SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                  SCHEDULE 13G
                                 (Rule 13d-102)

     INFORMATION TO BE INCLUDED IN THE STATEMENTS FILED PURSUANT TO RULES
     13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE
     13d-2(b)
     
                               (Amendment No.__)*

                                 Crdentia Corp
                                ----------------
                                (Name of Issuer)

                         Common Stock, $0.0001 par value
                         -------------------------------
                         (Title of Class of Securities)

                                    225235100
                                 --------------
                                 (CUSIP Number)

                                 June 16, 2004
            -------------------------------------------------------
            (Date of Event Which Requires Filing of 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 be "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

CUSIP NO. 225235100                                                 Page 2 of 6
_____________________________________________________________________________
     NAMES OF REPORTING PERSONS
     I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
1
     Michael A. Roth and Brian J. Stark, as joint filers pursuant to
     Rule 13d-1(k)
_____________________________________________________________________________
2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                (a) [X]
                                                                     (b) [ ]
_____________________________________________________________________________
3    SEC USE ONLY
_____________________________________________________________________________
4    CITIZENSHIP OR PLACE OF ORGANIZATION

     United States of America
_____________________________________________________________________________

NUMBER OF      5    SOLE VOTING POWER

SHARES              0
               ______________________________________________________________
BENEFICIALLY   6    SHARED VOTING POWER

OWNED BY            3,768,750 shares of Common Stock (See Item 4)
               ______________________________________________________________
EACH           7    SOLE DISPOSITIVE POWER

REPORTING           0
               ______________________________________________________________
PERSON         8    SHARED DISPOSITIVE POWER

WITH                3,768,750 shares of Common Stock (See Item 4)
_____________________________________________________________________________
9    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     3,768,750 shares of Common Stock (See Item 4)
_____________________________________________________________________________
10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
                                                                          [ ]
_____________________________________________________________________________
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

     16.7% (See Item 4)
_____________________________________________________________________________
12   TYPE OF REPORTING PERSON

     IN
_____________________________________________________________________________

                                  SCHEDULE 13G

CUSIP NO. 225235100                                                 Page 3 of 6

Item 1(a).     Name of Issuer:

               Crdentia Corp. (the "Issuer")

Item 1(b).     Address of Issuer's Principal Executive Offices:

               14114 Dallas Parkway, Suite 600
               Dallas, TX 75254

Items 2(a),
(b) and (c).   Name of Persons Filing, Address of Principal Business Office
               and Citizenship:

               This Schedule 13G is being filed on behalf of Michael A. Roth and
               Brian J. Stark, as joint filers (collectively, the "Reporting
               Persons").

               The Reporting Persons have entered into a Joint Filing Agreement,
               a copy of which is filed with this Schedule 13G as Exhibit 1,
               pursuant to which the Reporting Persons have agreed to file this
               Schedule 13G jointly in accordance with the provisions of Rule
               13d-1(k) of the Securities Exchange Act of 1934, as amended.

               The principal business office of the Reporting Persons is 3600
               South Lake Drive, St. Francis, WI 53235. The Reporting Persons
               are citizens of the United States of America.

Item 2(d).     Title of Class of Securities:

               Common Stock, par value $0.0001 per share, of the Issuer (the
               "Common Stock")

Item 2(e).     CUSIP Number:

               225235100

Item 3.        Not applicable

Item 4.        Ownership.

               (a)  Amount beneficially owned:

                    3,768,750 shares of Common Stock*

               (b)  Percent of class:

                    Based on 18,838,057 shares of Common Stock of the Issuer
                    outstanding as of May 10, 2004, as indicated in the Issuer's
                    Quarterly Report on form 10-QSB for the quarterly period
                    ended March 31, 2004, plus 3,750,000 shares of Common Stock
                    underlying convertible securities beneficially owned by

                                  SCHEDULE 13G

CUSIP NO. 225235100                                                 Page 4 of 6

                    the Reporting Persons, the Reporting Persons hold
                    approximately 16.7%* of the issued and outstanding Common
                    Stock of the Issuer.


               (c)  Number of shares to which such person has:

                    (i)  Sole power to vote or direct the vote: 0

                    (ii) Shared power to vote or direct the vote: 3,768,750
                         shares of Common Stock*

                    (iii) Sole power to dispose or to direct the disposition
                          of: 0

                    (iv) Shared power to dispose of or direct the disposition
                         of: 3,768,750 shares of Common Stock*

               *The Reporting Persons beneficially own an aggregate of 3,768,750
               shares of Common Stock. The foregoing amount of Common Stock and
               percentage ownership represent the combined indirect holdings of
               Michael A. Roth and Brian J. Stark.

               All of the foregoing represents an aggregate of 3,768,750 shares
               of Common Stock held directly by SF Capital Partners Ltd. ("SF
               Capital"). The Reporting Persons are the Managing Members of
               Stark Offshore Management, LLC ("Stark Offshore"), which acts as
               investment manager and has sole power to direct the management of
               SF Capital. Through Stark Offshore, the Reporting Persons possess
               sole voting and dispositive power over all of the foregoing
               shares. Therefore, for the purposes of Rule 13d-3 under the
               Exchange Act, the Reporting Persons may be deemed to be the
               beneficial owners of, but hereby disclaim such beneficial
               ownership of, the foregoing shares.

Item 5.        Ownership of Five Percent or Less of a Class.

               Not applicable

Item 6.        Ownership of More than Five Percent on Behalf of Another Person.

               Not applicable

Item 7.        Identification and Classification of the Subsidiary Which
               Acquired the Security Being Reported By the Parent Holding
               Company.

               Not applicable

Item 8.        Identification and Classification of Members of the Group.

               Not applicable

Item 9.        Notice of Dissolution of a Group.

                                  SCHEDULE 13G

CUSIP NO. 225235100                                                 Page 5 of 6

               Not applicable

Item 10.       Certification.

               By signing below I certify that, to the best of my knowledge and
               belief, the securities referred to above were not acquired and
               are not held for the purpose of or with the effect of changing or
               influencing the control of the issuer of the securities and were
               not acquired and are not held in connection with or as a
               participant in any transaction having that purpose or effect.


                                  SCHEDULE 13G

CUSIP NO. 225235100                                                 Page 6 of 6

                                    SIGNATURE

     After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.

Dated:   October 29, 2004


                                        /s/ Michael A. Roth
                                        -----------------------
                                        Michael A. Roth

                                        /s/ Brian J. Stark
                                        -----------------------
                                        Brian J. Stark


                                  SCHEDULE 13G

CUSIP NO. 225235100

                                                                       Exhibit 1

                             JOINT FILING AGREEMENT

     In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934,
as amended, the undersigned agree to the joint filing on behalf of each of them
of a statement on Schedule 13G (including amendments thereto) with respect to
3,768,750 shares of Common Stock of Crdentia Corp. and further agree that this
Joint Filing Agreement shall be included as an exhibit to such joint filings.

     The undersigned further agree that each party hereto is responsible for the
timely filing of such Schedule 13G and any amendments thereto, and for the
completeness and accuracy of the information concerning such party contained
therein; provided, however, that no party is responsible for the completeness or
accuracy of the information concerning any other party making the filing, unless
such party knows or has reason to believe that such information is inaccurate.

     IN WITNESS WHEREOF, the parties have executed this Joint Filing Agreement
on October 29, 2004.


                                        /s/ Michael A. Roth
                                        -----------------------
                                        Michael A. Roth


                                        /s/ Brian J. Stark
                                        -----------------------
                                        Brian J. Stark