<PAGE>

 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 21, 1997
                                           REGISTRATION NO. 333-     

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

                          SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C. 20549

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

                                       FORM S-8
                                REGISTRATION STATEMENT
                                        UNDER
                              THE SECURITIES ACT OF 1933
                                                              
                             ------------------------------
                          GASONICS INTERNATIONAL CORPORATION
                (Exact name of Registrant as specified in its charter)
                                                              
                             ------------------------------

         Delaware                                             94-2159729
  (State or other jurisdiction                             (I.R.S. Employer
of incorporation or organization)                        Identification Number)

                                 2730 Junction Avenue
                              San Jose, California 95134
                 (Address of principal executive offices) (zip code)

                             ------------------------------
                          GASONICS INTERNATIONAL CORPORATION
                        1994 Stock Option/Stock Issuance Plan
                             Employee Stock Purchase Plan
                               (Full Title of the Plans)
                                                               
                             ------------------------------

                                    Dave Toole
                        President and Chief Executive Officer
                          GASONICS INTERNATIONAL CORPORATION
                   2730 Junction Avenue, San Jose, California 95134
                                   (408) 944-0212
            (Telephone number, including area code, of agent for service)
                                                              
                             ------------------------------

<TABLE>
                           CALCULATION OF REGISTRATION FEE
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
                                                                                     Proposed      
                                                              Proposed maximum        maximum            Amount of 
                                            Amount to be     offering price per      aggregate        registration fee
Title of securities to be registered        registered(1)          share(2)       offering price(2)
<S>                                           <C>                  <C>                <C>                 <C>

Options to Purchase Common Stock 
(1994 Stock Option/Stock Issuance Plan)       500,000               N/A                 N/A                N/A

Common Stock, $0.001 par value
(1994 Stock Option/Stock Issuance Plan)       500,000              $10.25              $5,125,000         $1,553.03

Common Stock, $0.001 par value
(Employee Stock Purchase Plan)                400,000              $10.25              $4,100,000         $1,242.42

Aggregate Filing Fee                                                                                      $2,796.00
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
</TABLE>

(1)  This Registration Statement shall also cover any additional shares of 
Common Stock which become issuable under the 1994 Stock Option/Stock Issuance 
Plan and the Employee Stock Purchase Plan by reason of any stock dividend, 
stock split, recapitalization or any other similar transaction without 
receipt of consideration which results in an increase in the number of 
outstanding shares of Common Stock of GaSonics International Corporation.

(2)  Calculated solely for purposes of this offering under Rule 457(h) of the 
Securities Act of 1933, as amended, on the basis of the average of the high 
and low selling prices per share of Common Stock of GaSonics International 
Corporation on May 16, 1997, as reported on the Nasdaq National Market.


<PAGE>

                                       PART II

                  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

         GaSonics International Corporation (the "Registrant") hereby 
incorporates by reference into this Registration Statement the following 
documents previously filed with the Securities and Exchange Commission (the 
"Commission"):

    (a)  The Registrant's Annual Report on Form 10-K for the fiscal year ended
         September 30, 1996, filed with the Commission on December 24, 1996;

    (b)  The Registrant's Quarterly Reports on Form 10-Q for the fiscal
         quarters ended December 31, 1996 and March 31, 1997, filed with the
         Commission on February 11, 1997 and May 7, 1997, respectively; and

    (c)  The Registrant's Registration Statement No. 0-23372 on Form 8-A filed
         with the Commission on February 4, 1994 pursuant to Section 12 of the
         Securities Exchange Act of 1934 (the "1934 Act"), together with
         Amendment No. 1 to the Form 8-A filed with the Commission on March 9,
         1994, in which there is described the terms, rights and provisions
         applicable to the Registrant's outstanding Common Stock.

         All reports and definitive proxy or information statements filed 
pursuant to Section 13(a), 13(c), 14 or 15(d) of the 1934 Act after the date 
of this Registration Statement and prior to the filing of a post-effective 
amendment which indicates that all securities offered hereby have been sold 
or which deregisters all securities then remaining unsold shall be deemed to 
be incorporated by reference into this Registration Statement and to be a 
part hereof from the date of filing of such documents.

         Any statement contained in a document incorporated or deemed to be 
incorporated by reference herein shall be deemed to be modified or superseded 
for purposes of this Registration Statement to the extent that a statement 
contained herein or in any subsequently filed document which is also deemed 
to be incorporated by reference herein modifies or supersedes such statement. 
 Any such statement so modified or superseded shall not be deemed, except as 
so modified or superseded, to constitute a part of this Registration 
Statement.

