As filed with the Securities and Exchange Commission on October 21, 1996
                                                Registration No. 333-         
    

                     SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  20549
                                      

                                 Form S-8
                         REGISTRATION STATEMENT
                                  Under
                       THE SECURITIES ACT OF 1933

                                      


                      ROBOTIC VISION SYSTEMS, INC.
         (Exact name of Registrant as specified in its charter)



        Delaware                                         11-2400145
(State or other jurisdiction of                      (I.R.S. Employer
incorporation or organization)                      Identification Number)


                         425 Rabro Drive East
                      Hauppauge, New York  11788
               (Address of principal executive offices)


            1996 NON-EXECUTIVE EMPLOYEE STOCK OPTION PLAN
                       (Full title of the Plan)


                       PAT V. COSTA, President
                    Robotic Vision Systems, Inc.
                        425 Rabro Drive East
                      Hauppauge, New York 11788
                           (516) 273-9700

               (Name, address and telephone number,
             including area code, of agent for service)

                                      
                            with a copy to:

                         IRA I. ROXLAND, Esq.
                    Parker Duryee Rosoff & Haft
                           529 Fifth Avenue
                     New York, New York  10017
                           (212) 599-0500


                    
<TABLE>
<CAPTION>
                   CALCULATION OF REGISTRATION FEE

<S>              <C>            <C>         <C>             <C>
                                 Proposed    Proposed    
                                 Maximum     Maximum
 Title of                        Offering    Aggregate       Amount of
 Securities to    Amount to be   Price Per   Offering        Registration
 be Registered    Registered     Share*      Price*          Fee              
 -------------    ------------   ---------   -------------   ------------       
 Common Stock,    500,000 shs.   $14.625     $7,312,500.00   $2,215.91
 par value $.01                                  
 per share

--------------                                  
*  Estimated solely for the purpose of calculating the amount of the 
   registration fee pursuant to Rule 457(h).

</TABLE>


<PAGE>


PART II.  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.   Incorporation of Documents by Reference.

          The following documents, filed by Robotic Vision
Systems, Inc. (the "Registrant") with the Securities and
Exchange Commission, are incorporated herein by reference and
made a part hereof:

          1.   Registrant's Annual Report on Form 10-K for
               the fiscal year ended September 30, 1995;

          2.   Registrant's Quarterly Report on Form 10-Q for
               the nine months ended June 30, 1996;

          3.   Registrant's Registration Statement on Form S-4
               (File No. 333-08663);

          4.   Registrant's Current Report on Form 8-K dated
               September 13, 1996;

          5.   Registrant's Current Report on Form 8-K dated
               October 9, 1996;

          6.   Registrant's Registration Statement on Form 8-A
               (File No. 0-8623) containing a description
               of Registrant's Common Stock, par value $.01
               per share (the "Common Stock").


          All documents filed by the Registrant pursuant to
Sections 13(a), 13(c), 14 and 15(d) of the Securities Exchange
Act of 1934 (the "Exchange Act") after the date of this
Registration Statement and prior to the filing of a post-effective
amendment to this Registration Statement which
indicates that all Common Stock registered hereby has been
sold or which deregisters such Common Stock 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 such documents (such documents, and the documents
listed above, being hereinafter referred to as "Incorporated
Documents").  Any statement contained in an Incorporated
Document 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 other subsequently filed
Incorporated Document 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.




<PAGE>

Item 4.   Description of Securities.

          The Common Stock of Registrant is registered under
Section 12 of the Exchange Act.


Item 5.   Interests of Named Experts and Counsel.

          Not Applicable


Item 6.   Indemnification of Directors and Officers.

          Article SEVENTH of the Certificate of Incorporation
of the Registrant provides with respect to the indemnification
of directors and officers that the Registrant shall indemnify
to the fullest extent permitted by Section 145 of the Delaware
General Corporation Law, as amended from time to time, each
person that such Section grants the Registrant power to
indemnify.  Article TENTH of the Certificate of Incorporation
of the Registrant also provides that no director shall be
liable to the corporation or any of its stockholders for
monetary damages for breach of fiduciary duty as a director,
except with respect to (1) a breach of the director's duty of
loyalty to the corporation of its stockholders, (2) acts or
omissions not in good faith or which involve intentional
misconduct or a knowing violation of law, (3) liability under
Section 174 of the Delaware General Corporation Law or (4) a
transaction from which the director derived an improper
personal benefit, it being the intention of the foregoing
provision to eliminate the ability of the corporation's
directors to the corporation or its stockholders to the
fullest extent permitted by Section 102(b)(7) of Delaware
General Corporation Law, as amended from time to time.  

