Registration No. ___________

SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549

FORM S-8
REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933
<TABLE>

<CAPTION>



<S>                                                     <C>
Bioanalytical Systems, Inc.
(Exact name of registrant as specified in its charter)

Indiana. . . . . . . . . . . . . . . . . . . . . . . .  35-1345024
(State or other jurisdiction of. . . . . . . . . . . .     (I.R.S. Employer
incorporation or organization) . . . . . . . . . . . .  Identification No.)

2701 Kent Avenue
West Lafayette, Indiana 47906
(Address of Principal Executive Offices)

 Bioanalytical Systems, Inc. 1997 Employee
 Incentive Stock Option  Plan
(Full title of the plan)

Doug Wieten, Chief Financial Officer,
Controller  and Treasurer
Bioanalytical Systems, Inc.
2701 Kent Avenue
West Lafayette, Indiana 47906
(Name and address of agent for service)

(765)463-4527
(Telephone number, including
area code, of agent for service)

Copies to:

Berkley W. Duck
Ice Miller Donadio & Ryan
One American Square, Box 82001
Indianapolis, Indiana 46282
</TABLE>



<TABLE>

<CAPTION>

Calculation of Registration Fee


<S>                   <C>            <C>                <C>                  <C>
                                     Proposed           Proposed maximum
Title of securities.  Amount to be   maximum offering   aggregate offering   Amount of
 to be registered(1)  Registered     price per unit(2)  price(2)             registration fee

Common Shares. . . .  95,000 Shares  $7.75              $736,250             $223.11

<FN>


(1)In addition, pursuant to Rule 416(c) under the Securities Act of 1933, as amended (the
Act ), this registration statement also covers an indeterminate amount of interests to be
offered or sold pursuant to the employee benefit plan described herein.

(2)The registration fee has been calculated pursuant to Rule 457(c) and (h) based upon the
average of the high and low prices for the Common Shares as reported on the National
Association of Securities Dealers Automated Quotations System on June 2, 1998.
</TABLE>



INFORMATION  REQUIRED  IN  THE  REGISTRATION  STATEMENT

ITEM  3.    INCORPORATION  OF  DOCUMENTS  BY  REFERENCE.

The  following  information  heretofore filed with the Securities and Exchange
Commission  ( Commission ) pursuant to the Securities Exchange Act of 1934, as
amended  (the    Exchange  Act  ),  is  incorporated  herein  by  reference:

(a)     The Registrant's prospectus filed with the Commission pursuant to Rule
424(b)  under  the  Securities  Act  of  1933  on  November 27, 1997, File No.
333-36429.

(b)        The  description of the Registrant's Capital Stock and the Specimen
Certificate  for  Common  Shares  contained  in  Amendment  Number  3  to  the
Registrant's Registration Statement on Form S-1, filed November 25, 1997, File
No.  333-36429.

(c)    The Registrant's Form 10-Q quarterly report for the quarter ended March
31,  1998,  filed  on  May  15,  1998,  Commission  File  No.  333-36429.

(d)        All  documents  filed  by  the  Registrant with respect to the 1997
Bioanalytical  Systems,  Inc.  Outside Director Stock Option Plan (the  Plan )
pursuant  to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act after the
date  of  this  Registration  Statement  and  prior  to  the  filing  of  a
post-effective  amendment indicating that all of the securities offered hereby
have  been  sold  or  deregistering  all such securities then remaining unsold
shall be deemed to be incorporated by reference in this Registration Statement
and  to  be  a  part  hereof  from  the  date  of  filing  of those documents.

ITEM  4.    DESCRIPTION  OF  SECURITIES.

Not  applicable.

ITEM  5.    INTERESTS  OF  NAMED  EXPERTS  AND  COUNSEL.

Not  applicable.

ITEM  6.    INDEMNIFICATION  OF  DIRECTORS  AND  OFFICERS.