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 145(a) of the Delaware General Corporation Law (the
"Corporation Law") provides in relevant part that "[a] corporation may indemnify
any person who was or is a party or is threatened to be made a party to 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) by reason of the fact that he is or was a director,
officer, employee or agent of the corporation, or is or was serving at the
request of the corporation as a director, officer, employee or agent of another
corporation, partnership, joint venture, trust or other 


                                     II-1.
<PAGE>

enterprise against expenses (including attorneys' fees), judgments, fines and 
amounts paid in settlement actually and reasonably incurred by him in 
connection with such action, suit or proceeding if he acted in good faith and 
in a manner he reasonably believed to be in or not opposed to the best 
interests of the corporation, and, with respect to any criminal action or 
proceeding, had no reasonable cause to believe his conduct was unlawful." 
With respect to derivative actions, Section 145(b) of the Corporation Law 
provides in relevant part that "[a] corporation may indemnify any person who 
was or is a party or is threatened to be made a party to any threatened, 
pending or completed action or suit by or in the right of the corporation to 
procure a judgment in its favor...[by reason of his service in one of the 
capacities specified in the preceding sentence] against expenses (including 
attorneys' fees) actually and reasonably incurred by him in connection with 
the defense or settlement of such action or suit if he acted in good faith 
and in a manner he reasonably believed to be in or not opposed to the best 
interests of the corporation except that no indemnification shall be made in 
respect of any claim, issue or matter as to which such person shall have been 
adjudged to be liable to the corporation unless and only to the extent that 
the Court of Chancery or the court in which such action or suit was brought 
shall determine upon application that, despite the adjudication of liability 
but in view of all the circumstances of the case, such person is fairly and 
reasonably entitled to indemnity for such expenses which the Court of 
Chancery or such other court shall deem proper."

    The Registrant's Certificate of Incorporation limits the liability of 
directors to the maximum extent permitted by the Corporation Law, and  the 
Registrant's Bylaws provide that each person who is or was a director of the 
Registrant shall be indemnified by the Registrant to the full extent 
permitted by the Corporation Law.  Such Certificate also provides that the 
Registrant may, but is not required to, indemnify its officers, employees and 
agents (other than directors and executive officers) to the extent and in the 
manner permitted by the Corporation Law.  The Registrant has entered into 
indemnification agreements with its officers and directors.  The 
indemnification agreements provide the Registrant's officers and directors 
with further indemnification to the maximum extent permitted by the 
Corporation Law.

Item 7.  EXEMPTION FROM REGISTRATION CLAIMED

         Not Applicable.

Item 8.  EXHIBITS

Exhibit Number    Exhibit
--------------    -------

    4             Instruments Defining Rights of Stockholders.  Reference is 
                  made to Registrant's Registration Statement No. 0-23372 on 
                  Form 8-A and Amendment No. 1 thereto, which are 
                  incorporated herein by reference pursuant to Item 3(c) of 
                  this Registration Statement.
    5             Opinion and consent of Brobeck, Phleger & Harrison LLP.
    23.1          Consent of Arthur Andersen LLP, Independent Auditors.
    23.2          Consent of Brobeck, Phleger & Harrison LLP is contained in 
                  Exhibit 5.
    24            Power of Attorney.  Reference is made to page II-5 of this 
                  Registration Statement.
    99.1          GaSonics International Corporation 1994 Stock Option/Stock 
                  Issuance Plan (as amended and restated effective December 
                  17, 1996).
    99.2*         Form of Notice of Grant to be generally used in connection 
                  with the 1994 Stock Option/Stock Issuance Plan.
    99.3*         Form of Stock Option Agreement to be generally used in 
                  connection with the 1994 Stock Option/Stock Issuance Plan.
    99.4*         Addendum to Stock Option Agreement (Financial Assistance).
    99.5*         Addendum to Stock Option Agreement (Limited Stock 
                  Appreciation Right).
    99.6*         Addendum to Stock Option Agreement (Involuntary 
                  Termination).
    99.7*         Addendum to Stock Option Agreement (Special Tax Elections).


