SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT


                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934


                          Date of Report: May 23, 1996
                        (Date of earliest event reported)

                                VASOMEDICAL, INC.

             (Exact name of registrant as specified in its charter)



   Delaware                         0-18105                 11-2871434
(State or other                    (Commission             (IRS Employer
 jurisdiction of                   File Number             Identification
incorporation)                                                Number)

            180 Linden Avenue, Westbury, New York         11590
          (Address of principal executive offices)      (Zip Code)


Registrant's telephone number including area code    (516) 997-4600


          (Former name or former address, if changed since last report)

<PAGE>





Item 5.   Other Events

     1. On July 7, 1995,  the Company  sold  $4,000,000  principal  amount of 7%
five-year Convertible  Debentures (the "Notes"),  convertible into shares of the
Company's  Common Stock at $1.00 per share.  Banca del Gottardo of  Switzerland,
which is majority  owned by Sumitomo Bank, acted as lead manager with respect to
the  Notes.  On June 5, 1996,  all of the outstanding  Notes  were  voluntarily
converted into 4,000,000 shares of the Company's Common Stock.

     2. In furtherance of a previously withdrawn motion for pre-trial discovery,
on or about May 23, 1996 an action was  commenced  in the  Supreme  Court of the
State of New York,  Nassau  County,  against  the  Company  and  certain  of its
officers,  directors  and  employees  for the alleged  breach of an agreement to
appoint  a  non-affiliated  party  as its  exclusive  distributor  of EECP . The
complaint  seeks  damages in the  approximate  sum of  $50,000,000,  declaratory
relief and punitive damages.  The Company denies the existence of any agreement,
believes  that the  complaint is frivolous  and without  merit and is vigorously
defending the claims as well as asserting substantial counterclaims.




Item 7.   Financial Statements, Pro Forma Financial Information  and Exhibits

       (a) and (b)   Financial Statements and Pro Forma Information

       Consolidated Condensed Balance Sheet (unaudited) as of April 30, 1996 and
the  Consolidated   Condensed  Statement  of  Operations   (unaudited)  for  the
eleven-month period ended April 30, 1996.

       (c)  Exhibits

       None

<PAGE>




                                    SIGNATURE

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                                     VASOMEDICAL, INC.

                                     By:   /s/ Anthony Viscusi
                                     Anthony Viscusi
                                     President and CEO (Principal
                                     Executive Officer)

                                     By: /s/ Joseph A. Giacalone
                                     Joseph A. Giacalone
                                     Treasurer and Secretary
                                     (Principal Financial and
                                     and Accounting Officer)

Dated: June 14, 1996

<PAGE>



                       Vasomedical, Inc. and Subsidiaries
                        (a development stage enterprise)

                      CONSOLIDATED CONDENSED BALANCE SHEET
                                   (unaudited)
<TABLE>
<CAPTION>

                                                    April 30,
                                                       1996
                                                    ----------
<S>                                               <C>


     ASSETS
CURRENT ASSETS
  Cash and cash equivalents                        $2,834,185
  Accounts receivable                                  82,441
  Inventory                                           674,724
  Other current assets                                174,793
                                                   ---------- 
     Total current assets                           3,766,143

PROPERTY AND EQUIPMENT, net                           151,816
CAPITALIZED COSTS IN EXCESS OF FAIR
  VALUE OF NET ASSETS ACQUIRED, net                 1,226,829
DEFERRED LOAN COSTS, net                              643,975
OTHER ASSETS                                           23,588
                                                   ---------- 
                                                   $5,812,351
                                                   ---------- 

  LIABILITIES AND STOCKHOLDERS'EQUITY
CURRENT LIABILITIES
  Accounts payable and accrued expenses              $471,335
  Accrued interest                                    230,064
                                                   ----------
     Total current liabilities                        701,399

LONG-TERM DEBT                                      3,940,000

STOCKHOLDERS' EQUITY
  Preferred stock, $.01 par value; 1,000,000
     shares authorized; none issued and
     outstanding                                      -
  Common stock, $.001 par value, 85,000,000
     shares authorized; 40,838,517 shares at
     April 30, 1996 issued and outstanding             40,839
  Additional paid-in capital                       23,341,781
  Deferred compensation                             (183,823)
  Unrealized loss on investments
  Accumulated deficit                            (22,027,845)
                                                 ------------ 
                                                    1,170,952
                                                 ------------           
                                                  $ 5,812,351
                                                 ------------ 
</TABLE>

<PAGE>

               Vasomedical, Inc. and Subsidiaries
                (a development stage enterprise)

         CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS
                          (unaudited)


<TABLE>
<CAPTION>

                                               Eleven Months Ended
                                                 April 30, 1996
                                               --------------------  

<S>                                                  <C>


Revenues                                             $592,000

Costs and expenses
  Cost of sales                                       263,906
  Selling, general and
     administrative                                 2,952,199
  Research and development                            326,936
  Depreciation and amortization                       491,217
  Interest and financing costs                        232,638
  Interest and other income - net                   (158,907)
                                                 ------------
                                                    4,107,989
                                                 ------------
NET LOSS                                         $(3,515,989)
                                                 ------------
</TABLE>
[{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 7482}]
{"company-data": {"conformed-name": "VASOMEDICAL INC", "cik": "0000839087", "assigned-sic": "3845", "irs-number": "112871434", "state-of-incorporation": "DE", "fiscal-year-end": "0531"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-18105", "film-number": "96581263"}, "business-address": {"street1": "150 MOTOR PARKWAY", "street2": "STE 408", "city": "HAUPPAUGE", "state": "NY", "zip": "11788", "phone": "5169974600"}, "mail-address": {"street1": "150 MOTOR PARKWAY", "street2": "SUITE 408", "city": "HAUPPAUGE", "state": "NY", "zip": "11788"}, "former-company": [{"former-conformed-name": "FUTURE MEDICAL PRODUCTS INC /DE/", "date-changed": "19920703"}, {"former-conformed-name": "FUTURE MEDICAL PRODUCTS INC /NY/", "date-changed": "19920506"}]}
SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

                          Date of Report: May 23, 1996
                        (Date of earliest event reported)

                                VASOMEDICAL, INC.

