SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, DC  20549

                              ___________________
	
                                 SCHEDULE 13G

              INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
		  UNDER THE SECURITIES EXCHANGE ACT OF 1934

			   (Amendment No. 1 - Exiting)*

			         Stratasys, Inc.
				(Name of Issuer)


			 Common Stock, $.01 Par Value 
			(Title of Class of Securities)


				    862685104
				  (CUSIP Number)

                                December 31, 2004
                 (Date of event which requires filing this statement)


Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:

	[ ]  Rule 13d-1 (b)
	[X]  Rule 13d-1 (c)
	[ ]  Rule 13d-1 (d)

	*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to the 
subject class of securities, and for any subsequent amendment 
containing information which would alter the disclosures provided in 
a prior cover page.

The information required in the remainder of this cover page shall
not be deemed to the "filed" for the purpose of Section 18 of the
Securities Exchange Act of 1934 ("Act") or otherwise subject to the
liabilities of that section of the Act but shall be subject to all 
other provisions of the Act (however, see the Notes).


SCHEDULE 13G
	

	1
NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

Caxton International Limited

	2	
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*	
        (a)  n/a
	(b)  n/a

	3	
SEC USE ONLY

	4	
CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands

NUMBER OF
SHARES 
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH

	5	
SOLE VOTING POWER
0

	6	
SHARED VOTING POWER
0

	7	
SOLE DISPOSITIVE POWER
0

	8	
SHARED DISPOSITIVE POWER
0

	9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 
0

	10	
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*	o


	11	
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%

	12	
TYPE OF REPORTING PERSON*
CO

*SEE INSTRUCTIONS BEFORE FILLING OUT!

SCHEDULE 13G
	
	1
NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

Caxton Equity Growth LLC  22-3682580

	2	
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*	
	(a)  n/a
	(b)  n/a

	3	
SEC USE ONLY

	4	
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware

NUMBER OF
SHARES 
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH

	5	
SOLE VOTING POWER
0

	6	
SHARED VOTING POWER
0

	7	
SOLE DISPOSITIVE POWER
0

	8	
SHARED DISPOSITIVE POWER
0

	9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 
0

	10	
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*	o


	11	
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%

	12	
TYPE OF REPORTING PERSON*
OO

*SEE INSTRUCTIONS BEFORE FILLING OUT!

	1
NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

Caxton Equity Growth (BVI) Ltd.

	2	
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*	
	(a) n/a
	(b) n/a

	3	
SEC USE ONLY

	4	
CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands

NUMBER OF
SHARES 
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
	5	
SOLE VOTING POWER
0

	6	
SHARED VOTING POWER
0

	7	
SOLE DISPOSITIVE POWER
0

	8	
SHARED DISPOSITIVE POWER
0

	9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 
0

	10	
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*	o


	11	
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%

	12	
TYPE OF REPORTING PERSON*
CO

*SEE INSTRUCTIONS BEFORE FILLING OUT!


SCHEDULE 13G

	1
NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON.

Caxton Associates, L.L.C.  22-3430173

	2	
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*	
	(a)  n/a
	(b)  n/a

	3	
SEC USE ONLY

	4	
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware

NUMBER OF
SHARES 
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH

	5	
SOLE VOTING POWER
0

	6	
SHARED VOTING POWER
0

	7	
SOLE DISPOSITIVE POWER
0

	8	
SHARED DISPOSITIVE POWER
0

	9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 
0

	10	
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*	o


	11	
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%

	12	
TYPE OF REPORTING PERSON*
IA

*SEE INSTRUCTIONS BEFORE FILLING OUT!

SCHEDULE 13G
	
	1
NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON.

Bruce S. Kovner

	2	
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*	
       (a) n/a
       (b) n/a

	3	
SEC USE ONLY

	4	
CITIZENSHIP OR PLACE OF ORGANIZATION
United States

NUMBER OF
SHARES 
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH

	5	
SOLE VOTING POWER
0

	6	
SHARED VOTING POWER
0

	7	
SOLE DISPOSITIVE POWER
0

	8	
SHARED DISPOSITIVE POWER
0

	9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 
0

	10	
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*	o


	11	
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%

	12	
TYPE OF REPORTING PERSON*
IN

*SEE INSTRUCTIONS BEFORE FILLING OUT!


This Amendment 1 (Exiting) to Schedule 13G relates to the 
Common Stock, par value $.01 per share (the "Common Stock")
of Stratasys, Inc., a Delaware corporation, 14950 Martin 
Drive, Eden Prairie, MN  55344.










