<PAGE>   1

   As filed with the Securities and Exchange Commission on September __, 2001
                                                          Registration No.333-
------------------------------------------------------------------------------

                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC 20549

                                   FORM S-8
                            Registration Statement
                                    under
                          The Securities Act of 1933

                                INTEGRA, INC.
           --------------------------------------------------------
            (Exact name of registrant as specified in its charter)

            Delaware                                   13-3605119
--------------------------------         -------------------------------------
(State or other jurisdiction of           (I.R.S. Employer Identification No.)
 incorporation or organization)


1060 First Avenue, King of Prussia,Pennsylvania                19406
-------------------------------------------------------------------------------
(Address of Principal Executive Offices)                     (Zip Code)

               Integra, Inc. 2001 Employee Stock Purchase Plan
               -----------------------------------------------
                           (Full title of the plan)

                                Jack N. Brown
                           Chief Financial Officer
                                Integra, Inc.
                              1060 First Avenue
                     King of Prussia, Pennsylvania  19406
             --------------------------------------------------------
                   (Name and address of agent for service)

                                (610) 992-2600
        -------------------------------------------------------------
        (Telephone number, including area code, of agent for service)

                                  Copies to:
                          Richard A. Silfen, Esquire
                         Morgan, Lewis & Bockius LLP
                              1701 Market Street
                    Philadelphia, Pennsylvania 19103-2921
                                (215) 963-5000

                       CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
=========================================================================================
                                          Proposed        Proposed
                                          maximum         maximum
                          Amount          offering        agregate        Amount of
Title of securities       to be           price per       offering        registration
to be registered          registered      share           price           fee
-----------------------------------------------------------------------------------------
<S>                      <C>             <C>             <C>            <C>
Common Stock, $.01 par
value                      500,000(2)      $0.72(1)        $360,000(1)         $90.00
-----------------------------------------------------------------------------------------
</TABLE>


(1)     Calculated pursuant to Rule 457(h) under the Securities Act of 1933,
        based upon the average of the high and low prices of the Company's
        Common Stock, as reported on the American Stock Exchange, of $0.72
        per share on September 5, 2001.

(2)     Pursuant to Rule 416 under the Securities Act of 1933, this
        Registration Statement also covers such additional shares as may
        hereinafter be offered or issued to prevent dilution resulting from
        stock splits, stock dividends, recapitalizations or certain other
        capital adjustments.


<PAGE>   2





                                   PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.   Incorporation of Documents by Reference.

          The following documents filed by Integra, Inc. (the "Registrant")
with the Securities and Exchange Commission pursuant to the Securities
Exchange Act of 1934 are incorporated in this registration statement by
reference:

        1.     Our Annual Report on Form 10-K for the fiscal year ended
December 31, 2000.

        2.     Our Quarterly Report on Form 10-Q for the quarterly period
ended March 31, 2001.

        3.     Our Quarterly Report on Form 10-Q for the quarterly period
ended June 30, 2001.

        4.     Our Current Report on Form 8-K, filed on April 17, 2001, as
amended by Form 8-K/A filed on April 26, 2001.

        5.     Our Current Report on Form 8-K, filed on June 22, 2001.

        6.     Our Current Report on Form 8-K, filed on August 10, 2001.

        7.     The description of our shares of Common Stock, $.01 par value,
contained in the Registration Statement on Form 8-A that we filed with the
Securities and Exchange Commission on July 9, 1997 to register those
securities under the Securities Exchange Act of 1934.

        All documents that we file pursuant to Section 13(a), 13(c), 14 and
15(d) of the Securities Exchange Act of 1934 after the date of this
registration statement and prior to the filing of a post-effective amendment
to this registration statement that indicates that all securities offered
hereby have been sold or which deregisters all securities then remaining
unsold, will be deemed to be incorporated by reference in this registration
statement and to be a part hereof from the date of filing of such documents.
Any statement contained in a document incorporated by reference herein will be
deemed to be modified or superseded for purposes hereof to the extent that a
statement contained herein (or in any other subsequently filed document that
also is incorporated by reference herein) modifies or supersedes such
statement. Any statement so modified or superseded will not be deemed to
constitute a part hereof except as so modified or superseded.

