Mail Stop 6010

							April 20, 2006


Via U.S. Mail and Facsimile (212)-244-0806

Joseph Feldschuh, M.D.
President and Principal Executive Officer
Daxor Corporation.
350 Fifth Avenue
Suite 7120
New York, New York 10118

	Re:	Daxor Corporation
		Form 10-K as of December 31, 2005
		Filed April 18, 2006
		File No. 001-09999

Dear Dr. Feldschuh:

      We have reviewed your filing and have the following
comments.
We have limited our review to only your financial statements and
related disclosures and do not intend to expand our review to
other
portions of your document.  Where indicated, we think you should
revise your document in response to these comments.  If you
disagree,
we will consider your explanation as to why our comment is
inapplicable or a revision is unnecessary.  Please be as detailed
as
necessary in your explanation.  In some of our comments, we may
ask
you to provide us with information so we may better understand
your
disclosure.  After reviewing this information, we may raise
additional comments.

      Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspects
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.


Form 10-K as of December 31, 2005

Item 7.  Management`s Discussion and Analysis, page 21

Results of Operations, page 21

1. Please expand to describe why Cryobanking revenues increased by
40% between 2004 and 2005.  In general, MD&A should identify and
describe reasons for material changes in financial statement
items.
For guidance refer to S-K Item 303 and FR-72.
2. Under operating expenses, please add discussion clearly
addressing
the reasons for the 13% increase in operating expenses between
2004
and 2003.

Critical Accounting Policies, page 22

Use of Estimates, page 24

3. Please make full disclosure about the pension plan referred to
in
the second sentence.  Refer to SFAS 132(R).

Item 7A.  Quantitative and Qualitative Disclosure about Market
Risk,
page 26

4. We see the various charts presented under this item; however,
the
information does appear to comply with the requirements of S-K
Item
305.  While we will not object to the information presented,
please
expand to also present the quantitative disclosures about market
risk
required by that Item.  S-K Item 305 provides for three
presentation
alternatives.  Those alternatives, as further described in the
Regulation are (1) tabular disclosure, (2) sensitivity analysis
and
(3) value at risk.  Please select one of the alternatives and
present
the required information.  Please note that the quantitative
disclosures should include the investments and any related
derivatives, such as puts, calls and shorts.
5. Please clarify why Graph 6 indicates that expenses for 2005 are
estimated.


Item 8.  Financial Statements and Supplementary Data, page 30

Consolidated Balance Sheets, page 32

6. We understand that you are now marking put and call options to
market at each balance sheet date.   Please confirm that the
caption
"deferred option premiums" represents the fair market value of
those
positions as of each balance sheet date.  If it does, please re-
caption this item to be more descriptive.  A caption such as "put
and
call options, at fair market value" might be appropriate.  If this
caption has not been marked-to-market please explain and identify
for
us where the mark-to-market adjustment is included in the balance
sheet.

Consolidated Statements of Income, page 33

7. In light of your losses, please re-title this statement to
"consolidated statements of operations."
8. Please expand Note (a) to explain why you are unable to
generate
segment data for 2003.

Consolidated Statements of Cash Flows, page 34

9. Under SFAS 95, borrowings are financing activities.  Please
reclassify or provide us support in the literature for
classification
of this activity as investing.
10. Please expand to Note (1) to explain why you are not able to
provide the disaggregated disclosures about investments and
borrowings that are required by SFAS 95.

(1) Business and Significant Accounting Policies, page 36

Significant Accounting Policies, page 36

11. We see that you have attempted to provide segment data on the
face of the income statement.  However, that presentation does not
fully comply with the requirements of SFAS 131.  In that regard,
please expand to provide measures of segment profits and assets.
Also ensure that you have provided any other relevant disclosures
called for by paragraphs 26 through 32 to SFAS 131.
12.
Please add a caption that distinctly addresses the accounting
policies for puts, calls and shorts.