The  Indiana Business Corporation Law ( IBCL ), the provisions of which govern
the  Registrant,  empowers  an  Indiana  corporation  to indemnify present and
former  directors,  officers,  employees, or agents or any person who may have
served  at the request of the corporation as a director, officer, employee, or
agent  of  another corporation ( Eligible Persons ) against liability incurred
in  any  proceeding, civil or criminal, in which the Eligible Person is made a
party  by  reason of being or having been in any such capacity, or arising out
of  his  status  as such, if the individual acted in good faith and reasonably
believed  that  (a)  the  individual  was  acting in the best interests of the
corporation,  or  (b)  if  the  challenged  action was taken other than in the
individual's official capacity as an officer, director, employee or agent, the
individual's  conduct  was  at  least  not  opposed to the corporation's best
interests,  or  (c)  if  in  a  criminal proceeding, either the individual had
reasonable  cause  to believe his conduct was lawful or no reasonable cause to
believe  his  conduct  was  unlawful.

The  IBCL  further  empowers  a corporation to pay or reimburse the reasonable
expenses  incurred by an Eligible Person in connection with the defense of any
such  claim,  including  counsel  fees; and, unless limited by its Articles of
Incorporation,  the  corporation  is  required to indemnify an Eligible Person
against reasonable expenses if he is wholly successful in any such proceeding,
on  the  merits  or otherwise.  Under certain circumstances, a corporation may
pay  or  reimburse  an  Eligible Person for reasonable expenses prior to final
disposition  of  the matter.  Unless a corporation's articles of incorporation
otherwise provide, an Eligible Person may apply for indemnification to a court
which  may order indemnification upon a determination that the Eligible Person
is  entitled  to mandatory indemnification for reasonable expenses or that the
Eligible  Person  is fairly and reasonably entitled to indemnification in view
of  all  the  relevant  circumstances  without  regard  to whether his actions
satisfied  the  appropriate  standard  of  conduct.
Before  a  corporation  may indemnify any Eligible Person against liability or
reasonable  expenses  under the IBCL, a quorum consisting of directors who are
not  parties  to  the  proceeding  must  (1) determine that indemnification is
permissible  in the specific circumstances because the Eligible Person met the
requisite  standard of conduct, (2) authorize the corporation to indemnify the
Eligible  Person  and  (3)  if  appropriate,  evaluate  the  reasonableness of
expenses for which indemnification is sought.  If it is not possible to obtain
a  quorum  of  uninvolved  directors,  the  foregoing action may be taken by a
committee  of  two  or  more  directors who are not parties to the proceeding,
special  legal  counsel  selected  by the Board or such a committee, or by the
shareholders  of  the  corporation.

In  addition  to  the  foregoing,  the IBCL states that the indemnification it
provides  shall  not  be  deemed  exclusive of any other rights to which those
indemnified  may  be  entitled  under  any  provision  of  the  articles  of
incorporation or bylaws, resolution of the board of directors or shareholders,
or  any other authorization adopted after notice by a majority vote of all the
voting  shares then issued and outstanding.  The IBCL also empowers an Indiana
corporation  to  purchase  and  maintain  insurance  on behalf of any Eligible
Person  against  any  liability  asserted  against  or  incurred by him in any
capacity  as  such,  or  arising out of his status as such, whether or not the
corporation  would have had the power to indemnify him against such liability.

Article  V of the Second Amended and Restated Articles of Incorporation of the
Registrant,  filed  the  as part of the Registrant's Registration Statement on
Form  S-1  on  November  21,  1997,  File  No.  333-36429,  provides  certain
indemnification  provisions  for the benefit of directors, officers, employees
and  agents  of  the  Registrant.

The  Registrant  may  obtain directors  and officers  liability insurance, the
effect  of  which  will  be  to  indemnify  the  directors and officers of the
corporation  and  its  subsidiaries  against  certain losses caused by errors,
misleading  statements, wrongful acts, omissions, neglect or breach of duty by
them  or  any matter claimed against them in their capacities as directors and
officers.

ITEM  7.    EXEMPTION  FROM  REGISTRATION  CLAIMED.

Not  applicable.

ITEM  8.    EXHIBITS.

See  Index  to  Exhibits.