                                     II-1
<PAGE>   3

Experts

        The financial statements as of December 31, 2000 and 1999 and for each
of the three years in the period ended December 31, 2000 incorporated by
reference in this Form S-8 have been so included in reliance on the report of
PricewaterhouseCoopers LLP, independent accountants, given on the authority of
said firm as experts in auditing and accounting.


Item 4.   Description of Securities.

          Not applicable.

Item 5.   Interests of Named Experts and Counsel.

          Not applicable.

Item 6.   Indemnification of Directors and Officers.

        Section 102(b)(7) of the Delaware General Corporation Law (the "DGCL")
permits a corporation, in its certificate of incorporation, to limit or
eliminate, subject to certain statutory limitations, the liability of
directors to the corporation or its stockholders for monetary damages for
breaches of fiduciary duty, except for liability (a) for any breach of the
director's duty of loyalty to the corporation or its stockholders, (b) for
acts or omissions not in good faith or which involve intentional misconduct or
a knowing violation of law, (c) under Section 174 of the DGCL, or (d) for any
transaction from which the director derived an improper personal benefit.
Article Eleventh of our Certificate of Incorporation provides that the
personal liability of our directors is eliminated to the fullest extent
permitted by the DGCL.

        Under Section 145 of the DGCL, a corporation has the power to
indemnify directors and officers under certain prescribed circumstances and
subject to certain limitations against certain costs and expenses, including
attorney's fees actually and reasonably incurred in connection with any
action, suit or proceeding, whether civil, criminal, administrative or
investigative, to which any of them is a party by reason of being a director
or officer of the corporation if it is determined that the director or officer
acted in accordance with the applicable standard of conduct set forth in such
statutory provision. Article Sixth of our Certificate of Incorporation
provides that we will indemnify our directors, officers, employees and agents
against any and all expenses and liabilities that they incur in connection
with a proceeding by reason of their status as director, officer, employee or
agent.

                                     II-2
<PAGE>   4

        We have purchased directors and officers liability insurance.

Item 7.   Exemption from Registration Claimed.

          Not applicable.


Item 8.   Exhibits.

        The following Exhibits are filed as part of this Registration
        Statement:

        4      Integra, Inc. 2001 Employee Stock Purchase Plan

        5      Opinion of Morgan, Lewis & Bockius LLP

        23.1   Consent of PricewaterhouseCoopers LLP

        23.2   Consent of Morgan, Lewis & Bockius LLP (contained in Exhibit 5)

        24     Power of Attorney (contained on signature page of this
Registration Statement)

Item 9.   Undertakings.

        The undersigned Registrant hereby undertakes:

        1.     To file, during any period in which offers or sales are being
made, a post-effective amendment to this registration statement:

                 (i)  To include any prospectus required by Section 10(a)(3)
of the Securities Act of 1933;

                (ii)  To reflect in the prospectus any facts or events arising
after the effective date of the registration statement (or the most recent
post-effective amendment thereof) which, individually or in the aggregate,
represent a fundamental change in the information set forth in the
registration statement;

               (iii)  To include any material information with respect to the
plan of distribution not previously disclosed in the registration statement or
any material change to such information in the registration statement;

provided, however, that paragraphs (a)(l)(i) and (a)(1)(ii) do not apply if
the information required to be included in a post-effective amendment by those
paragraphs is contained in periodic reports


                                     II-3
<PAGE>   5


filed by the Registrant pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 that are incorporated by reference in the registration
statement.

        2.     That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to
be a new registration statement relating to the securities offered therein,
and the offering of such securities at that time shall be deemed to be the
initial bona fide offering thereof.

        3.     To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

               The undersigned registrant hereby undertakes that, for purposes
of determining any liability under the Securities Act of 1933, each filing of
the Registrant's annual report pursuant to Section 13(a) or 15(d) of the
Securities Exchange Act of 1934 that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such
securities at that time shall be deemed to be the initial bona fide offering
thereof.

               Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the Registrant pursuant to the foregoing provisions, or otherwise,
the Registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer or controlling
person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Registrant will, unless
in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act
and will be governed by the final adjudication of such issue.



