<PAGE>


                                                          Registration No.
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------


                         SECURITIES AND EXCHANGE COMMISSION

                               Washington, D.C. 20549

                                ____________________


                                     FORM S-8

                               REGISTRATION STATEMENT
                                       UNDER
                             THE SECURITIES ACT OF 1933

                                  ________________

                         FISHER SCIENTIFIC INTERNATIONAL INC.
                 (Exact name of registrant as specified in its charter)

                 DELAWARE                         02-0451017
         (State or other jurisdiction of       (I.R.S. Employer 
         incorporation or organization)       Identification No.)
                                                     
                                     LIBERTY LANE
                             HAMPTON, NEW HAMPSHIRE 03842
                       (Address of Principal Executive Offices
                                  including Zip Code)

                       1991 STOCK PLAN FOR EXECUTIVE EMPLOYEES OF
                          FISHER SCIENTIFIC INTERNATIONAL INC.
                                   AND ITS SUBSIDIARIES
                          FISHER SCIENTIFIC INTERNATIONAL INC.
                              1995 OPERATING UNIT STOCK PLAN
                                (Full title of the Plans)

                                   TODD M. DUCHENE, ESQ.
                         VICE PRESIDENT-GENERAL COUNSEL AND SECRETARY
                                       LIBERTY LANE
                                HAMPTON, NEW HAMPSHIRE 03842
                                       (603) 929-2650
                    (Name, address and telephone number of agent for service)

-------------------------------------------------------------------------------
-------------------------------------------------------------------------------

<PAGE>

                            CALCULATION OF REGISTRATION FEE

-------------------------------------------------------------------------------
-------------------------------------------------------------------------------

                                   Proposed        Proposed
                                   maximum         maximum
Title of                           offering        aggregate       Amount of
securities to     Amount to be     price per       offering        registration
be registered     registered       unit            price           fee
-------------     ------------     ---------       --------        ------------

Common Stock,      1,810,400(1)          (2)       $81,920,600(2)  $24,824.42
par value
$.01 per share

-------------------------------------------------------------------------------
-------------------------------------------------------------------------------

(1)   Consists of (i) 310,400 shares of Common Stock to be offered under the 
      1991 Stock Plan for Executive Employees of Fisher Scientific International
      Inc. and its Subsidiaries (in addition to the 3,104,000 shares of Common 
      Stock previously registered pursuant to the Registrant's Registration
      Statements on Form S-8 (Reg. Nos. 33-46728 and 33-86830) as filed with 
      the Securities and Exchange Commission on April 11, 1992 and November 30,
      1994, respectively) and (ii) 1,500,000 shares of Common Stock to be 
      offered under the Fisher Scientific International Inc. 1995 Operating Unit
      Stock Plan.  Such indeterminable number of additional shares as may be 
      distributed by the operation of the recapitalization provisions of the 
      Plans is hereby also registered.
         
(2)   Computed pursuant to Rule 457(h) solely for the purpose of determining 
      the registration fee, based upon an assumed price of $45.25 per share, 
      the average of the high and low sale prices of the Registrant's Common 
      Stock as reported on the New York Stock Exchange on December 18, 1996.


<PAGE>


                                       PART II

                  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference

         Incorporated by reference in this Registration Statement are the
following documents heretofore filed by Fisher Scientific International Inc.
(the "Company") with the Securities and Exchange Commission (the "Commission")
pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange
Act"):

         (a)  The Company's latest annual report filed pursuant to Sections
              13(a) or 15(d) of the Exchange Act;

         (b)  All other reports filed by the Company pursuant to Section 13(a)
              or 15(d) of the Exchange Act since the end of the fiscal year
              covered by the annual report referred to in (a) above; and

         (c)  The description of the Company's Common Stock, par value $.01 per
              share (the "Common Stock"), contained in a registration statement
              filed under the Exchange Act, and any amendment or report filed
              for the purpose of updating such description.

         All documents subsequently filed by the Company pursuant to Sections
13(a), 13(c), 14 or 15(d) of the Exchange Act, prior to the filing of a post-
effective amendment that indicates that all securities offered hereby have been
sold or that deregisters all such securities then remaining unsold, shall be
deemed to be incorporated by reference in this Registration Statement and to be
part hereof from the dates of filing of such documents.


