<DOCUMENT>
<TYPE>10-Q/A
<SEQUENCE>1
<FILENAME>d63368_10q.txt
<DESCRIPTION>AMENDMENT TO FORM 10-Q
<TEXT>

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

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

                                    FORM 10-Q

                   Quarterly Report Under Section 13 or 15(d)
                                     of the
                             Securities Act of 1934

                        FOR QUARTER ENDED MARCH 31, 2004
                         Commission File Number 0-12248

                                DAXOR CORPORATION
                    (Exact Name as Specified in its Charter)

               New York                                     13-2682108
   (State or Other Jurisdiction of                       (I.R.S. Employer
    Incorporation or Organization)                      Identification No.)

                                  350 Fifth Ave
                                   Suite 7120
                            New York, New York 10118

               (Address of Principal Executive Offices & Zip Code)

Registrant's Telephone Number:                             (212) 244-0555
    (Including Area Code)

      Indicate by check mark whether the registrant (1) has filed all reports
required by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

                            Yes |X|           No |_|

      Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.

      CLASS                                     OUTSTANDING AT MARCH 31, 2004
--------------------------------------------------------------------------------
      COMMON STOCK
PAR VALUE: $.O1 per share                                4,628,426

<PAGE>

                                TABLE OF CONTENTS

                                                                          PAGE
                                                                          ----
PART I.  FINANCIAL INFORMATION

         Item 1.  FINANCIAL STATEMENTS (Unaudited)                            2
                  Condensed Consolidated Balance Sheets as at March 31,
                  2004 and December 31, 2003                                F-1

                  Condensed Consolidated Statements of Operations
                  for the three months ended March 31,2004 and 2003         F-2

                  Condensed Consolidated Statements of Cash Flows
                  for the three months ended March 31, 2004 and 2003        F-3

                  Notes to Condensed Consolidated Financial Statements    F-4-5

         Item 2.  Management's Discussion and Analysis of
                  Financial Condition and Results of Operations              3

         Item 3.  Controls and Procedures                                    4

PART II. OTHER INFORMATION

         Item 1.  Legal Proceedings                                          4

         Item 2.  Exhibits and Reports on Form 8-k                           4
                  Signatures

         Item 3.  Exhibit Index

<PAGE>

Item 1.  Financial Statements (Unaudited)

         Index to Financial Statements

         Condensed Consolidated Balance Sheets as at March 31,
         2004 and December 31, 2003                                       F-1

         Condensed Consolidated Statements of Operations for the
         three months Ended March 31, 2004 and 2003                       F-2

         Condensed Consolidated Statements of Cash Flows for
         the three months ended March 31, 2004 and 2003                   F-3

         Notes to Condensed Consolidated Financial Statements             F-4-5


                                        2

<PAGE>

                                DAXOR CORPORATION
                      CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

DAXOR CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS[UNAUDITED]

<TABLE>
<CAPTION>
                                                           March 31,          December 31,
                                                             2004                 2003
                                                             ----                 ----
------------------------------------------------------------------------------------------
ASSETS
------------------------------------------------------------------------------------------
<S>                                                     <C>                   <C>
CURRENT ASSETS
Cash                                                    $     55,502          $      3,324
Available-for-sale securities                             49,131,109            47,399,159
Accounts receivable                                          187,536               137,008
Inventory                                                    146,185               146,185
Prepaid and other current assets                             242,283               242,215
                                                        ------------          ------------

Total Current Assets                                      49,762,615            47,927,891

PROPERTY AND EQUIPMENT
Machinery and equipment                                      735,259               727,689
Furniture and fixtures                                       325,635               325,635
Leasehold improvements                                       295,530               295,530
                                                        ------------          ------------
                                                           1,356,424             1,348,854
Less: Accumulated depreciation and amortization            1,057,421             1,045,481
                                                        ------------          ------------
Property and equipment, net                                  299,003               303,373
Other Assets                                                  69,268                69,268
                                                        ------------          ------------
Total Assets                                            $ 50,130,886          $ 48,300,532
                                                        ============          ============

------------------------------------------------------------------------------------------
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------------------------------------------------------------