                                     II-4

<PAGE>   6


                       SIGNATURES AND POWER OF ATTORNEY

        Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Philadelphia, Commonwealth of
Pennsylvania on this 30th day of August, 2001.

                                            Integra, Inc.


                                            By:    /s/ Jack N. Brown
                                                -------------------------
                                                Jack N. Brown
                                                Chief Financial Officer

        KNOW ALL MEN BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Stuart Piltch and Jack N. Brown and
each of them, his true and lawful attorneys-in-fact and agents, with full
power of substitution and resubstitution, for him and in his name, place and
stead, in any and all capacities, to sign any and all amendments to this
Registration Statement, and to file the same with the Securities and Exchange
Commission, granting unto said attorneys-in-fact and agents full power and
authority to do and perform each and every act and thing requisite and
necessary to be done in and about the premises, as fully to all intents and
purposes as he might or could do in person, hereby ratifying and confirming
all that said attorneys-in-fact and agents, or their substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.

                            NOTICE TO SIGNATORIES

        The purpose of this Power of Attorney is to give Stuart Piltch and
Jack N. Brown (each an "Agent" and together, the "Agents") the power to
execute certain documents related to this registration statement on your
behalf.

        This Power of Attorney does not impose a duty on the Agents to
exercise granted powers, but when powers are exercised, they must use due care
to act for your benefit and in accordance with this Power of Attorney.

Agents may exercise the powers given here for the period during which this
registration statement is effective, even after you become incapacitated,
unless you expressly limit the duration of these powers or you revoke these
powers or a court acting on your behalf terminates the Agents' authority. A
court can take away the powers of the Agents if it finds the Agents are not
acting properly.


                                     II-5

<PAGE>   7


        The powers and duties of an agent under a Power of Attorney are
explained more fully in 20 Pa. C.S. Ch. 56.

        If there is anything about this form that you do not understand, you
should ask a lawyer of your own choosing to explain it to you.

        By signing below, you are attesting that you have read or had
explained to you the above Notice and that you understand its contents.

        Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed below by the following persons in the
capacities and on the dates indicated.

<TABLE>
<CAPTION>
Signature                       Title                       Date
<S>                           <C>                         <C>
/s/ Stuart Piltch               Chief Executive Officer     August 30, 2001
-----------------               and Director
Stuart Piltch


/s/ Jack N. Brown               Chief Financial Officer     August 30, 2001
-----------------
Jack N. Brown


/s/ Shawkat Raslan              Director                    August 30, 2001
------------------
Shawkat Raslan


/s/ Elliot Sainer               Director                    August 30, 2001
-----------------
Elliot Sainer


/s/ Charles Henri-Weil          Director                    August 30, 2001
----------------------
Charles Henri-Weil
</TABLE>



        The undersigned have read the above Power of Attorney and acknowledge
that each of them, respectively, is the person identified as the agent for the
principals listed above. The undersigned hereby acknowledge that in the
absence of a specific provision to the contrary in the Power of Attorney or in
20 Pa. C.S. when they, respectively, act as agent, each of them:

        (i)     shall exercise the powers for the benefit of the principal;
        (ii)    shall exercise reasonable caution and prudence; and
        (iii)   shall keep a full and accurate record of all actions on behalf
                of the principal.

                                     II-6
<PAGE>   8


/s/ Stuart Piltch
------------------------
Stuart Piltch



/s/ Jack N. Brown
------------------------
Jack N. Brown


<PAGE>   9


                                INTEGRA, INC.

                      REGISTRATION STATEMENT ON FORM S-8

                                  EXHIBIT INDEX

Exhibit No.