                                     II-2.
<PAGE>

    99.8**        Form of Notice of Grant (Non-Employee Director - Initial 
                  Grant) to be generally used in connection with the 
                  automatic grant program of the 1994 Stock Option/Stock 
                  Issuance Plan.
    99.9**        Form of Notice of Grant (Non-Employee Director - 
                  Subsequent Grant) to be generally used in connection with 
                  the automatic grant program of the 1994 Stock Option/Stock 
                  Issuance Plan.
    99.10*        Form of Stock Option Agreement (Non-Employee Director) to be
                  generally used in connection with the automatic grant program
                  of the 1994 Stock Option/Stock Issuance Plan.
    99.11*        Form of Stock Issuance Agreement to be generally used in
                  connection with the 1994 Stock Option/Stock Issuance Plan.
    99.12*        Addendum to Stock Issuance Agreement (Involuntary 
                  Termination).
    99.13*        Addendum to Stock Issuance Agreement (Special Tax Elections).
    99.14         Employee Stock Purchase Plan (as amended and restated 
                  effective December 17, 1996).
    99.15**       Form of Stock Purchase Agreement.
    99.16**       Form of Enrollment/Change Form.

    *  Exhibits 99.2 through 99.7 and Exhibits 99.10 through 99.13 are
    incorporated herein by reference to Exhibits 99.2 through 99.7 and Exhibits
    99.10 through 99.13, respectively, of Registrant's Registration Statement
    No. 33-76698 on Form S-8 which was filed with the SEC on March 21, 1994.

    **  Exhibits 99.8, 99.9, 99.15 and 99.16 are incorporated by reference to
    Exhibits 99.8, 99.9, 99.15 and 99.16 respectively, on Registrant's 
    Registration Statement No. 333-01948 on Form S-8 which was filed with the 
    SEC on March 5, 1996.


Item 9.  UNDERTAKINGS

         A.   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, as amended (the 
"1933 Act"), (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, and (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 clauses (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 by the Registrant pursuant to Section 13 or Section 15(d) of the 1934 
Act that are incorporated by reference into the Registration Statement; (2) 
that for the purpose of determining any liability under the 1933 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; and (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 GaSonics International Corporation 1994 Stock Option/Stock 
Issuance Plan and/or Employee Stock Purchase Plan.

         B.   The undersigned Registrant hereby undertakes that, for purposes 
of determining any liability under the 1933 Act, each filing of the 
Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the 
1934 Act that is incorporated by reference into 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. 

         C.   Insofar as indemnification for liabilities arising under the 
1933 Act may be permitted to directors, officers or controlling persons of 
the Registrant pursuant to the indemnity provisions summarized 

                                     II-3.
<PAGE>

in Item 6 above or otherwise, the Registrant has been informed that in the 
opinion of the Commission such indemnification is against public policy as 
expressed in the 1933 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 1933 Act, and will be governed by the final 
adjudication of such issue.



                                     II-4.
<PAGE>

                                  SIGNATURES

         Pursuant to the requirements of the 1933 Act, 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 San Jose, State of California, on May 19, 1997.

                                  GASONICS INTERNATIONAL CORPORATION

                                  By:  /S/ DAVE TOOLE
                                      -----------------------------------------
                                      Dave Toole, President and Chief 
                                      Executive Officer

                                  POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS:

         That the undersigned officers and directors of GaSonics 
International Corporation, a Delaware corporation, do hereby constitute and 
appoint Monte M. Toole and Dave Toole, and each of them, the lawful 
attorneys-in-fact and agents, with full power and authority to do any and all 
acts and things and to execute any and all instruments which said attorneys 
and agents, and any one of them, determine may be necessary or advisable or 
required to enable said corporation to comply with the 1933 Act, and any 
rules or regulations or requirements of the Commission in connection with 
this Registration Statement.  Without limiting the generality of the 
foregoing power and authority, the powers granted include the power and 
authority to sign the names of the undersigned officers and directors in the 
capacities indicated below to this Registration Statement, to any and all 
amendments, both pre-effective and post-effective, and supplements to this 
Registration Statement and to any and all instruments or documents filed as 
part of or in conjunction with this Registration Statement or to amendments 
or supplements thereof, and each of the undersigned hereby ratifies and 
confirms all that said attorneys and agents, or any one of them, shall do or 
cause to be done by virtue hereof.  This Power of Attorney may be signed in 
several counterparts.

         IN WITNESS WHEREOF, each of the undersigned has executed this Power 
of Attorney as of the date indicated.