Item 4.		Ownership
	
(a) Amount beneficially owned:

   
(i)   The amount of shares of Common Stock beneficially owned by 
      Caxton International is 0.
(ii)  The amount of shares of Common Stock beneficially owned by 
      Caxton Equity Growth is 0.
(iii) The amount of shares of Common Stock beneficially owned by 
      Caxton Equity Growth (BVI) is 0.
(iv)  The amount of shares of Common Stock considered to be 
      beneficially owned by Caxton Associates by reason of its 
      voting and dispositive powers is 0.  
(v)   Mr. Kovner, by reason of being Chairman of Caxton Associates
      and the sole shareholder of Caxton Corporation, the manager
      and majority owner of Caxton Associates, may also be deemed to 
      beneficially own such shares.


(b)  Percent of Class:  

(i)   Caxton International beneficially owns 0.0% of the Class
      of Common Stock.
(ii)  Caxton Equity Growth beneficially 0.0% owns of the
      Class of Common Stock.
(iii) Caxton Equity Growth (BVI) beneficially owns 0.0% of the
      Class of Common Stock.
(iv)  Caxton Associates is deemed to beneficially own 0.0%
      of the class of Common Stock.
(v)   Mr. Kovner is deemed to beneficially own 0.0% of the Class 
      of Common Stock.


(c)  

    
    Number of shares as to which Caxton International has:
	(i)    Sole power to vote or to direct the vote:  0
	(ii)   Shared power to vote or to direct the vote:  0
	(iii)  Sole power to dispose or to direct the disposition:  0 
	(iv)   Shared power to dispose or to direct the disposition 
               of:  0

     Number of shares as to which Caxton Equity Growth has:
	(i)    Sole power to vote or to direct the vote:  0
	(ii)   Shared power to vote or to direct the vote:  0
	(iii)  Sole power to dispose or to direct the disposition:  0 
	(iv)   Shared power to dispose or to direct the disposition 
               of:  0
	
     Number of shares as to which Caxton Equity Growth (BVI) has:
	(i)    Sole power to vote or to direct the vote:  0
	(ii)   Shared power to vote or to direct the vote:  0
	(iii)  Sole power to dispose or to direct the disposition:  0 
	(iv)   Shared power to dispose or to direct the disposition 
               of:  0

     Number of shares as to which Caxton Associates has:
	(i)    Sole power to vote or to direct the vote: 0
	(ii)   Shared power to vote or to direct the vote:  0
	(iii)  Sole power to dispose or to direct the disposition of:  0
	(iv)   Shared power to dispose or to direct the disposition 
               of:  0

     Number of shares as to which Mr. Kovner has:
	(i)    Sole power to vote or to direct the vote: 0 
	(ii)   Shared power to vote or to direct the vote:  0
	(iii)  Sole power to dispose or to direct the disposition of:   0
	(iv)   Shared power to dispose or to direct the disposition 
               of:  0

     
      
Item 5.	        Ownership of Five Percent or Less of a Class.
	        [X]


Item 10.	Certification.

	By signing below, each of the reporting persons hereby 
certifies that, to the best of its knowledge and belief, the 
securities referred to above were not acquired and are not being
held for the purpose of or with the effect of changing or 
influencing the control of the issuer of such securities and
were not acquired and are not held in connection with or as a 
participant in any transaction having that purpose or effect.


SIGNATURE

After reasonable inquiry and to the best of the undersigned's 
knowledge and belief, the undersigned certifies that the 
information set forth in this statement is true, complete, 
and correct.


January 4, 2005



CAXTON INTERNATIONAL LIMITED


By:/s/Joseph Kelly				
      Name:  Joseph Kelly
      Title: Vice President and Treasurer


By:/s/Maxwell Quin		
      Name:  Maxwell Quin
      Title: Vice President and Secretary


CAXTON EQUITY GROWTH (BVI) Ltd.


By:/s/Joseph Kelly				
       Name:  Joseph Kelly
       Title: Vice President


By:/s/Maxwell Quin			
       Name:  Maxwell Quin
       Title: Secretary


CAXTON EQUITY GROWTH LLC

By:/s/Scott B. Bernstein				
       Name:  Scott B. Bernstein
       Title: Secretary, Caxton Associates, L.L.C., Manager


CAXTON ASSOCIATES, L.L.C.


By:/s/Scott B. Bernstein			
      Name:  Scott B. Bernstein
      Title: Secretary


/s/Bruce S. Kovner				
Bruce S. Kovner, by Scott B. Bernstein as
Attorney-in-Fact



Certification


The undersigned hereby certifies that the shares of Stratasys,
Inc. purchased on behalf of Caxton International 
Limited, Caxton Equity Growth (BVI) Ltd. and Caxton Equity 
Growth LLC were not acquired and are not being held for the
purpose of or with the effect of changing or influencing the 
control of the issuer of such securities and were not acquired
and are not held in connection with or as a participant in any
transaction having that purpose or effect.



 				       /s/Kurt Feuerman
                                          Kurt Feuerman	


               			       /s/Ross Taylor
					  Ross Taylor

																		          
Date: January 4, 2005