4             Integra, Inc. 2001 Employee Stock Purchase Plan

5             Opinion of Morgan, Lewis & Bockius LLP

23.1          Consent of PricewaterhouseCoopers LLP

23.2          Consent of Morgan, Lewis & Bockius LLP (contained in Exhibit 5)

24            Power of Attorney (contained on signature page of this
              Registration Statement)
[{"type": "S-8", "sequence": "1", "filename": "w52953s-8.txt", "description": "FORM S-8 FOR INTEGRA,INC", "secsgml_size_bytes": 17864}]
{"company-data": {"conformed-name": "INTEGRA INC", "cik": "0000915859", "assigned-sic": "8093", "irs-number": "133605119", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-69088", "film-number": "1733025"}, "business-address": {"street1": "1060 FIRST AVENUE", "city": "KING OF PRUSSIA", "state": "PA", "zip": "19406", "phone": "6109927000"}, "mail-address": {"street1": "1060 FIRST AVENUE", "city": "KING OF PRUSSIA", "state": "PA", "zip": "19406"}, "former-company": {"former-conformed-name": "APOGEE INC", "date-changed": "19940422"}}
1

   As filed with the Securities and Exchange Commission on September __, 2001
                                                          Registration No.333-
------------------------------------------------------------------------------

                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC 20549

                                   FORM S-8
                            Registration Statement
                                    under
                          The Securities Act of 1933

                                INTEGRA, INC.
           --------------------------------------------------------
            (Exact name of registrant as specified in its charter)

            Delaware                                   13-3605119
--------------------------------         -------------------------------------
(State or other jurisdiction of           (I.R.S. Employer Identification No.)
 incorporation or organization)

1060 First Avenue, King of Prussia,Pennsylvania                19406
-------------------------------------------------------------------------------
(Address of Principal Executive Offices)                     (Zip Code)

               Integra, Inc. 2001 Employee Stock Purchase Plan
               -----------------------------------------------
                           (Full title of the plan)

                                Jack N. Brown
                           Chief Financial Officer
                                Integra, Inc.
                              1060 First Avenue
                     King of Prussia, Pennsylvania  19406
             --------------------------------------------------------
                   (Name and address of agent for service)

                                (610) 992-2600
        -------------------------------------------------------------
        (Telephone number, including area code, of agent for service)

                                  Copies to:
                          Richard A. Silfen, Esquire
                         Morgan, Lewis & Bockius LLP
                              1701 Market Street
                    Philadelphia, Pennsylvania 19103-2921
                                (215) 963-5000

                       CALCULATION OF REGISTRATION FEE
=========================================================================================
                                          Proposed        Proposed
                                          maximum         maximum
                          Amount          offering        agregate        Amount of
Title of securities       to be           price per       offering        registration
to be registered          registered      share           price           fee
-----------------------------------------------------------------------------------------
Common Stock, $.01 par
value                      500,000(2)      $0.72(1)        $360,000(1)         $90.00
-----------------------------------------------------------------------------------------
(1)     Calculated pursuant to Rule 457(h) under the Securities Act of 1933,
        based upon the average of the high and low prices of the Company's
        Common Stock, as reported on the American Stock Exchange, of $0.72
        per share on September 5, 2001.

(2)     Pursuant to Rule 416 under the Securities Act of 1933, this
        Registration Statement also covers such additional shares as may
        hereinafter be offered or issued to prevent dilution resulting from
        stock splits, stock dividends, recapitalizations or certain other
        capital adjustments.
2

                                   PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.   Incorporation of Documents by Reference.

          The following documents filed by Integra, Inc. (the "Registrant")
with the Securities and Exchange Commission pursuant to the Securities
Exchange Act of 1934 are incorporated in this registration statement by
reference:

        1.     Our Annual Report on Form 10-K for the fiscal year ended
December 31, 2000.

        2.     Our Quarterly Report on Form 10-Q for the quarterly period
ended March 31, 2001.

        3.     Our Quarterly Report on Form 10-Q for the quarterly period
ended June 30, 2001.

        4.     Our Current Report on Form 8-K, filed on April 17, 2001, as
amended by Form 8-K/A filed on April 26, 2001.

        5.     Our Current Report on Form 8-K, filed on June 22, 2001.

        6.     Our Current Report on Form 8-K, filed on August 10, 2001.

        7.     The description of our shares of Common Stock, $.01 par value,
contained in the Registration Statement on Form 8-A that we filed with the
Securities and Exchange Commission on July 9, 1997 to register those
securities under the Securities Exchange Act of 1934.