<PAGE>


Item 4.  Description of Securities 

         Not applicable.

Item 5.  Interests of Named Experts and Counsel 

         None.

Item 6.  Indemnification of Directors and Officers

         The Delaware General Corporation Law (the "Delaware Law") permits a
Delaware corporation to include a provision in its Certificate of Incorporation,
and the Company's Restated Certificate of Incorporation so provides, eliminating
or limiting the personal liability of a director to the Corporation or its
Stockholders for monetary damages for breach of fiduciary duty as a director,
provided that such provision may not eliminate or limit the liability of a
director (i) for any such of the director's duty of loyalty to the corporation
or its stockholders, (ii) for acts or omissions not in good faith or which
involve intentional misconduct or a knowing violation of law, (iii) under
Section 174 of the Delaware Law which makes directors personally liable for
unlawful dividends or unlawful stock repurchases or redemptions.  Under Delaware
law, directors and officers may be indemnified against expenses (including
attorneys' fees), judgments, fines and amounts paid in settlement in connection
with any threatened, pending or completed action, suit or proceeding whether
civil, criminal, administrative or investigative (other than an action by or in
the right of the corporation (a "derivative action")) if they acted in good
faith and in a manner they reasonably believed to be in or not opposed to the
best interest of the Company and, with respect to any criminal action or
proceeding, had no reasonable cause to believe their conduct was unlawful.  In
derivative actions, indemnification extends only to expenses (including
attorneys' fees) incurred in connection with defense or settlement of such an
action and, in the event such person shall have been adjudged to be liable to
the corporation, only to the extent that a proper court shall have determined
that such person is fairly and reasonably entitled to indemnity for such
expenses.  

         The Company's Restated Certificate of Incorporation provides, among
other things, that each person who was or is made a party to, or is threatened
to be made a part to, or is involved in, any action, suit or proceeding 

                                       2

<PAGE>

by reason of the fact that he is the legal representative, or is or was a 
director or officer of the Company (or was serving at the request of the 
Company as a director, officer, employee or agent for another entity) while 
serving in such capacity, shall be indemnified and held harmless by the 
Company to the full extent authorized by the Delaware Law, as in effect (or, 
to the extent indemnification is broadened, as it may be amended), against 
all expenses, liability or loss (including attorneys' fees, judgments, fines, 
ERISA excise taxes or penalties and amount to be paid in settlement) 
reasonably incurred by such person in connection therewith.  The Company's 
Restated Certificate of Incorporation also provides that the right of 
indemnification conferred to the director, officer or legal representative by 
the Company's Restated Certificate of Incorporation shall include the right 
to be paid by the Company for expenses in defending the proceedings specified 
above, in advance of their final disposition.  The Company may also, by 
action of its Board of Directors, provide indemnification to its employees 
and agents with the same scope and effect as the foregoing indemnification of 
directors and officers.

         The Company maintains directors' and officers' reimbursement and
liability insurance pursuant to standard form policies. The risks covered by
such policies include certain liabilities under the securities law.

Item 7.  Exemption from Registration Claimed

         Not applicable.

Item 8.  Exhibits

An Exhibit Index, containing a list of all exhibits filed with this Registration
Statement, is included on page 8.

Item 9.  Undertakings

         (a)  RULE 415 OFFERING.  The undersigned Registrant hereby undertakes:

         (1)  To file, during any period in which it offers or sells
    securities, a post-effective amendment to this Registration Statement to:

              (i)  include any Prospectus required by Section 10(a)(3) of the
         Securities Act, unless the 

                                       3

<PAGE>

         information is contained in periodic reports filed by the Registrant 
         pursuant to section 13 or section 15(d) of the Exchange Act that are 
         incorporated by reference in the Registration Statement;

             (ii)  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, unless the information is contained in
         periodic reports filed by the Registrant pursuant to Section 13 or
         Section 15(d) of the Exchange Act that are incorporated by reference
         in the Registration Statement;

           (iii)  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.