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 (1)(i) and (1)(ii) shall not apply if
the information required to be included in a post-effective amendment by those
paragraphs  is  contained  in  periodic reports filed with or furnished to the
Commission  by  the  Registrant pursuant to Section 13 or Section 15(d) of the
Exchange Act 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.

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

(5)    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 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.


SIGNATURES

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 West Lafayette, State of Indiana, on May 7, 1998.

                        BIOANALYTICAL  SYSTEMS,  INC.



                        By:      /s/  Peter  T.  Kissinger

                        Title:      Chairman  and  Chief  Executive  Officer



POWER  OF  ATTORNEY

Know all men by these presents, that each person whose signature appears below
constitutes and appoints Peter T. Kissinger and Douglas P. Wieten, and each or
any  of  them  (with  full  power  to  act  alone), his or her true and lawful
attorneys-in-fact  and  agents  with  full  power  of  substitution  and
resubstitution, for him or her and in his or her 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  all  exhibits  thereto, and other
documents  in  connection  therewith,  with  the  Securities  and  Exchange
Commission,  granting  unto  those 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  or  she  might  or  could do in person, hereby ratifying and
confirming  all that those attorneys-in-fact and agents, or their substitutes,
may  do  or  cause  to  be  done  by  virtue  hereof.

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 date indicated:
<TABLE>

<CAPTION>



<S>                         <C>                          <C>
SIGNATURE. . . . . . . . .  CAPACITY                     DATE
                            WITH REGISTRANT

  /s/  Peter T. Kissinger.  President, Chief Executive   5/7/98
Peter T. Kissinger . . . .  Officer,
                            Director, and Principal
                            Executive Officer

  /s/ Douglas P. Wieten. .  Chief Financial Officer,     5/15/98
Douglas P. Wieten. . . . .  Controller,Treasurer,
                            Principal Financial Officer
                            and Accounting Officer

  /s/ William Baitinger. .  Director                     5/7/98
William Baitinger

  /s/ Michael Campbell . .  Director                     5/7/98
Michael Campbell

______________ . . . . . .  Director
Thomas A. Hiatt

  /s/ Candice B. Kissinger  Director                     5/7/98
Candice B. Kissinger

  /s/ John Kraeutler . . .  Director                     5/7/98
John Kraeutler

  /s/ William Mulligan . .  Director                     5/7/98
William Mulligan

  /s/ Ronald E. Shoup. . .  Director                     5/7/98
Ronald E. Shoup

________________ . . . . .  Director
W. Leigh Thompson


</TABLE>



Pursuant to the requirements of the Securities Act of 1933, the Plan
Administrator has duly caused this Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized in the City of West
Lafayette, State of Indiana, on May 7, 1998.


                        BIOANALYTICAL SYSTEMS, INC.
                        1997 EMPLOYEE INCENTIVE STOCK
                        OPTION PLAN



                        By: /s/    Peter T. Kissinger
                        Title: Chairman and Chief Executive Officer




<TABLE>

<CAPTION>


BIOANALYTICAL SYSTEMS, INC.
REGISTRATION STATEMENT
ON
FORM S-8

INDEX TO EXHIBITS



<S>              <C>    <C>

Exhibit Number

Assigned in

Regulation S-K

Item 601                Description of Exhibit

(4) . . . . . .   4.01  Specimen Certificate for Common Shares (incorporated
                        by reference to Exhibit 4.1 to Amendment Number 3 to
                        the Registrant's Registration Statement on Form S-1,
                        filed November 25, 1997, File No. 333-36429)



(5) . . . . . .   5.01  Opinion of Ice Miller Donadio & Ryan



(15)                    Not Applicable



(23). . . . . .  23.01  Consent of Ernst & Young LLP

                 23.02  Consent of Ice Miller Donadio & Ryan (Contained in
                        Exhibit 5.01)

(24)                    Power of Attorney (See Page 6)



