to vote for  all nominees
                                 listed below.

(Instructions: To withhold authority to vote for any individual nominee, strike
a line through the nominee's name in the list below)

           Joseph Feldschuh, M.D.     Bruce Slovin           Martin S. Wolpoff
           James A. Lombard           Stephen Moss Ph.D.     Robert Willens

      (To be completed and signed on reverse side)

<PAGE>

(Continued from other side)


Dated________________, 2003             ________________________________________

                                        Please sign exactly as name appears
                                        hereon, if the shares are registered in
                                        the names of two or more persons, each
                                        should sign. Executors, administrators,
                                        trustees, guardians, attorneys-in-fact,
                                        corporate officers, general partners and
                                        other persons acting in a representative
                                        capacity should add their titles.

The above-signed hereby acknowledges receipt of the Notice of Annual Meeting and
    accompanying Proxy Statement and Annual Report of the Company furnished
                                   therewith

PLEASE FILL IN, DATE, SIGN AND MAIL THIS PROXY IN THE ENCLOSED POST-PAID RETURN
ENVELOPE.


</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