         (2)  That, for the purpose of determining any liability under the
    Securities Act, 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 file a post-effective amendment to remove from registration
    any of the securities being registered which remain unsold at the
    termination of the offering.

         (b)  SUBSEQUENT EXCHANGE ACT DOCUMENTS.  The undersigned Registrant
hereby undertakes that, for purposes of determining any liability under the
Securities Act, each filing of the Registrant's annual report pursuant to
section 13(a) or section 15(d) of the Exchange Act (and, where applicable, each
filing of an employee benefit plan's annual report pursuant to section 15(d) of
the Exchange Act) 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 

                                       4

<PAGE>

securities at that time shall be deemed to be the initial bona fide offering 
thereof.

         (c)  INDEMNIFICATION.  Insofar as indemnification for liabilities
arising under the Securities Act 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 Securities 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
Securities Act and will be governed by the final adjudication of such issue.

                                       5

<PAGE>

                                      SIGNATURES


         THE REGISTRANT.  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 Hampton, State of New Hampshire on the 17th day
of December, 1996.

                                           FISHER SCIENTIFIC INTERNATIONAL INC.



                                           By: /s/ Todd M. DuChene
                                              ---------------------------------
                                                  Todd M. DuChene
                                                  Vice President-General
                                                  Counsel and Secretary


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

Signatures                     Title                           Date
----------                     -----                           ----

        *
---------------------------    Chairman of the                 December 17, 1996
Michael D. Dingman             Board and Director


        *
---------------------------     President, Chief               December 17, 1996
Paul M. Montrone                Executive Officer 
                                and Director 
                                (Principal 
                                Executive Officer)

        *
---------------------------     Senior Vice                    December 17, 1996
Paul M. Meister                 President - Chief
                                Financial Officer
                                (Principal
                                Financial Officer)


                                       6

<PAGE>

        *
---------------------------      Vice President-               December 17, 1996
Paul F. Patek                    Controller
                                 (Principal 
                                 Accounting 
                                 Officer)    

        *
---------------------------      Director                      December 17, 1996
Robert A. Day 

        *
---------------------------      Director                      December 17, 1996
Philip E. Beekman    

        *
---------------------------      Director                      December 17, 1996
Gerald J. Lewis

        *
---------------------------      Director                      December 17, 1996
Edward A. Montgomery, Jr.

        *
---------------------------      Director                      December 17, 1996
Lt. Gen. Thomas P. Stafford



*By /s/ Todd M. DuChene
   --------------------
       Attorney-in-Fact
       Todd M. DuChene

                                       7

<PAGE>

                                INDEX TO EXHIBITS

Exhibit No.       Description of Exhibit
-----------       ----------------------
4.1               Specimen Certificate of Common Stock, $.01 par value per 
                  share, of the Company (incorporated by reference to the 
                  relevant exhibit to the Company's Registration Statement 
                  on Form S-1 (Registration No. 33-43505)).

4.2               Restated Certificate of Incorporation of the Company 
                  (incorporated by reference to the Company's Annual Report on
                  Form 10-K filed with the Securities and Exchange Commission 
                  on March 24, 1993).

4.3               Bylaws of the Company (incorporated by reference to the 
                  Company's Annual Report on Form 10-K filed with the Securities
                  and Exchange Commission on March 24, 1993).

4.4               Indenture dated as of March 1, 1993 between the Company and 
                  the First National Bank of Boston, as Trustee (incorporated 
                  by reference to the Company's Annual Report on Form 10-K filed
                  with the Securities and Exchange Commission on March 24, 
                  1993).

4.5               Senior Debt Securities Indenture dated as of December 18, 1995
                  between the Company and Mellon Bank, N.A., as Trustee 
                  (incorporated by reference to the relevant exhibit to the 
                  Company's Registration Statement on Form S-3 (Registration 
                  No. 33-99884)).