(28)                    Not Applicable
</TABLE>
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 16719}]
{"company-data": {"conformed-name": "BIOANALYTICAL SYSTEMS INC", "cik": "0000720154", "assigned-sic": "3821", "irs-number": "351345024", "state-of-incorporation": "IN", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-56123", "film-number": "98642998"}, "business-address": {"street1": "2701 KENT AVE", "city": "WEST LAFAYETT", "state": "IN", "zip": "47906-1382", "phone": "3174634527"}, "mail-address": {"street1": "2701 KENT AVENUE", "city": "WEST LAFAYETTE", "state": "IN", "zip": "47906-1382"}}
Registration No. ___________

SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549

FORM S-8
REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933
Bioanalytical Systems, Inc.
(Exact name of registrant as specified in its charter)

Indiana. . . . . . . . . . . . . . . . . . . . . . . .  35-1345024
(State or other jurisdiction of. . . . . . . . . . . .     (I.R.S. Employer
incorporation or organization) . . . . . . . . . . . .  Identification No.)

2701 Kent Avenue
West Lafayette, Indiana 47906
(Address of Principal Executive Offices)

 Bioanalytical Systems, Inc. 1997 Employee
 Incentive Stock Option  Plan
(Full title of the plan)

Doug Wieten, Chief Financial Officer,
Controller  and Treasurer
Bioanalytical Systems, Inc.
2701 Kent Avenue
West Lafayette, Indiana 47906
(Name and address of agent for service)

(765)463-4527
(Telephone number, including
area code, of agent for service)

Copies to:

Berkley W. Duck
Ice Miller Donadio & Ryan
One American Square, Box 82001
Indianapolis, Indiana 46282
Calculation of Registration Fee
Proposed           Proposed maximum
Title of securities.  Amount to be   maximum offering   aggregate offering   Amount of
 to be registered(1)  Registered     price per unit(2)  price(2)             registration fee

Common Shares. . . .  95,000 Shares  $7.75              $736,250             $223.11
(1)In addition, pursuant to Rule 416(c) under the Securities Act of 1933, as amended (the
Act ), this registration statement also covers an indeterminate amount of interests to be
offered or sold pursuant to the employee benefit plan described herein.

(2)The registration fee has been calculated pursuant to Rule 457(c) and (h) based upon the
average of the high and low prices for the Common Shares as reported on the National
Association of Securities Dealers Automated Quotations System on June 2, 1998.
INFORMATION  REQUIRED  IN  THE  REGISTRATION  STATEMENT

ITEM  3.    INCORPORATION  OF  DOCUMENTS  BY  REFERENCE.

The  following  information  heretofore filed with the Securities and Exchange
Commission  ( Commission ) pursuant to the Securities Exchange Act of 1934, as
amended  (the    Exchange  Act  ),  is  incorporated  herein  by  reference:

(a)     The Registrant's prospectus filed with the Commission pursuant to Rule
424(b)  under  the  Securities  Act  of  1933  on  November 27, 1997, File No.
333-36429.

(b)        The  description of the Registrant's Capital Stock and the Specimen
Certificate  for  Common  Shares  contained  in  Amendment  Number  3  to  the
Registrant's Registration Statement on Form S-1, filed November 25, 1997, File
No.  333-36429.

(c)    The Registrant's Form 10-Q quarterly report for the quarter ended March
31,  1998,  filed  on  May  15,  1998,  Commission  File  No.  333-36429.

(d)        All  documents  filed  by  the  Registrant with respect to the 1997
Bioanalytical  Systems,  Inc.  Outside Director Stock Option Plan (the  Plan )
pursuant  to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act after the
date  of  this  Registration  Statement  and  prior  to  the  filing  of  a
post-effective  amendment indicating that all of the securities offered hereby
have  been  sold  or  deregistering  all such securities then remaining unsold
shall be deemed to be incorporated by reference in this Registration Statement
and  to  be  a  part  hereof  from  the  date  of  filing  of those documents.

ITEM  4.    DESCRIPTION  OF  SECURITIES.

Not  applicable.

ITEM  5.    INTERESTS  OF  NAMED  EXPERTS  AND  COUNSEL.

Not  applicable.