CURRENT LIABILITIES
Accounts payable and accrued liabilities                $    183,150          $    183,052
Loans payable                                              2,863,201             2,502,106
Other Liabilities                                            370,132               667,123
Deferred Taxes                                             9,176,962             8,531,081
                                                        ------------          ------------
Total  Liabilities                                        12,593,445            11,883,362

STOCKHOLDERS' EQUITY
Common stock, $.01 par value
Authorized - 10,000,000 shares
Issued - 5,309,750 shares
Outstanding - 4,628,426 and 4,639,026
 shares, respectively                                         53,097                53,097
Additional Paid in capital                                 9,801,548             9,801,548
Unrealized holding gains
 on available-for-sale securities, net of tax             17,814,104            16,560,334
Retained earnings                                         15,189,731            15,169,967
Treasury stock, at cost, 681,324 and 670,724
 shares, respectively                                     (5,321,039)           (5,167,776)
                                                        ------------          ------------
Total Stockholders' Equity                                37,537,441            36,417,170
                                                        ------------          ------------

Total Liabilities and Stockholders' Equity              $ 50,130,886          $ 48,300,532
                                                        ============          ============
</TABLE>

See accompanying notes to condensed consolidated financial statements


                                       F-1

<PAGE>

DAXOR CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS  [UNAUDITED]
FOR THE THREE MONTHS ENDED MARCH 31,


                                                       2004           2003
                                                       ----           ----
Revenues:
-----------------------------------------------------------------------------
Operating revenues                                 $   408,248    $   218,683
                                                   -----------    -----------
                                                       408,248        218,683
Total Operating Revenues
                                                   -----------    -----------
-----------------------------------------------------------------------------

Costs and expenses:
-----------------------------------------------------------------------------
Operations of Laboratories & Costs of Production       381,162        337,259
Selling, General, and Administrative                   710,157        660,436
                                                   -----------    -----------
                                                     1,091,319        997,695
Total Costs and Expenses
                                                   -----------    -----------
Loss from operations                                  (683,071)      (779,012)

Other income (expense):
Dividend income                                        493,569        479,889
Gains on sale of securities                            225,066         35,902
Other revenues                                           3,643          3,143
Interest expense, net                                  (19,443)       (14,507)
                                                   -----------    -----------
Total other income                                     702,835        504,427
                                                   -----------    -----------

Net Income /(Loss) Before Income Taxes                  19,764       (274,585)

Provision for income taxes                                   0              0
                                                   -----------    -----------

Net Income /(Loss)                                 $    19,764    $  (274,585)
                                                   ===========    ===========

Weighted Average Number of Shares Outstanding        4,632,659      4,656,584
                                                   ===========    ===========

Net Income / (Loss)per Common Equivalent Share     $      0.00    $     (0.06)
                                                   ===========    ===========

See accompanying notes to condensed consolidated financial statements


                                       F-2

<PAGE>

DAXOR CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS [UNAUDITED]
FOR THE THREE MONTHS ENDED MARCH 31,

                                                          2004         2003
                                                          ----         ----

Cash flows from operating activities:
Net income or (loss)                                   $  19,764    ($274,585)
Adjustments to reconcile net income
(loss) to net cash used in
operating activities:
Depreciation & Amortization                               11,940       12,233
Gain on sale of investments                             (225,066)     (35,902)
Change in assets and liabilities:
(Increase) decrease in accounts receivable               (50,528)       5,827
(Increase) decrease in other current assets                  (68)     (72,688)
Increase in accounts payable, accrued
and other liabilities net of "short sales"                 4,198       60,907
                                                       ---------    ---------
Total adjustments                                       (259,524)     (29,623)
                                                       ---------    ---------
Net cash used in operating activities                   (239,760)    (304,208)
                                                       ---------    ---------

Cash flows from investing activities:
Purchase of property and equipment                        (7,570)     (20,892)
Proceeds from sale of equipment, net                                   22,500
Purchases of investments, net                           (270,699)    (256,667)
Net proceeds from (repayments of)loans from
 brokers used to purchase investments                   (238,905)     288,559
Proceeds from "short sales" not closed                   362,375      140,719
                                                       ---------    ---------
Net cash provided by / (used in)investing activities    (154,799)     174,219
                                                       ---------    ---------