5                 Opinion of Debevoise & Plimpton (filed herewith).

23.1              Consent of Deloitte & Touche LLP (filed herewith).

23.2              Consent of Debevoise & Plimpton (included in Exhibit 5).

24                Powers of Attorney (filed herewith).

                                       8
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 18672}]
{"company-data": {"conformed-name": "FISHER SCIENTIFIC INTERNATIONAL INC", "cik": "0000880430", "assigned-sic": "5040", "irs-number": "020451017", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-18563", "film-number": "96684787"}, "business-address": {"street1": "LIBERTY LANE", "city": "HAMPTON", "state": "NH", "zip": "03842", "phone": "6039265911"}, "mail-address": {"street1": "LIBERTY LANE", "city": "LIBEHAMPTON", "state": "NH", "zip": "03842"}}
Registration No.
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------

                         SECURITIES AND EXCHANGE COMMISSION

                               Washington, D.C. 20549

                                ____________________

                                     FORM S-8

                               REGISTRATION STATEMENT
                                       UNDER
                             THE SECURITIES ACT OF 1933

                                  ________________

                         FISHER SCIENTIFIC INTERNATIONAL INC.
                 (Exact name of registrant as specified in its charter)

                 DELAWARE                         02-0451017
         (State or other jurisdiction of       (I.R.S. Employer 
         incorporation or organization)       Identification No.)
                                                     
                                     LIBERTY LANE
                             HAMPTON, NEW HAMPSHIRE 03842
                       (Address of Principal Executive Offices
                                  including Zip Code)

                       1991 STOCK PLAN FOR EXECUTIVE EMPLOYEES OF
                          FISHER SCIENTIFIC INTERNATIONAL INC.
                                   AND ITS SUBSIDIARIES
                          FISHER SCIENTIFIC INTERNATIONAL INC.
                              1995 OPERATING UNIT STOCK PLAN
                                (Full title of the Plans)

                                   TODD M. DUCHENE, ESQ.
                         VICE PRESIDENT-GENERAL COUNSEL AND SECRETARY
                                       LIBERTY LANE
                                HAMPTON, NEW HAMPSHIRE 03842
                                       (603) 929-2650
                    (Name, address and telephone number of agent for service)

-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
CALCULATION OF REGISTRATION FEE

-------------------------------------------------------------------------------
-------------------------------------------------------------------------------

                                   Proposed        Proposed
                                   maximum         maximum
Title of                           offering        aggregate       Amount of
securities to     Amount to be     price per       offering        registration
be registered     registered       unit            price           fee
-------------     ------------     ---------       --------        ------------

Common Stock,      1,810,400(1)          (2)       $81,920,600(2)  $24,824.42
par value
$.01 per share

-------------------------------------------------------------------------------
-------------------------------------------------------------------------------

(1)   Consists of (i) 310,400 shares of Common Stock to be offered under the 
      1991 Stock Plan for Executive Employees of Fisher Scientific International
      Inc. and its Subsidiaries (in addition to the 3,104,000 shares of Common 
      Stock previously registered pursuant to the Registrant's Registration
      Statements on Form S-8 (Reg. Nos. 33-46728 and 33-86830) as filed with 
      the Securities and Exchange Commission on April 11, 1992 and November 30,
      1994, respectively) and (ii) 1,500,000 shares of Common Stock to be 
      offered under the Fisher Scientific International Inc. 1995 Operating Unit
      Stock Plan.  Such indeterminable number of additional shares as may be 
      distributed by the operation of the recapitalization provisions of the 
      Plans is hereby also registered.
         
(2)   Computed pursuant to Rule 457(h) solely for the purpose of determining 
      the registration fee, based upon an assumed price of $45.25 per share, 
      the average of the high and low sale prices of the Registrant's Common 
      Stock as reported on the New York Stock Exchange on December 18, 1996.
PART II

                  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference

         Incorporated by reference in this Registration Statement are the
following documents heretofore filed by Fisher Scientific International Inc.
(the "Company") with the Securities and Exchange Commission (the "Commission")
pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange
Act"):

         (a)  The Company's latest annual report filed pursuant to Sections
              13(a) or 15(d) of the Exchange Act;

         (b)  All other reports filed by the Company pursuant to Section 13(a)
              or 15(d) of the Exchange Act since the end of the fiscal year
              covered by the annual report referred to in (a) above; and

         (c)  The description of the Company's Common Stock, par value $.01 per
              share (the "Common Stock"), contained in a registration statement
              filed under the Exchange Act, and any amendment or report filed
              for the purpose of updating such description.