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

      SIGNATURE                   TITLE                           DATE
      ---------                   -----                           ----

/S/ MONTE M. TOOLE       Chairman of the Board of Directors      May 19, 1997
-----------------------
Monte M. Toole


/S/ DAVE TOOLE             President, Chief Executive Officer    May 19, 1997
-----------------------    and Director
Dave Toole                 (Principal Executive Officer)
                          
                          
/S/ TERRY R. GIBSON        Vice President, Finance               May 19, 1997
-----------------------    (Principal Financial and
Terry R. Gibson              Accounting Officer)   
                          
                          
/S/ KENNETH L. SCHROEDER   Director                              May 19, 1997
-----------------------   
Kenneth L. Schroeder      
                          
                          
/S/ F. JOSEPH VN POPPELEN  Director                              May 19, 1997
-----------------------
F. Joseph Van Poppelen


                                     II-5.
<PAGE>




                          SECURITIES AND EXCHANGE COMMISSION

                                   WASHINGTON, D.C.



                                     EXHIBITS

                                        TO

                                     FORM S-8

                                       UNDER

                                SECURITIES ACT OF 1933


                          GASONICS INTERNATIONAL CORPORATION

<PAGE>

                                    EXHIBIT INDEX

    Exhibit
     Number       Exhibit
    --------      -------

    4             Instruments Defining Rights of Stockholders.  Reference is 
                  made to Registrant's Registration Statement No. 0-23372 on 
                  Form 8-A and Amendment No. 1 thereto, which are 
                  incorporated herein by reference pursuant to Item 3(c) of 
                  this Registration Statement.
    5             Opinion and consent of Brobeck, Phleger & Harrison LLP.
    23.1          Consent of Arthur Andersen LLP, Independent Auditors.
    23.2          Consent of Brobeck, Phleger & Harrison LLP is contained in 
                  Exhibit 5.
    24            Power of Attorney.  Reference is made to page II-5 of this 
                  Registration Statement.
    99.1          GaSonics International Corporation 1994 Stock Option/Stock 
                  Issuance Plan (as amended and restated effective December 
                  17, 1996).
    99.2*         Form of Notice of Grant to be generally used in connection 
                  with the 1994 Stock Option/Stock Issuance Plan.
    99.3*         Form of Stock Option Agreement to be generally used in 
                  connection with the 1994 Stock Option/Stock Issuance Plan.
    99.4*         Addendum to Stock Option Agreement (Financial Assistance).
    99.5*         Addendum to Stock Option Agreement (Limited Stock 
                  Appreciation Right).
    99.6*         Addendum to Stock Option Agreement (Involuntary 
                  Termination).
    99.7*         Addendum to Stock Option Agreement (Special Tax Elections).
    99.8**        Form of Notice of Grant (Non-Employee Director - Initial 
                  Grant) to be generally used in connection with the 
                  automatic grant program of the 1994 Stock Option/Stock 
                  Issuance Plan.
    99.9**        Form of Notice of Grant (Non-Employee Director - 
                  Subsequent Grant) to be generally used in connection with 
                  the automatic grant program of the 1994 Stock Option/Stock 
                  Issuance Plan.
    99.10*        Form of Stock Option Agreement (Non-Employee Director) to be
                  generally used in connection with the automatic grant program
                  of the 1994 Stock Option/Stock Issuance Plan.
    99.11*        Form of Stock Issuance Agreement to be generally used in
                  connection with the 1994 Stock Option/Stock Issuance Plan.
    99.12*        Addendum to Stock Issuance Agreement (Involuntary 
                  Termination).
    99.13*        Addendum to Stock Issuance Agreement (Special Tax Elections).
    99.14         Employee Stock Purchase Plan (as amended and restated 
                  effective December 17, 1996).
    99.15**       Form of Stock Purchase Agreement.
    99.16**       Form of Enrollment/Change Form.

    *  Exhibits 99.2 through 99.7 and Exhibits 99.10 through 99.13 are
    incorporated herein by reference to Exhibits 99.2 through 99.7 and Exhibits
    99.10 through 99.13, respectively, of Registrant's Registration Statement
    No. 33-76698 on Form S-8 which was filed with the SEC on March 21, 1994.

