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SEC Comment Letter for Stereotaxis, Inc. (STXS) (CIK 0001289340) (STXS) — Dec 7, 2011

Stereotaxis, Inc. (STXS) (CIK 0001289340)
Date: Dec. 7, 2011 · CIK: 0001289340 · Accession: 0000000000-11-070359

Financial Reporting Regulatory Compliance Internal Controls

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File numbers found in text: 000-50884

Date
December 7, 2011
Author
Lynn Dicker
Form
UPLOAD
Company
Stereotaxis, Inc. (STXS) (CIK 0001289340)

Letter

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF CORPORATION FINANCE December 7, 2011 Via Email Mr. Michael P. Kaminski Chief Executive Officer 4320 Forest Park Avenue, Suite 100 St. Louis, MO 63108 Re: Stereotaxis, Inc. Form 10-K for the Fiscal Year Ended December 31, 2010 Filed March 11, 2011 File No. 000-50884

Dear Mr. Kaminski:

We have reviewed your response dated November 22, 2011 and have the following additional comment. We have li mited our review to only your fi nancial statements and related disclosures and do not intend to expand our review to other portions of your documents. In some our comment, we may ask you to provide us w ith information so we may better understand your disclosure. Please respond to this letter within te n business days by providing the requested information or by advising us when you will provide the requested response. If you do not believe our comment applies to your facts a nd circumstances, please tell us why in your response. After reviewing the information you provide in response to this comment, we may have additional comments.

Form 10-K for the Year Ended December 31, 2010

General

1. Please provide the three acknow ledgements included at th e end of our October 27, 2011 comment letter. For your reference, we ha ve repeated the acknowledgements below. Please note that the acknowledgements must be provided by an authorized officer of the Company.

Mr. Michael P. Kaminski Stereotaxis, Inc. December 7, 2011 Page 2 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 the information the Securities Exchange Act of 1934 and all applicable Exchange Act rules requir e. 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 responding to our comments, please provi de a written statement from the company acknowledging that:  the company is responsible for the adequacy an d accuracy of the disclo sure 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 federa l securities laws of the United States.

You may contact Tara Harkin s, Staff Accountant, at (202) 551-3639 or Lynn Dicker, Reviewing Accountant, at (202) 551-3616 if you have questions re garding these comments. In this regard, do not hesitate to contact me at (202) 551-3643.

S i n c e r e l y , /s/ Lynn Dicker for Kevin L. Vaughn A c c o u n t i n g B r a n c h C h i e f

Show Raw Text
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

       DIVISION OF
CORPORATION FINANCE

 December 7, 2011
Via Email

Mr. Michael P. Kaminski
Chief Executive Officer 4320 Forest Park Avenue, Suite 100 St. Louis, MO 63108
 Re: Stereotaxis, Inc.
Form 10-K for the Fiscal Year Ended December 31, 2010 Filed March 11, 2011 File No.  000-50884

Dear Mr. Kaminski:

We have reviewed your response dated November 22, 2011 and have the following
additional comment.  We have li mited our review to only your fi nancial statements and related
disclosures and do not intend to expand our review to other portions of your documents.  In some
our comment, we may ask you to provide us w ith information so we may better understand your
disclosure.
 Please respond to this letter within te n business days by providing the requested
information or by advising us when you will provide the requested response.  If you do not believe our comment applies to your facts a nd circumstances, please tell us why in your
response.
 After reviewing the information you provide in  response to this comment, we may have
additional comments.

Form 10-K for the Year Ended December 31, 2010

 General

 1. Please provide the three acknow ledgements included at th e end of our October 27, 2011
comment letter.  For your reference, we ha ve repeated the acknowledgements below.
Please note that the acknowledgements must be  provided by an authorized officer of the
Company.

Mr. Michael P. Kaminski
Stereotaxis, Inc. December 7, 2011 Page 2
 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 the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e.  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 responding to our comments, please provi de a written statement from the company
acknowledging that:
 the company is responsible for the adequacy an d accuracy of the disclo sure 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 federa l securities laws of  the United States.

You may contact Tara Harkin s, Staff Accountant, at (202) 551-3639 or Lynn Dicker,
Reviewing Accountant, at (202) 551-3616 if you have questions re garding these comments.  In
this regard, do not hesitate to contact me at (202) 551-3643.

       S i n c e r e l y ,
                 /s/ Lynn Dicker for
        Kevin L. Vaughn
        A c c o u n t i n g  B r a n c h  C h i e f