Cash flows from financing activities
Proceeds from bank loan                                  600,000      200,000
Purchase of treasury stock                              (153,263)     (45,586)
                                                       ---------    ---------
Net cash provided by financing activities                446,737      154,414
                                                       ---------    ---------
Net increase in cash and
cash equivalents                                          52,178       24,425

Cash and cash equivalents at beginning of year             3,324       13,035
                                                       ---------    ---------
Cash and cash equivalents at end of period             $  55,502    $  37,460
                                                       =========    =========

See accompanying notes to condensed consolidated financial statements


                                      F-3

<PAGE>

                                DAXOR CORPORATION
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                   THREE MONTHS ENDED MARCH 31, 2004 AND 2003

(1)   BASIS OF PRESENTATION

      The accompanying unaudited consolidated financial statements reflect all
adjustments of a normal recurring nature, which are, in the opinion of
management, necessary for a fair statement of the financial position and results
of operations for the interim periods presented. The consolidated financial
statements are unaudited and are subject to such year-end adjustments as may be
considered appropriate and should be read in conjunction with the historical
consolidated financial statements of Daxor Corporation years ended December 31,
2003, 2002 and 2001, included in Daxor Corporation's Annual Report on Form 10-K
for the fiscal year ended December 31, 2003. Operating results for the
three-month period ended March 31, 2004 are not necessarily indicative of the
results that may be expected for the year ending December 31, 2004.

      These consolidated financial statements have been prepared in accordance
with US GAAP and under the same accounting principles as the consolidated
financial statements included in the Annual Report on Form 10-K. Certain
information and footnote disclosures related thereto normally included in the
financial statements prepared in accordance with US GAAP have been omitted in
accordance with Rule 10-01 of Regulation S-X.

(2)   AVAILABLE-FOR-SALE SECURITIES

      Upon adoption of SFAS No. 115, Accounting for Certain Investments in Debt
and Equity Securities, management has determined that the company's portfolio is
best characterized as "Available-For-Sale". SFAS No. 115 requires these
securities to be recorded at their fair market values, with the offsetting
unrealized holding gains or losses being recorded as Comprehensive Income
(Loss)in the Equity section of the Balance Sheet. The adoption of this
pronouncement has resulted in an increase in the carrying value of the company's
available-for-sale securities, as at March 31, 2004 and December 31, 2003, of
approximately 121.91% and 112.48%,respectively, over its historical cost.

      In accordance with the provisions of SFAS No. 115, the adjustment in
stockholders' equity has been made net of the tax effect had these gains been
realized.

      The Company uses the historical cost method in the determination of its
realized and unrealized gains and losses. The following tables summarize the
Company's investments as of:

                                 March 31, 2004
                                 --------------
Type of                                            Unrealized       Unrealized
security              Cost         Fair Value     Holding gains   holding losses
--------              ----         ----------     -------------   --------------

Equity             $22,064,141     $49,102,746     $27,406,215     $   367,610
Debt                    75,902          28,363           1,920          49,459
                   -----------     -----------     -----------     -----------
Total              $22,140,043     $49,131,109     $27,408,135     $   417,069
                   ===========     ===========     ===========     ===========

                                December 31, 2003
                                -----------------
                                                   Unrealized       Unrealized
Type of security      Cost         Fair Value     holding gains   holding losses
----------------      ----         ----------     -------------   --------------

Equity             $22,271,842     $47,368,871     $25,407,422     $   310,393
Debt                    35,902          30,288           2,170           7,784
                   -----------     -----------     -----------     -----------
Total              $22,307,744     $47,399,159     $25,409,592     $   318,177
                   ===========     ===========     ===========     ===========

      At March 31, 2004 the securities held by the Company had a market value of
$49,131,109 and a cost basis of $22,140,043 resulting in a net unrealized gain
of $ 26,991,066 or 121.91% of cost. Debt securities, which consist of Bonds, are
scheduled to mature in May 2003, April 2006 and May 2008.

      At December 31, 2003, the securities held by the Company had a market
value of $47,399,159 and a cost basis of $22,307,744 resulting in a net
unrealized gain of $25,091,415 or 112.48% of cost.

      At March 31, 2004 and December 31, 2003 marketable securities, primarily
consisting of preferred and common stocks of utility companies, are valued at
fair value.