    **  Exhibits 99.8, 99.9, 99.15 and 99.16 are incorporated by reference to
    Exhibits 99.8, 99.9, 99.15 and 99.16 respectively, on Registrant's 
    Registration Statement No. 333-01948 on Form S-8 which was filed with the 
    SEC on March 5, 1996.
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 25159}]
{"company-data": {"conformed-name": "GASONICS INTERNATIONAL CORP", "cik": "0000918647", "assigned-sic": "3559", "irs-number": "942159729", "state-of-incorporation": "DE", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-27539", "film-number": "97612448"}, "business-address": {"street1": "2540 JUNCTION AVENUE", "city": "SAN JOSE", "state": "CA", "zip": "95134", "phone": "4083251200"}, "mail-address": {"street1": "2730 JUNCTION AVE", "city": "SAN JOSE", "state": "CA", "zip": "95134"}}
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 21, 1997
                                           REGISTRATION NO. 333-     

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

                          SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C. 20549

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

                                       FORM S-8
                                REGISTRATION STATEMENT
                                        UNDER
                              THE SECURITIES ACT OF 1933
                                                              
                             ------------------------------
                          GASONICS INTERNATIONAL CORPORATION
                (Exact name of Registrant as specified in its charter)
                                                              
                             ------------------------------

         Delaware                                             94-2159729
  (State or other jurisdiction                             (I.R.S. Employer
of incorporation or organization)                        Identification Number)

                                 2730 Junction Avenue
                              San Jose, California 95134
                 (Address of principal executive offices) (zip code)

                             ------------------------------
                          GASONICS INTERNATIONAL CORPORATION
                        1994 Stock Option/Stock Issuance Plan
                             Employee Stock Purchase Plan
                               (Full Title of the Plans)
                                                               
                             ------------------------------

                                    Dave Toole
                        President and Chief Executive Officer
                          GASONICS INTERNATIONAL CORPORATION
                   2730 Junction Avenue, San Jose, California 95134
                                   (408) 944-0212
            (Telephone number, including area code, of agent for service)
                                                              
                             ------------------------------

                           CALCULATION OF REGISTRATION FEE
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
                                                                                     Proposed      
                                                              Proposed maximum        maximum            Amount of 
                                            Amount to be     offering price per      aggregate        registration fee
Title of securities to be registered        registered(1)          share(2)       offering price(2)
Options to Purchase Common Stock 
(1994 Stock Option/Stock Issuance Plan)       500,000               N/A                 N/A                N/A

Common Stock, $0.001 par value
(1994 Stock Option/Stock Issuance Plan)       500,000              $10.25              $5,125,000         $1,553.03

Common Stock, $0.001 par value
(Employee Stock Purchase Plan)                400,000              $10.25              $4,100,000         $1,242.42

Aggregate Filing Fee                                                                                      $2,796.00
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
(1)  This Registration Statement shall also cover any additional shares of 
Common Stock which become issuable under the 1994 Stock Option/Stock Issuance 
Plan and the Employee Stock Purchase Plan by reason of any stock dividend, 
stock split, recapitalization or any other similar transaction without 
receipt of consideration which results in an increase in the number of 
outstanding shares of Common Stock of GaSonics International Corporation.

(2)  Calculated solely for purposes of this offering under Rule 457(h) of the 
Securities Act of 1933, as amended, on the basis of the average of the high 
and low selling prices per share of Common Stock of GaSonics International 
Corporation on May 16, 1997, as reported on the Nasdaq National Market.
PART II

                  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

         GaSonics International Corporation (the "Registrant") hereby 
incorporates by reference into this Registration Statement the following 
documents previously filed with the Securities and Exchange Commission (the 
"Commission"):

    (a)  The Registrant's Annual Report on Form 10-K for the fiscal year ended
         September 30, 1996, filed with the Commission on December 24, 1996;

    (b)  The Registrant's Quarterly Reports on Form 10-Q for the fiscal
         quarters ended December 31, 1996 and March 31, 1997, filed with the
         Commission on February 11, 1997 and May 7, 1997, respectively; and

    (c)  The Registrant's Registration Statement No. 0-23372 on Form 8-A filed
         with the Commission on February 4, 1994 pursuant to Section 12 of the
         Securities Exchange Act of 1934 (the "1934 Act"), together with
         Amendment No. 1 to the Form 8-A filed with the Commission on March 9,
         1994, in which there is described the terms, rights and provisions
         applicable to the Registrant's outstanding Common Stock.

         All reports and definitive proxy or information statements filed 
pursuant to Section 13(a), 13(c), 14 or 15(d) of the 1934 Act after the date 
of this Registration Statement and prior to the filing of a post-effective 
amendment which indicates that all securities offered hereby have been sold 
or which deregisters all securities then remaining unsold shall be deemed to 
be incorporated by reference into this Registration Statement and to be a 
part hereof from the date of filing of such documents.

