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We present the design and initial characterization of an all-optical atomic magnetometer and gradiometer. The magnetometer and gradiometer channels utilize pulsed optical pumping synchronous with the Larmor precession of 87Rb atoms, while a co-propagating probe beam reads out both the magnetometer and gradiometer signals. The magnetometer sensitivity is near 200 fT/Hz1/2, while the gradiometer sensitivity is below 100 fT/cm/Hz1/2 on a 4 cm baseline. We will also present the characterization of the common mode rejection ratio and our approach to mitigating deadzones in the measurement.