        All documents that we file pursuant to Section 13(a), 13(c), 14 and
15(d) of the Securities Exchange Act of 1934 after the date of this
registration statement and prior to the filing of a post-effective amendment
to this registration statement that indicates that all securities offered
hereby have been sold or which deregisters all securities then remaining
unsold, will be deemed to be incorporated by reference in this registration
statement and to be a part hereof from the date of filing of such documents.
Any statement contained in a document incorporated by reference herein will be
deemed to be modified or superseded for purposes hereof to the extent that a
statement contained herein (or in any other subsequently filed document that
also is incorporated by reference herein) modifies or supersedes such
statement. Any statement so modified or superseded will not be deemed to
constitute a part hereof except as so modified or superseded.

                                     II-1
3

Experts

        The financial statements as of December 31, 2000 and 1999 and for each
of the three years in the period ended December 31, 2000 incorporated by
reference in this Form S-8 have been so included in reliance on the report of
PricewaterhouseCoopers LLP, independent accountants, given on the authority of
said firm as experts in auditing and accounting.

Item 4.   Description of Securities.

          Not applicable.

Item 5.   Interests of Named Experts and Counsel.

          Not applicable.

Item 6.   Indemnification of Directors and Officers.

        Section 102(b)(7) of the Delaware General Corporation Law (the "DGCL")
permits a corporation, in its certificate of incorporation, to limit or
eliminate, subject to certain statutory limitations, the liability of
directors to the corporation or its stockholders for monetary damages for
breaches of fiduciary duty, except for liability (a) for any breach of the
director's duty of loyalty to the corporation or its stockholders, (b) for
acts or omissions not in good faith or which involve intentional misconduct or
a knowing violation of law, (c) under Section 174 of the DGCL, or (d) for any
transaction from which the director derived an improper personal benefit.
Article Eleventh of our Certificate of Incorporation provides that the
personal liability of our directors is eliminated to the fullest extent
permitted by the DGCL.

        Under Section 145 of the DGCL, a corporation has the power to
indemnify directors and officers under certain prescribed circumstances and
subject to certain limitations against certain costs and expenses, including
attorney's fees actually and reasonably incurred in connection with any
action, suit or proceeding, whether civil, criminal, administrative or
investigative, to which any of them is a party by reason of being a director
or officer of the corporation if it is determined that the director or officer
acted in accordance with the applicable standard of conduct set forth in such
statutory provision. Article Sixth of our Certificate of Incorporation
provides that we will indemnify our directors, officers, employees and agents
against any and all expenses and liabilities that they incur in connection
with a proceeding by reason of their status as director, officer, employee or
agent.

                                     II-2
4

        We have purchased directors and officers liability insurance.

Item 7.   Exemption from Registration Claimed.

          Not applicable.

Item 8.   Exhibits.

        The following Exhibits are filed as part of this Registration
        Statement:

        4      Integra, Inc. 2001 Employee Stock Purchase Plan

        5      Opinion of Morgan, Lewis & Bockius LLP

        23.1   Consent of PricewaterhouseCoopers LLP

        23.2   Consent of Morgan, Lewis & Bockius LLP (contained in Exhibit 5)

        24     Power of Attorney (contained on signature page of this
Registration Statement)

Item 9.   Undertakings.

        The undersigned Registrant hereby undertakes:

        1.     To file, during any period in which offers or sales are being
made, a post-effective amendment to this registration statement:

                 (i)  To include any prospectus required by Section 10(a)(3)
of the Securities Act of 1933;

                (ii)  To reflect in the prospectus any facts or events arising
after the effective date of the registration statement (or the most recent
post-effective amendment thereof) which, individually or in the aggregate,
represent a fundamental change in the information set forth in the
registration statement;

               (iii)  To include any material information with respect to the
plan of distribution not previously disclosed in the registration statement or
any material change to such information in the registration statement;

provided, however, that paragraphs (a)(l)(i) and (a)(1)(ii) do not apply if
the information required to be included in a post-effective amendment by those
paragraphs is contained in periodic reports

                                     II-3
5

filed by the Registrant pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 that are incorporated by reference in the registration
statement.

        2.     That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to
be a new registration statement relating to the securities offered therein,
and the offering of such securities at that time shall be deemed to be the
initial bona fide offering thereof.