         Any statement contained in a document incorporated or deemed to be 
incorporated by reference herein shall be deemed to be modified or superseded 
for purposes of this Registration Statement to the extent that a statement 
contained herein or in any subsequently filed document which is also deemed 
to be incorporated by reference herein modifies or supersedes such statement. 
 Any such statement so modified or superseded shall not be deemed, except as 
so modified or superseded, to constitute a part of this Registration 
Statement.

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 145(a) of the Delaware General Corporation Law (the
"Corporation Law") provides in relevant part that "[a] corporation may indemnify
any person who was or is a party or is threatened to be made a party to 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) by reason of the fact that he is or was a director,
officer, employee or agent of the corporation, or is or was serving at the
request of the corporation as a director, officer, employee or agent of another
corporation, partnership, joint venture, trust or other 

                                     II-1.
enterprise against expenses (including attorneys' fees), judgments, fines and 
amounts paid in settlement actually and reasonably incurred by him in 
connection with such action, suit or proceeding if he acted in good faith and 
in a manner he reasonably believed to be in or not opposed to the best 
interests of the corporation, and, with respect to any criminal action or 
proceeding, had no reasonable cause to believe his conduct was unlawful." 
With respect to derivative actions, Section 145(b) of the Corporation Law 
provides in relevant part that "[a] corporation may indemnify any person who 
was or is a party or is threatened to be made a party to any threatened, 
pending or completed action or suit by or in the right of the corporation to 
procure a judgment in its favor...[by reason of his service in one of the 
capacities specified in the preceding sentence] against expenses (including 
attorneys' fees) actually and reasonably incurred by him in connection with 
the defense or settlement of such action or suit if he acted in good faith 
and in a manner he reasonably believed to be in or not opposed to the best 
interests of the corporation except that no indemnification shall be made in 
respect of any claim, issue or matter as to which such person shall have been 
adjudged to be liable to the corporation unless and only to the extent that 
the Court of Chancery or the court in which such action or suit was brought 
shall determine upon application that, despite the adjudication of liability 
but in view of all the circumstances of the case, such person is fairly and 
reasonably entitled to indemnity for such expenses which the Court of 
Chancery or such other court shall deem proper."

    The Registrant's Certificate of Incorporation limits the liability of 
directors to the maximum extent permitted by the Corporation Law, and  the 
Registrant's Bylaws provide that each person who is or was a director of the 
Registrant shall be indemnified by the Registrant to the full extent 
permitted by the Corporation Law.  Such Certificate also provides that the 
Registrant may, but is not required to, indemnify its officers, employees and 
agents (other than directors and executive officers) to the extent and in the 
manner permitted by the Corporation Law.  The Registrant has entered into 
indemnification agreements with its officers and directors.  The 
indemnification agreements provide the Registrant's officers and directors 
with further indemnification to the maximum extent permitted by the 
Corporation Law.

Item 7.  EXEMPTION FROM REGISTRATION CLAIMED

         Not Applicable.

Item 8.  EXHIBITS

Exhibit Number    Exhibit
--------------    -------

    4             Instruments Defining Rights of Stockholders.  Reference is 
                  made to Registrant's Registration Statement No. 0-23372 on 
                  Form 8-A and Amendment No. 1 thereto, which are 
                  incorporated herein by reference pursuant to Item 3(c) of 
                  this Registration Statement.
    5             Opinion and consent of Brobeck, Phleger & Harrison LLP.
    23.1          Consent of Arthur Andersen LLP, Independent Auditors.
    23.2          Consent of Brobeck, Phleger & Harrison LLP is contained in 
                  Exhibit 5.
    24            Power of Attorney.  Reference is made to page II-5 of this 
                  Registration Statement.
    99.1          GaSonics International Corporation 1994 Stock Option/Stock 
                  Issuance Plan (as amended and restated effective December 
                  17, 1996).
    99.2*         Form of Notice of Grant to be generally used in connection 
                  with the 1994 Stock Option/Stock Issuance Plan.
    99.3*         Form of Stock Option Agreement to be generally used in 
                  connection with the 1994 Stock Option/Stock Issuance Plan.
    99.4*         Addendum to Stock Option Agreement (Financial Assistance).
    99.5*         Addendum to Stock Option Agreement (Limited Stock 
                  Appreciation Right).
    99.6*         Addendum to Stock Option Agreement (Involuntary 
                  Termination).
    99.7*         Addendum to Stock Option Agreement (Special Tax Elections).