ITEM  6.    INDEMNIFICATION  OF  DIRECTORS  AND  OFFICERS.

The  Indiana Business Corporation Law ( IBCL ), the provisions of which govern
the  Registrant,  empowers  an  Indiana  corporation  to indemnify present and
former  directors,  officers,  employees, or agents or any person who may have
served  at the request of the corporation as a director, officer, employee, or
agent  of  another corporation ( Eligible Persons ) against liability incurred
in  any  proceeding, civil or criminal, in which the Eligible Person is made a
party  by  reason of being or having been in any such capacity, or arising out
of  his  status  as such, if the individual acted in good faith and reasonably
believed  that  (a)  the  individual  was  acting in the best interests of the
corporation,  or  (b)  if  the  challenged  action was taken other than in the
individual's official capacity as an officer, director, employee or agent, the
individual's  conduct  was  at  least  not  opposed to the corporation's best
interests,  or  (c)  if  in  a  criminal proceeding, either the individual had
reasonable  cause  to believe his conduct was lawful or no reasonable cause to
believe  his  conduct  was  unlawful.

The  IBCL  further  empowers  a corporation to pay or reimburse the reasonable
expenses  incurred by an Eligible Person in connection with the defense of any
such  claim,  including  counsel  fees; and, unless limited by its Articles of
Incorporation,  the  corporation  is  required to indemnify an Eligible Person
against reasonable expenses if he is wholly successful in any such proceeding,
on  the  merits  or otherwise.  Under certain circumstances, a corporation may
pay  or  reimburse  an  Eligible Person for reasonable expenses prior to final
disposition  of  the matter.  Unless a corporation's articles of incorporation
otherwise provide, an Eligible Person may apply for indemnification to a court
which  may order indemnification upon a determination that the Eligible Person
is  entitled  to mandatory indemnification for reasonable expenses or that the
Eligible  Person  is fairly and reasonably entitled to indemnification in view
of  all  the  relevant  circumstances  without  regard  to whether his actions
satisfied  the  appropriate  standard  of  conduct.
Before  a  corporation  may indemnify any Eligible Person against liability or
reasonable  expenses  under the IBCL, a quorum consisting of directors who are
not  parties  to  the  proceeding  must  (1) determine that indemnification is
permissible  in the specific circumstances because the Eligible Person met the
requisite  standard of conduct, (2) authorize the corporation to indemnify the
Eligible  Person  and  (3)  if  appropriate,  evaluate  the  reasonableness of
expenses for which indemnification is sought.  If it is not possible to obtain
a  quorum  of  uninvolved  directors,  the  foregoing action may be taken by a
committee  of  two  or  more  directors who are not parties to the proceeding,
special  legal  counsel  selected  by the Board or such a committee, or by the
shareholders  of  the  corporation.

In  addition  to  the  foregoing,  the IBCL states that the indemnification it
provides  shall  not  be  deemed  exclusive of any other rights to which those
indemnified  may  be  entitled  under  any  provision  of  the  articles  of
incorporation or bylaws, resolution of the board of directors or shareholders,
or  any other authorization adopted after notice by a majority vote of all the
voting  shares then issued and outstanding.  The IBCL also empowers an Indiana
corporation  to  purchase  and  maintain  insurance  on behalf of any Eligible
Person  against  any  liability  asserted  against  or  incurred by him in any
capacity  as  such,  or  arising out of his status as such, whether or not the
corporation  would have had the power to indemnify him against such liability.

Article  V of the Second Amended and Restated Articles of Incorporation of the
Registrant,  filed  the  as part of the Registrant's Registration Statement on
Form  S-1  on  November  21,  1997,  File  No.  333-36429,  provides  certain
indemnification  provisions  for the benefit of directors, officers, employees
and  agents  of  the  Registrant.

The  Registrant  may  obtain directors  and officers  liability insurance, the
effect  of  which  will  be  to  indemnify  the  directors and officers of the
corporation  and  its  subsidiaries  against  certain losses caused by errors,
misleading  statements, wrongful acts, omissions, neglect or breach of duty by
them  or  any matter claimed against them in their capacities as directors and
officers.