                                      F-4

<PAGE>

(3)   INVENTORY

      Inventory is stated at the lower of cost or market, using the first-in,
first-out method (FIFO), and consists primarily of finished goods.

(4)   Other Assets

      Included in Other Assets is an intangible asset (Customer List) that was
being amortized over its estimated useful life of 15 years. The asset was
recorded at its original cost of $35,000 and has accumulated amortization of
$6,222 at March 31, 2004 and December 31, 2003, respectively. Amortization
expense was $2,333 for the year ended December 31, 2003.

      In accordance with SFAS No. 142, Goodwill and Other Intangible Assets,
management periodically reviews the asset's value for potential impairment. This
review is currently underway for the current period and management has taken the
position of suspending amortization of the asset until the review is completed.

(5)   LOANS PAYABLE

      As at March 31, 2004 and December 31, 2003, the Company has a note payable
of $1,500,000 and $900,000, respectively, with a bank. The note matures each
year, with an option to renew, and is classified as short term. The note balance
is an aggregate of borrowings (loans) that renews as one note each year, but is
subject to different interest rates depending on the individual amount of each
borrowing.

      The loans bear interest at approximately 3.0% and are secured by certain
marketable securities of the Company.

      Short term margin debt due to brokers, secured by the Companies marketable
securities, totaled $1,363,201 at March 31, 2004 and $1,602,106 at December 31,
2003.

(6)   Subsequent Events (Unaudited)

      Effective July 6, 2004, the Company instituted the Daxor Corporation 2004
Stock Option Plan. This Plan was created to provide incentive to employees,
officers, agents, consultants and independent contractors of the Company by
offering proprietary interest in the Company.

      The Company was involved in a dispute with its landlord in New York City.
This dispute arose out of a rental rate dispute. In February 2005, the dispute
was settled and the Company voluntarily agreed to pay the landlord approximately
$45,000 in additional rent. This $45,000 liability was accrued for the purposes
of this financial statement presentation and is listed in Accrued Expenses.

(7)   SELECTED FINANCIAL DATA (Unaudited)

Selected Quarterly Financial Data

                                                  Quarter Ended
                                         ----------------------------------
                                          March 31, 2004    March 31, 2003

        Total operating revenues            $   408,248       $ 218,683
        Total revenue and other income      $ 1,130,526       $ 737,617
        Gross profit (loss)                 $  (683,071)      $(779,012)
        Net income (loss)                   $    19,764       $(274,585)
        Net income (loss) per share         $       .00       $    (.06)


                                      F-5

<PAGE>

                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                  RESULTS OF OPERATIONS AND FINANCIAL CONDITION

ITEM 2. RESULTS OF OPERATIONS

Three months ended March 31, 2004 as compared with three months ended March 31,
2003

      For the three months ended March 31, 2004 total revenues and other income
increased by 53% to $1,130,526 from $737,617 in 2003. Operating revenues
increased by 87% to $408,248 in 2004 from $218,683 in 2003. There were capital
gains in 2004 of $225,066 up from $35,902 in 2003. Dividend income was $493,569
with a net interest expense of $19,443 in 2004, as compared to dividend income
of $479,889 with a net interest expense of $14,507 in 2003. In 2004, the Company
had a net income before income taxes of $38,769 versus a net loss before income
taxes of ($253,035) in 2003. Total Costs and Expenses increased by 10% in 2004
to $1,091,757 vs. $990,652 in 2003. This was related to increased marketing
efforts and research and development expenses. The Company has increased
research expenses for additional features to the BVA-100. The Company's new
sales team began marketing in the fourth quarter of 2002. The increase in
operating revenues can be attributable to these sales efforts. The sales cycles
from initial contact to a sale can be 6 to 12 months. The Company anticipates
that the sales of the BVA-100 Blood Volume Analyzers and kits will become the
major source of income for the Company. The Company plans to continue expanding
its sales and marketing force, which currently consists of 12 salesmen and 4
support personnel.