                                     II-2.
99.8**        Form of Notice of Grant (Non-Employee Director - Initial 
                  Grant) to be generally used in connection with the 
                  automatic grant program of the 1994 Stock Option/Stock 
                  Issuance Plan.
    99.9**        Form of Notice of Grant (Non-Employee Director - 
                  Subsequent Grant) to be generally used in connection with 
                  the automatic grant program of the 1994 Stock Option/Stock 
                  Issuance Plan.
    99.10*        Form of Stock Option Agreement (Non-Employee Director) to be
                  generally used in connection with the automatic grant program
                  of the 1994 Stock Option/Stock Issuance Plan.
    99.11*        Form of Stock Issuance Agreement to be generally used in
                  connection with the 1994 Stock Option/Stock Issuance Plan.
    99.12*        Addendum to Stock Issuance Agreement (Involuntary 
                  Termination).
    99.13*        Addendum to Stock Issuance Agreement (Special Tax Elections).
    99.14         Employee Stock Purchase Plan (as amended and restated 
                  effective December 17, 1996).
    99.15**       Form of Stock Purchase Agreement.
    99.16**       Form of Enrollment/Change Form.

    *  Exhibits 99.2 through 99.7 and Exhibits 99.10 through 99.13 are
    incorporated herein by reference to Exhibits 99.2 through 99.7 and Exhibits
    99.10 through 99.13, respectively, of Registrant's Registration Statement
    No. 33-76698 on Form S-8 which was filed with the SEC on March 21, 1994.

    **  Exhibits 99.8, 99.9, 99.15 and 99.16 are incorporated by reference to
    Exhibits 99.8, 99.9, 99.15 and 99.16 respectively, on Registrant's 
    Registration Statement No. 333-01948 on Form S-8 which was filed with the 
    SEC on March 5, 1996.

Item 9.  UNDERTAKINGS

         A.   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, as amended (the 
"1933 Act"), (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, and (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 clauses (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 by the Registrant pursuant to Section 13 or Section 15(d) of the 1934 
Act that are incorporated by reference into the Registration Statement; (2) 
that for the purpose of determining any liability under the 1933 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; and (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 GaSonics International Corporation 1994 Stock Option/Stock 
Issuance Plan and/or Employee Stock Purchase Plan.

         B.   The undersigned Registrant hereby undertakes that, for purposes 
of determining any liability under the 1933 Act, each filing of the 
Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the 
1934 Act that is incorporated by reference into 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. 

         C.   Insofar as indemnification for liabilities arising under the 
1933 Act may be permitted to directors, officers or controlling persons of 
the Registrant pursuant to the indemnity provisions summarized 

                                     II-3.
in Item 6 above or otherwise, the Registrant has been informed that in the 
opinion of the Commission such indemnification is against public policy as 
expressed in the 1933 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 1933 Act, and will be governed by the final 
adjudication of such issue.

                                     II-4.
SIGNATURES

         Pursuant to the requirements of the 1933 Act, 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 San Jose, State of California, on May 19, 1997.

                                  GASONICS INTERNATIONAL CORPORATION

                                  By:  /S/ DAVE TOOLE
                                      -----------------------------------------
                                      Dave Toole, President and Chief 
                                      Executive Officer

                                  POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS:

         That the undersigned officers and directors of GaSonics 
International Corporation, a Delaware corporation, do hereby constitute and 
appoint Monte M. Toole and Dave Toole, and each of them, the lawful 
attorneys-in-fact and agents, with full power and authority to do any and all 
acts and things and to execute any and all instruments which said attorneys 
and agents, and any one of them, determine may be necessary or advisable or 
required to enable said corporation to comply with the 1933 Act, and any 
rules or regulations or requirements of the Commission in connection with 
this Registration Statement.  Without limiting the generality of the 
foregoing power and authority, the powers granted include the power and 
authority to sign the names of the undersigned officers and directors in the 
capacities indicated below to this Registration Statement, to any and all 
amendments, both pre-effective and post-effective, and supplements to this 
Registration Statement and to any and all instruments or documents filed as 
part of or in conjunction with this Registration Statement or to amendments 
or supplements thereof, and each of the undersigned hereby ratifies and 
confirms all that said attorneys and agents, or any one of them, shall do or 
cause to be done by virtue hereof.  This Power of Attorney may be signed in 
several counterparts.

         IN WITNESS WHEREOF, each of the undersigned has executed this Power 
of Attorney as of the date indicated.