         All documents subsequently filed by the Company pursuant to Sections
13(a), 13(c), 14 or 15(d) of the Exchange Act, prior to the filing of a post-
effective amendment that indicates that all securities offered hereby have been
sold or that deregisters all such securities then remaining unsold, shall be
deemed to be incorporated by reference in this Registration Statement and to be
part hereof from the dates of filing of such documents.
Item 4.  Description of Securities 

         Not applicable.

Item 5.  Interests of Named Experts and Counsel 

         None.

Item 6.  Indemnification of Directors and Officers

         The Delaware General Corporation Law (the "Delaware Law") permits a
Delaware corporation to include a provision in its Certificate of Incorporation,
and the Company's Restated Certificate of Incorporation so provides, eliminating
or limiting the personal liability of a director to the Corporation or its
Stockholders for monetary damages for breach of fiduciary duty as a director,
provided that such provision may not eliminate or limit the liability of a
director (i) for any such of the director's duty of loyalty to the corporation
or its stockholders, (ii) for acts or omissions not in good faith or which
involve intentional misconduct or a knowing violation of law, (iii) under
Section 174 of the Delaware Law which makes directors personally liable for
unlawful dividends or unlawful stock repurchases or redemptions.  Under Delaware
law, directors and officers may be indemnified against expenses (including
attorneys' fees), judgments, fines and amounts paid in settlement in connection
with any threatened, pending or completed action, suit or proceeding whether
civil, criminal, administrative or investigative (other than an action by or in
the right of the corporation (a "derivative action")) if they acted in good
faith and in a manner they reasonably believed to be in or not opposed to the
best interest of the Company and, with respect to any criminal action or
proceeding, had no reasonable cause to believe their conduct was unlawful.  In
derivative actions, indemnification extends only to expenses (including
attorneys' fees) incurred in connection with defense or settlement of such an
action and, in the event such person shall have been adjudged to be liable to
the corporation, only to the extent that a proper court shall have determined
that such person is fairly and reasonably entitled to indemnity for such
expenses.  

         The Company's Restated Certificate of Incorporation provides, among
other things, that each person who was or is made a party to, or is threatened
to be made a part to, or is involved in, any action, suit or proceeding 

                                       2
by reason of the fact that he is the legal representative, or is or was a 
director or officer of the Company (or was serving at the request of the 
Company as a director, officer, employee or agent for another entity) while 
serving in such capacity, shall be indemnified and held harmless by the 
Company to the full extent authorized by the Delaware Law, as in effect (or, 
to the extent indemnification is broadened, as it may be amended), against 
all expenses, liability or loss (including attorneys' fees, judgments, fines, 
ERISA excise taxes or penalties and amount to be paid in settlement) 
reasonably incurred by such person in connection therewith.  The Company's 
Restated Certificate of Incorporation also provides that the right of 
indemnification conferred to the director, officer or legal representative by 
the Company's Restated Certificate of Incorporation shall include the right 
to be paid by the Company for expenses in defending the proceedings specified 
above, in advance of their final disposition.  The Company may also, by 
action of its Board of Directors, provide indemnification to its employees 
and agents with the same scope and effect as the foregoing indemnification of 
directors and officers.

         The Company maintains directors' and officers' reimbursement and
liability insurance pursuant to standard form policies. The risks covered by
such policies include certain liabilities under the securities law.

Item 7.  Exemption from Registration Claimed

         Not applicable.

Item 8.  Exhibits

An Exhibit Index, containing a list of all exhibits filed with this Registration
Statement, is included on page 8.

Item 9.  Undertakings

         (a)  RULE 415 OFFERING.  The undersigned Registrant hereby undertakes:

         (1)  To file, during any period in which it offers or sells
    securities, a post-effective amendment to this Registration Statement to:

              (i)  include any Prospectus required by Section 10(a)(3) of the
         Securities Act, unless the 

                                       3
information is contained in periodic reports filed by the Registrant 
         pursuant to section 13 or section 15(d) of the Exchange Act that are 
         incorporated by reference in the Registration Statement;

             (ii)  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, unless the information is contained in
         periodic reports filed by the Registrant pursuant to Section 13 or
         Section 15(d) of the Exchange Act that are incorporated by reference
         in the Registration Statement;

           (iii)  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.