             (Exact name of registrant as specified in its charter)

   Delaware                         0-18105                 11-2871434
(State or other                    (Commission             (IRS Employer
 jurisdiction of                   File Number             Identification
incorporation)                                                Number)

            180 Linden Avenue, Westbury, New York         11590
          (Address of principal executive offices)      (Zip Code)

Registrant's telephone number including area code    (516) 997-4600

          (Former name or former address, if changed since last report)
Item 5.   Other Events

     1. On July 7, 1995,  the Company  sold  $4,000,000  principal  amount of 7%
five-year Convertible  Debentures (the "Notes"),  convertible into shares of the
Company's  Common Stock at $1.00 per share.  Banca del Gottardo of  Switzerland,
which is majority  owned by Sumitomo Bank, acted as lead manager with respect to
the  Notes.  On June 5, 1996,  all of the outstanding  Notes  were  voluntarily
converted into 4,000,000 shares of the Company's Common Stock.

     2. In furtherance of a previously withdrawn motion for pre-trial discovery,
on or about May 23, 1996 an action was  commenced  in the  Supreme  Court of the
State of New York,  Nassau  County,  against  the  Company  and  certain  of its
officers,  directors  and  employees  for the alleged  breach of an agreement to
appoint  a  non-affiliated  party  as its  exclusive  distributor  of EECP . The
complaint  seeks  damages in the  approximate  sum of  $50,000,000,  declaratory
relief and punitive damages.  The Company denies the existence of any agreement,
believes  that the  complaint is frivolous  and without  merit and is vigorously
defending the claims as well as asserting substantial counterclaims.

Item 7.   Financial Statements, Pro Forma Financial Information  and Exhibits

       (a) and (b)   Financial Statements and Pro Forma Information

       Consolidated Condensed Balance Sheet (unaudited) as of April 30, 1996 and
the  Consolidated   Condensed  Statement  of  Operations   (unaudited)  for  the
eleven-month period ended April 30, 1996.

       (c)  Exhibits

       None
SIGNATURE

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                                     VASOMEDICAL, INC.

                                     By:   /s/ Anthony Viscusi
                                     Anthony Viscusi
                                     President and CEO (Principal
                                     Executive Officer)

                                     By: /s/ Joseph A. Giacalone
                                     Joseph A. Giacalone
                                     Treasurer and Secretary
                                     (Principal Financial and
                                     and Accounting Officer)

Dated: June 14, 1996
Vasomedical, Inc. and Subsidiaries
                        (a development stage enterprise)

                      CONSOLIDATED CONDENSED BALANCE SHEET
                                   (unaudited)
April 30,
                                                       1996
                                                    ----------
ASSETS
CURRENT ASSETS
  Cash and cash equivalents                        $2,834,185
  Accounts receivable                                  82,441
  Inventory                                           674,724
  Other current assets                                174,793
                                                   ---------- 
     Total current assets                           3,766,143

PROPERTY AND EQUIPMENT, net                           151,816
CAPITALIZED COSTS IN EXCESS OF FAIR
  VALUE OF NET ASSETS ACQUIRED, net                 1,226,829
DEFERRED LOAN COSTS, net                              643,975
OTHER ASSETS                                           23,588
                                                   ---------- 
                                                   $5,812,351
                                                   ---------- 

  LIABILITIES AND STOCKHOLDERS'EQUITY
CURRENT LIABILITIES
  Accounts payable and accrued expenses              $471,335
  Accrued interest                                    230,064
                                                   ----------
     Total current liabilities                        701,399

LONG-TERM DEBT                                      3,940,000

STOCKHOLDERS' EQUITY
  Preferred stock, $.01 par value; 1,000,000
     shares authorized; none issued and
     outstanding                                      -
  Common stock, $.001 par value, 85,000,000
     shares authorized; 40,838,517 shares at
     April 30, 1996 issued and outstanding             40,839
  Additional paid-in capital                       23,341,781
  Deferred compensation                             (183,823)
  Unrealized loss on investments
  Accumulated deficit                            (22,027,845)
                                                 ------------ 
                                                    1,170,952
                                                 ------------           
                                                  $ 5,812,351
                                                 ------------
Vasomedical, Inc. and Subsidiaries
                (a development stage enterprise)

         CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS
                          (unaudited)
Eleven Months Ended
                                                 April 30, 1996
                                               --------------------
Revenues                                             $592,000

Costs and expenses
  Cost of sales                                       263,906
  Selling, general and
     administrative                                 2,952,199
  Research and development                            326,936
  Depreciation and amortization                       491,217
  Interest and financing costs                        232,638
  Interest and other income - net                   (158,907)
                                                 ------------
                                                    4,107,989
                                                 ------------
NET LOSS                                         $(3,515,989)
                                                 ------------