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

      SIGNATURE                   TITLE                           DATE
      ---------                   -----                           ----

/S/ MONTE M. TOOLE       Chairman of the Board of Directors      May 19, 1997
-----------------------
Monte M. Toole

/S/ DAVE TOOLE             President, Chief Executive Officer    May 19, 1997
-----------------------    and Director
Dave Toole                 (Principal Executive Officer)
                          
                          
/S/ TERRY R. GIBSON        Vice President, Finance               May 19, 1997
-----------------------    (Principal Financial and
Terry R. Gibson              Accounting Officer)   
                          
                          
/S/ KENNETH L. SCHROEDER   Director                              May 19, 1997
-----------------------   
Kenneth L. Schroeder      
                          
                          
/S/ F. JOSEPH VN POPPELEN  Director                              May 19, 1997
-----------------------
F. Joseph Van Poppelen

                                     II-5.
SECURITIES AND EXCHANGE COMMISSION

                                   WASHINGTON, D.C.

                                     EXHIBITS

                                        TO

                                     FORM S-8

                                       UNDER

                                SECURITIES ACT OF 1933

                          GASONICS INTERNATIONAL CORPORATION
EXHIBIT INDEX

    Exhibit
     Number       Exhibit
    --------      -------

    4             Instruments Defining Rights of Stockholders.  Reference is 
                  made to Registrant's Registration Statement No. 0-23372 on 
                  Form 8-A and Amendment No. 1 thereto, which are 
                  incorporated herein by reference pursuant to Item 3(c) of 
                  this Registration Statement.
    5             Opinion and consent of Brobeck, Phleger & Harrison LLP.
    23.1          Consent of Arthur Andersen LLP, Independent Auditors.
    23.2          Consent of Brobeck, Phleger & Harrison LLP is contained in 
                  Exhibit 5.
    24            Power of Attorney.  Reference is made to page II-5 of this 
                  Registration Statement.
    99.1          GaSonics International Corporation 1994 Stock Option/Stock 
                  Issuance Plan (as amended and restated effective December 
                  17, 1996).
    99.2*         Form of Notice of Grant to be generally used in connection 
                  with the 1994 Stock Option/Stock Issuance Plan.
    99.3*         Form of Stock Option Agreement to be generally used in 
                  connection with the 1994 Stock Option/Stock Issuance Plan.
    99.4*         Addendum to Stock Option Agreement (Financial Assistance).
    99.5*         Addendum to Stock Option Agreement (Limited Stock 
                  Appreciation Right).
    99.6*         Addendum to Stock Option Agreement (Involuntary 
                  Termination).
    99.7*         Addendum to Stock Option Agreement (Special Tax Elections).
    99.8**        Form of Notice of Grant (Non-Employee Director - Initial 
                  Grant) to be generally used in connection with the 
                  automatic grant program of the 1994 Stock Option/Stock 
                  Issuance Plan.
    99.9**        Form of Notice of Grant (Non-Employee Director - 
                  Subsequent Grant) to be generally used in connection with 
                  the automatic grant program of the 1994 Stock Option/Stock 
                  Issuance Plan.
    99.10*        Form of Stock Option Agreement (Non-Employee Director) to be
                  generally used in connection with the automatic grant program
                  of the 1994 Stock Option/Stock Issuance Plan.
    99.11*        Form of Stock Issuance Agreement to be generally used in
                  connection with the 1994 Stock Option/Stock Issuance Plan.
    99.12*        Addendum to Stock Issuance Agreement (Involuntary 
                  Termination).
    99.13*        Addendum to Stock Issuance Agreement (Special Tax Elections).
    99.14         Employee Stock Purchase Plan (as amended and restated 
                  effective December 17, 1996).
    99.15**       Form of Stock Purchase Agreement.
    99.16**       Form of Enrollment/Change Form.

    *  Exhibits 99.2 through 99.7 and Exhibits 99.10 through 99.13 are
    incorporated herein by reference to Exhibits 99.2 through 99.7 and Exhibits
    99.10 through 99.13, respectively, of Registrant's Registration Statement
    No. 33-76698 on Form S-8 which was filed with the SEC on March 21, 1994.

    **  Exhibits 99.8, 99.9, 99.15 and 99.16 are incorporated by reference to
    Exhibits 99.8, 99.9, 99.15 and 99.16 respectively, on Registrant's 
    Registration Statement No. 333-01948 on Form S-8 which was filed with the 
    SEC on March 5, 1996.