Reclassifications and Restatements, page 39

13. Please expand the narrative description on page 40 to quantify
the affect on net loss of each of the three items for each income
statement period.
14. It appears that the rent matter does not impact 2003 because
there is no adjustment to revenue for that year.  Please tell us
and
disclose why it was not necessary to restate 2003 for this matter.
15. You should provide a clear and comprehensive road map between
the
balances "as originally reported" and the balances "as restated."
The disclosure should separately identify and quantity the amounts
of
each restating and reclassifying adjustment and should provide an
explanation of the reasons for each adjustment. In that regard,
please revise for the following:
* Insert columns to the balance sheets and income statements
presented on pages 41 and 42 that provide a clear roll-forward
from
the original to the restated balances.
* Present each restating and reclassifying adjustment in self-
balancing form and identify each adjustment with an identifying
key,
such as a letter or number.
* For each identified adjustment, expand to provide explanation of
the nature of and reasons for each item.  Those explanations
should
be clearly traceable to the balance sheet and income statement
roll-
forwards.

Please make similar revisions to the MD&A disclosures about the
restatements and reclassifications.

Note 15, Selected Financial Data, page 48

16. Please provide the quarterly data required by Item 302(a) to
Regulation S-K.  Please note that this information, when
furnished,
should include clear and complete reconciliation from "as
reported"
to "as restated" balances.

Item 9A.  Controls and Procedures, page 49

17. Under S-K Item 307 you must make clear and unequivocal
disclosure
about the effectiveness of disclosure controls and procedures.
That
disclosure must clearly state whether disclosure controls and
procedures were or were not effective.  Your disclosure fails to
express any conclusion. Please revise to address your officers`
conclusion regarding the effectiveness of disclosure controls and
procedures.  The errors in prior financial statements and the
inability to timely comply with long-standing disclosure
requirements
for several financial statement items strongly suggests that
disclosure controls and procedures are not effective as of
December
31, 2005.
18. We see that your principal executive officer and principal
financial officer have evaluated disclosure controls and
procedures
as of a date within 90 days before the filing date of the annual
report.  Please revise to disclose management`s conclusion
regarding
the effectiveness of disclosure controls and procedures as of the
end
of the period covered by the annual report.  Refer to Item 307 of
Regulation S-K and Part III.F of Management`s Reports on Internal
Control Over Financial Reporting and Certification of Disclosure
in
Exchange Act Periodic Reports, Release No. 33-8238.
19. As a related matter, you should fully describe the nature of
any
material weaknesses in internal control, including detailed and
specific disclosure about remediation efforts.  Given the
restatements and the inability to generate certain information in
a
timely manner, it strongly appears that you should identify the
matters described in the second paragraph as material weaknesses.
You should also expand that paragraph to describe or refer to a
description of the errors and other disclosure deficiencies that
arose from the identified weaknesses and to provide detailed
explanation of the steps and status of your remediation efforts.
20. Please revise to clearly and fully disclose any changes to
internal control over financial reporting that occurred during the
fourth quarter that have materially affected or are reasonably
likely
to materially affect internal control over financial reporting.
Refer to Item 308(c) of Regulation S-K.

* * * * * * * *

      As appropriate, please respond to these comments within 10
business days or tell us when you will provide us with a response.
Please furnish a cover letter with your response that keys your
responses to our comments and provides any requested information.
Detailed cover letters greatly facilitate our review.  Please
understand that we may have additional comments after reviewing
your
responses to our comments.



We urge all persons who are responsible for the accuracy and
adequacy
of the disclosure in the filing to be certain that the filing
includes all information required under the Securities Exchange
Act
of 1934 and that they have provided all information investors
require
for an informed investment decision.  Since the company and its
management are in possession of all facts relating to a company`s
disclosure, they are responsible for the accuracy and adequacy of
the
disclosures they have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:

* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;
* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and
* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.
      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.

      You may contact me at (202) 551-3605 if you have questions
regarding these comments.  In this regard, do not hesitate to
contact
Brian Cascio, Accounting Branch Chief, at (202) 551-3676.

							           Sincerely,



							           Gary Todd
					             	           Reviewing
Accountant
Joseph Feldschuh, M.D.
Daxor Corporation
April 20, 2006
Page 6