During NREM sleep a very large amplitude wave-form, known as the K-complex, may be elicited upon presentation of an external stimulus. The present study compared the scalp distribution of a prominent negative wave peaking at about 550 ms and a later positive wave peaking between 900 and 1300 ms in stage 2 and slow wave sleep (SWS). Nine subjects spent a single night in the laboratory. They were presented with an 80 dB SPL 2000 Hz auditory tone pip every 15 s. The EEG was recorded from 29 electrode sites and referenced to the nose. A K-complex was elicited on 34% of trials in stage 2 and on 46% of trials in SWS. A negative wave peaking at 330 ms was larger on trials in which the K-complex was elicited than on trials in which it was not. The large amplitude N550 was readily observable on trials in which the K-complex was elicited but could not be observed on trials in which it was not. The N550 was bilaterally symmetrical and was maximum over fronto-central areas of the scalp in both stage 2 and SWS. It inverted in polarity at the mastoid and inferior parietal regions. The scalp distribution of N550 significantly differed between stage 2 and SWS. It showed a sharper decline in amplitude over parietal and posterior-inferior areas of the scalp in stage 2 compared to SWS. A later P900 was maximum over centro-frontal areas of the scalp and was also bilaterally symmetrical. It showed a significantly sharper decline in amplitude over widespread inferior areas during SWS. Because the scalp maps of the N550 and P900 are different in stage 2 and SWS, their intracranial sources must also be different.