Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
STERN HOWARD S
   2. Issuer Name and Ticker or Trading Symbol
ANGIODYNAMICS INC [ANGO] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
603 QUEENSBURY AVE.		 3. Date of Earliest Transaction (Month/Day/Year)
07/29/2005
(Street)

QUEENSBURY, NY 12804		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock               1,685,303 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) $ 24.21 07/29/2005   A   6,000   07/29/2006(1) 07/29/2015 Common Stock 6,000 $ 0 6,000 D  
Non-Qualified Stock Option (right to buy) $ 4.3478             12/30/2004 03/04/2007 Common Stock 78,409   78,409 D  
Non-Qualified Stock Option (right to buy) $ 4.3478             12/30/2004 05/30/2008 Common Stock 2,091   2,091 D  
Non-Qualified Stock Option (right to buy) $ 4.3478             12/30/2004 05/29/2009 Common Stock 2,091   2,091 D  
Non-Qualified Stock Option (right to buy) $ 4.3478             06/03/2005(2) 06/03/2010 Common Stock 2,091   2,091 D  
Non-Qualified Stock Option (right to buy) $ 4.3478             06/02/2005(3) 06/02/2011 Common Stock 2,091   2,091 D  
Non-Qualified Stock Option (right to buy) $ 4.4016             10/30/2004 11/23/2005(4) Common Stock 1,562   1,562 D  
Non-Qualified Stock Option (right to buy) $ 4.716             10/30/2004 11/23/2005(4) Common Stock 1,562   1,562 D  
Non-Qualified Stock Option (right to buy) $ 9.7986             05/29/2005 05/29/2006(5) Common Stock 1,562   1,562 D  
Non-Qualified Stock Option (right to buy) $ 13.18             07/20/2005(6) 07/20/2014 Common Stock 6,000   6,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
STERN HOWARD S
603 QUEENSBURY AVE.
QUEENSBURY, NY 12804		   X   X    

Signatures

 By: Ronald F. Lamy For: Howard S. Stern   08/02/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Options for 25% of the shares are each exercisable on 7/29/06, 7/29/07, 7/29/08, and 7/29/09, respectively.
(2) Options for 80% of the shares are exercisable on 12/30/04. Options for 20% of the shares are exercisable on 6/3/2005.
(3) Options for 60% of the shares are exercisable on 12/30/2004. Options for 20% of the shares are exercisable on 6/2/2005. Options for 20% of the shares will become exercisable on 6/2/2006.
(4) Options for 50% of the shares each expire on November 23, 2005 and November 23, 2006, respectively.
(5) Options for 50% of the shares each expire on May 29, 2006 and May 29, 2007, respectively.
(6) Options for 25% of the shares are each exercisable on 7/20/05, 7/20/06, 7/20/07, 7/20/08, respectively.

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