        3.     To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

               The undersigned registrant hereby undertakes that, for purposes
of determining any liability under the Securities Act of 1933, each filing of
the Registrant's annual report pursuant to Section 13(a) or 15(d) of the
Securities Exchange Act of 1934 that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such
securities at that time shall be deemed to be the initial bona fide offering
thereof.

               Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the Registrant pursuant to the foregoing provisions, or otherwise,
the Registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer or controlling
person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Registrant will, unless
in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act
and will be governed by the final adjudication of such issue.

                                     II-4
6

                       SIGNATURES AND POWER OF ATTORNEY

        Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Philadelphia, Commonwealth of
Pennsylvania on this 30th day of August, 2001.

                                            Integra, Inc.

                                            By:    /s/ Jack N. Brown
                                                -------------------------
                                                Jack N. Brown
                                                Chief Financial Officer

        KNOW ALL MEN BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Stuart Piltch and Jack N. Brown and
each of them, his true and lawful attorneys-in-fact and agents, with full
power of substitution and resubstitution, for him and in his name, place and
stead, in any and all capacities, to sign any and all amendments to this
Registration Statement, and to file the same with the Securities and Exchange
Commission, granting unto said attorneys-in-fact and agents full power and
authority to do and perform each and every act and thing requisite and
necessary to be done in and about the premises, as fully to all intents and
purposes as he might or could do in person, hereby ratifying and confirming
all that said attorneys-in-fact and agents, or their substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.

                            NOTICE TO SIGNATORIES

        The purpose of this Power of Attorney is to give Stuart Piltch and
Jack N. Brown (each an "Agent" and together, the "Agents") the power to
execute certain documents related to this registration statement on your
behalf.

        This Power of Attorney does not impose a duty on the Agents to
exercise granted powers, but when powers are exercised, they must use due care
to act for your benefit and in accordance with this Power of Attorney.

Agents may exercise the powers given here for the period during which this
registration statement is effective, even after you become incapacitated,
unless you expressly limit the duration of these powers or you revoke these
powers or a court acting on your behalf terminates the Agents' authority. A
court can take away the powers of the Agents if it finds the Agents are not
acting properly.

                                     II-5
7

        The powers and duties of an agent under a Power of Attorney are
explained more fully in 20 Pa. C.S. Ch. 56.

        If there is anything about this form that you do not understand, you
should ask a lawyer of your own choosing to explain it to you.

        By signing below, you are attesting that you have read or had
explained to you the above Notice and that you understand its contents.

        Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed below by the following persons in the
capacities and on the dates indicated.
Signature                       Title                       Date
/s/ Stuart Piltch               Chief Executive Officer     August 30, 2001
-----------------               and Director
Stuart Piltch

/s/ Jack N. Brown               Chief Financial Officer     August 30, 2001
-----------------
Jack N. Brown

/s/ Shawkat Raslan              Director                    August 30, 2001
------------------
Shawkat Raslan

/s/ Elliot Sainer               Director                    August 30, 2001
-----------------
Elliot Sainer

/s/ Charles Henri-Weil          Director                    August 30, 2001
----------------------
Charles Henri-Weil
The undersigned have read the above Power of Attorney and acknowledge
that each of them, respectively, is the person identified as the agent for the
principals listed above. The undersigned hereby acknowledge that in the
absence of a specific provision to the contrary in the Power of Attorney or in
20 Pa. C.S. when they, respectively, act as agent, each of them:

        (i)     shall exercise the powers for the benefit of the principal;
        (ii)    shall exercise reasonable caution and prudence; and
        (iii)   shall keep a full and accurate record of all actions on behalf
                of the principal.

                                     II-6
8

/s/ Stuart Piltch
------------------------
Stuart Piltch

/s/ Jack N. Brown
------------------------
Jack N. Brown
9

                                INTEGRA, INC.

                      REGISTRATION STATEMENT ON FORM S-8

                                  EXHIBIT INDEX

Exhibit No.

4             Integra, Inc. 2001 Employee Stock Purchase Plan

5             Opinion of Morgan, Lewis & Bockius LLP

23.1          Consent of PricewaterhouseCoopers LLP

23.2          Consent of Morgan, Lewis & Bockius LLP (contained in Exhibit 5)

24            Power of Attorney (contained on signature page of this
              Registration Statement)