LIQUIDITY AND CAPITAL RESOURCES

      At March 31,2004 the Company had total assets of $50,130,886 with
stockholders' equity of $37,537,441 as compared to total assets of $39,272,928
with stockholders' equity of $31,529,228 at March 31,2003. Despite increasing
its expenses, the Company has significantly increased its financial base as
compared to one year ago. The Company has a net pre-taxed unrealized gain of
$26,991,066 and $17,814,104 of net after tax unrealized capital gains on
available-for-sale securities in its portfolio. This amount is included in the
calculation of Total Stockholders' Equity. The Company's stock portfolio had a
market value of $49,131,109 with short-term loans of $ 2,863,201 with 4,628,426
shares outstanding. The Company has current liabilities of $12,593,445. Included
in these liabilities are deferred taxes of $9,176,962. These deferred taxes
would occur if the Company chose to sell its entire portfolio. Current
liabilities minus these deferred taxes is $3,416,483.

      The Company has adequate resources for the current marketing level of its
Blood Volume Analyzer as well as capital to sustain its localized semen and
blood banking services. The Company anticipates hiring additional regional
managers to the existing sales/marketing team. It is the goal of the marketing
team to develop an individual sales team for each regional manager. The Company
is also expanding its support services personnel. The decision to develop the
marketing team was partially based on the anticipation of new publications in
peer reviewed medical journals by current users of the Blood Volume Analyzer.

      The Company's goal is to establish blood volume measurement as a standard
of care in multiple areas of medicine and surgery. It is hoped that the
publication of research studies from leading medical facilities will result in
an increase in sales in both the Blood Volume Analyzer and its associated kits.

      The Company sells, as well as offers to lease or rent the BVA-100 as part
of the overall marketing plan. The Company also loans the instrument for a
limited time period, however facilities evaluating the instrument must pay for
the kits. Daxor Capital was established through a relationship with De Lage
Landen (DLL). The significance of this relationship is as sales through leases
increases, Daxor will not have to diminish its capital outlay for equipment as
DLL will fund the net present value of the lease upon installation of the
equipment. In an effort to obtain the best rates for our clients, the Company
will also work with other independent leasing firms.


                                       3

<PAGE>

      The Company is evaluating blood volume instrumentation management programs
for hospitals. Under such a plan, the Company would provide equipment and
personnel on a sub-contract basis. The Company will use its current financial
reserves primarily for developing and marketing the Blood Volume Analyzer. The
Company is evaluating various options to expand blood banking services in
conjunction with the use of the Blood Volume Analyzer. Additional information on
the Company is available on our website www.daxor.com.

Item 3. Controls and Procedures

      The Company's Chief Executive Officer and Chief Financial Officer have
evaluated the effectiveness of our disclosure controls and procedures as defined
by the Securities and Exchange Commission (SEC),as of the end of the period
covered by this report. Based upon that evaluation, our Chief Executive Officer
and Chief Financial Officer concluded that our disclosure controls and
procedures are effective in timely alerting them to information required to be
included in our periodic Securities and Exchange Commission filings. There was
no significant change in our internal control over financial reporting that
occurred during the quarter ended March 31, 2004, that materially affected or is
reasonably likely to materially affect, the Corporation's internal control over
financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

      None.

Item 2. Exhibits and Reports on Form 8-K

      (a) Exhibits

            31.1  Certification of Chief Executive Officer pursuant to Section
                  302 of the Sarbanes-Oxley Act of 2002

            31.2  Certification of Principal Financial Officer pursuant to
                  Section 302 of the Sarbanes-Oxley Act of 2002

            32.1  Certification of Chief Executive Officer pursuant to 18 U.S.C
                  Section 1350, as adopted pursuant to Section 906 of the
                  Sarbanes-Oxley Act of 2002

            32.2  Certification of Principal Financial Officer pursuant to 18
                  U.S.C. Section 1350, as adopted pursuant to Section 906 of the
                  Sarbanes-Oxley Act of 2002

      (b) There were no reports on Form 8-k filed.

SIGNATURES

      Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


DATE: April 15, 2005                            By: /s/ JOSEPH FELDSCHUH, M.D.
                                                  --------------------------
                                                  JOSEPH FELDSCHUH, M.D.,
                                                  President and Chief Executive
                                                  Officer


DATE: April 15, 2005                            By: /s/ STEPHEN FELDSCHUH
                                                  -----------------------
                                                  STEPHEN FELDSCHUH
                                                  Vice President of Operations
                                                  And Chief Financial Officer


                                       4
</TEXT>
</DOCUMENT>