ITEM  7.    EXEMPTION  FROM  REGISTRATION  CLAIMED.

Not  applicable.

ITEM  8.    EXHIBITS.

See  Index  to  Exhibits.

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 (1)(i) and (1)(ii) shall not apply if
the information required to be included in a post-effective amendment by those
paragraphs  is  contained  in  periodic reports filed with or furnished to the
Commission  by  the  Registrant pursuant to Section 13 or Section 15(d) of the
Exchange Act 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.

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

(5)    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 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.

SIGNATURES

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 West Lafayette, State of Indiana, on May 7, 1998.

                        BIOANALYTICAL  SYSTEMS,  INC.

                        By:      /s/  Peter  T.  Kissinger

                        Title:      Chairman  and  Chief  Executive  Officer

POWER  OF  ATTORNEY

Know all men by these presents, that each person whose signature appears below
constitutes and appoints Peter T. Kissinger and Douglas P. Wieten, and each or
any  of  them  (with  full  power  to  act  alone), his or her true and lawful
attorneys-in-fact  and  agents  with  full  power  of  substitution  and
resubstitution, for him or her and in his or her 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  all  exhibits  thereto, and other
documents  in  connection  therewith,  with  the  Securities  and  Exchange
Commission,  granting  unto  those 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  or  she  might  or  could do in person, hereby ratifying and
confirming  all that those attorneys-in-fact and agents, or their substitutes,
may  do  or  cause  to  be  done  by  virtue  hereof.

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 date indicated:
SIGNATURE. . . . . . . . .  CAPACITY                     DATE
                            WITH REGISTRANT

  /s/  Peter T. Kissinger.  President, Chief Executive   5/7/98
Peter T. Kissinger . . . .  Officer,
                            Director, and Principal
                            Executive Officer

  /s/ Douglas P. Wieten. .  Chief Financial Officer,     5/15/98
Douglas P. Wieten. . . . .  Controller,Treasurer,
                            Principal Financial Officer
                            and Accounting Officer

  /s/ William Baitinger. .  Director                     5/7/98
William Baitinger

  /s/ Michael Campbell . .  Director                     5/7/98
Michael Campbell

______________ . . . . . .  Director
Thomas A. Hiatt

  /s/ Candice B. Kissinger  Director                     5/7/98
Candice B. Kissinger

  /s/ John Kraeutler . . .  Director                     5/7/98
John Kraeutler

  /s/ William Mulligan . .  Director                     5/7/98
William Mulligan

  /s/ Ronald E. Shoup. . .  Director                     5/7/98
Ronald E. Shoup

________________ . . . . .  Director
W. Leigh Thompson
Pursuant to the requirements of the Securities Act of 1933, the Plan
Administrator has duly caused this Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized in the City of West
Lafayette, State of Indiana, on May 7, 1998.

                        BIOANALYTICAL SYSTEMS, INC.
                        1997 EMPLOYEE INCENTIVE STOCK
                        OPTION PLAN

                        By: /s/    Peter T. Kissinger
                        Title: Chairman and Chief Executive Officer
BIOANALYTICAL SYSTEMS, INC.
REGISTRATION STATEMENT
ON
FORM S-8

INDEX TO EXHIBITS
Exhibit Number

Assigned in

Regulation S-K

Item 601                Description of Exhibit

(4) . . . . . .   4.01  Specimen Certificate for Common Shares (incorporated
                        by reference to Exhibit 4.1 to Amendment Number 3 to
                        the Registrant's Registration Statement on Form S-1,
                        filed November 25, 1997, File No. 333-36429)

(5) . . . . . .   5.01  Opinion of Ice Miller Donadio & Ryan

(15)                    Not Applicable

(23). . . . . .  23.01  Consent of Ernst & Young LLP

                 23.02  Consent of Ice Miller Donadio & Ryan (Contained in
                        Exhibit 5.01)

(24)                    Power of Attorney (See Page 6)

(28)                    Not Applicable