         (2)  That, for the purpose of determining any liability under the
    Securities Act, 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 file a post-effective amendment to remove from registration
    any of the securities being registered which remain unsold at the
    termination of the offering.

         (b)  SUBSEQUENT EXCHANGE ACT DOCUMENTS.  The undersigned Registrant
hereby undertakes that, for purposes of determining any liability under the
Securities Act, each filing of the Registrant's annual report pursuant to
section 13(a) or section 15(d) of the Exchange Act (and, where applicable, each
filing of an employee benefit plan's annual report pursuant to section 15(d) of
the Exchange Act) 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 

                                       4
securities at that time shall be deemed to be the initial bona fide offering 
thereof.

         (c)  INDEMNIFICATION.  Insofar as indemnification for liabilities
arising under the Securities Act 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 Securities 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
Securities Act and will be governed by the final adjudication of such issue.

                                       5
SIGNATURES

         THE REGISTRANT.  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 Hampton, State of New Hampshire on the 17th day
of December, 1996.

                                           FISHER SCIENTIFIC INTERNATIONAL INC.

                                           By: /s/ Todd M. DuChene
                                              ---------------------------------
                                                  Todd M. DuChene
                                                  Vice President-General
                                                  Counsel and Secretary

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

Signatures                     Title                           Date
----------                     -----                           ----

        *
---------------------------    Chairman of the                 December 17, 1996
Michael D. Dingman             Board and Director

        *
---------------------------     President, Chief               December 17, 1996
Paul M. Montrone                Executive Officer 
                                and Director 
                                (Principal 
                                Executive Officer)

        *
---------------------------     Senior Vice                    December 17, 1996
Paul M. Meister                 President - Chief
                                Financial Officer
                                (Principal
                                Financial Officer)

                                       6
*
---------------------------      Vice President-               December 17, 1996
Paul F. Patek                    Controller
                                 (Principal 
                                 Accounting 
                                 Officer)    

        *
---------------------------      Director                      December 17, 1996
Robert A. Day 

        *
---------------------------      Director                      December 17, 1996
Philip E. Beekman    

        *
---------------------------      Director                      December 17, 1996
Gerald J. Lewis

        *
---------------------------      Director                      December 17, 1996
Edward A. Montgomery, Jr.

        *
---------------------------      Director                      December 17, 1996
Lt. Gen. Thomas P. Stafford

*By /s/ Todd M. DuChene
   --------------------
       Attorney-in-Fact
       Todd M. DuChene

                                       7
INDEX TO EXHIBITS

Exhibit No.       Description of Exhibit
-----------       ----------------------
4.1               Specimen Certificate of Common Stock, $.01 par value per 
                  share, of the Company (incorporated by reference to the 
                  relevant exhibit to the Company's Registration Statement 
                  on Form S-1 (Registration No. 33-43505)).

4.2               Restated Certificate of Incorporation of the Company 
                  (incorporated by reference to the Company's Annual Report on
                  Form 10-K filed with the Securities and Exchange Commission 
                  on March 24, 1993).

4.3               Bylaws of the Company (incorporated by reference to the 
                  Company's Annual Report on Form 10-K filed with the Securities
                  and Exchange Commission on March 24, 1993).

4.4               Indenture dated as of March 1, 1993 between the Company and 
                  the First National Bank of Boston, as Trustee (incorporated 
                  by reference to the Company's Annual Report on Form 10-K filed
                  with the Securities and Exchange Commission on March 24, 
                  1993).

4.5               Senior Debt Securities Indenture dated as of December 18, 1995
                  between the Company and Mellon Bank, N.A., as Trustee 
                  (incorporated by reference to the relevant exhibit to the 
                  Company's Registration Statement on Form S-3 (Registration 
                  No. 33-99884)).

5                 Opinion of Debevoise & Plimpton (filed herewith).

23.1              Consent of Deloitte & Touche LLP (filed herewith).

23.2              Consent of Debevoise & Plimpton (included in Exhibit 5).

24                Powers of Attorney (filed herewith).

                                       8