          Section 145 of the Delaware Corporation Law
provides, inter alia, that to the extent a director, officer,
employee or agent of a corporation has been successful on the
merits or otherwise in defense of any action, suit or
proceeding, whether civil, criminal, administrative or
investigative or in defense of any claim, issue or matter
therein (hereinafter, a "Proceeding"), by reason of the fact
that he is or was a director, officer, employee or agent of a
corporation or is or was serving at the request of such
corporation as a director, officer, employee or agent of
another corporation or of a partnership, joint venture, trust
or other enterprise (collectively an "Agent" of the
corporation), he shall be indemnified against expenses
(including attorneys' fees) actually and reasonably incurred
by him in connection therewith.  

          Section 145 also provides that a corporation may
indemnify any person who was or is a party or is a party or is
threatened to be made a party to any threatened Proceeding by



<PAGE>

reason of the fact that he is or was an Agent of the
corporation, 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; provided, however, that in
an action by or in the right of the corporation, the
corporation may not indemnify such person in respect of any
claim, issue, or matter as to which he is adjudged to be
liable to the corporation unless, and only to the extent that,
the Court of Chancery or the court in which such proceeding
was brought determines that, despite the adjudication of
liability but in view of all the circumstances of the case,
such person is reasonably entitled to indemnity.  


Item 7.   Exemption from Registration Claimed.

          Not Applicable.


Item 8.   Exhibits.

     4         1996 Non-Executive Employee Stock Option Plan

     5         Opinion of Parker Duryee Rosoff & Haft as
               to the legality of the Common Stock
               registered hereby

     23(a)     Consent of Parker Duryee Rosoff & Haft
               (reference is made to Exhibit 5 herein)

     23(b)     Consent of Deloitte & Touche LLP

     23(c)     Consent of Arthur Andersen LLP

     23(d)     Consent of Ernst & Young LLP


Item 9.   Undertakings.

          (a)  The Registrant hereby undertakes:

               (1)  To file, during any period in which offers
or sales are being made of the securities registered hereby,
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 (the "Securities Act");



<PAGE>

               (ii) to reflect in the prospectus any facts or
                    events arising after the effective date
                    of this 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 this
                    Registration Statement; and

              (iii) to include any material information with
                    respect to the plan of distribution not
                    previously disclosed in this Registration
                    Statement or any material change to such
                    information in this Registration
                    Statement;

provided, however, that the undertakings set forth in
paragraphs (i) and (ii) above do 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
Exchange Act that are incorporated by reference in this
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 remove from registration by means of a
post-effective amendment any of the securities being
registered hereby which remain unsold at the termination of
the offering.

          (b)  The Registrant hereby undertakes that, for
purposes of determining any liability under the Securities
Act, each filing of Registrant's annual report pursuant to
Section 13(a) or Section 15(d) of the Exchange Act that is
incorporated by reference in this Registration Statement shall
be deemed to be a new registration statement relating to the
securities offered herein, 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 Securities Act may be permitted to
directors, officers and controlling persons of the Registrant
pursuant to the provisions of the Certificate of Incorporation
of the Registrant and the provisions of the Delaware law
described under Item 6 above, 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



<PAGE>

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.



<PAGE>

                               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 Village of Hauppauge, State of New York, on
the 21st day of October, 1996.


                              ROBOTIC VISION SYSTEMS, INC. 

                              By: /s/Pat V. Costa            
      
                                   Pat V. Costa, President


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

     Signature                     Title                        Date

                              Chairman of the 
                              Board, President
                              and Director (Principal
/s/Pat V. Costa               Executive Officer)       October 21, 1996
Pat V. Costa 
                              Executive Vice 
                              President, Secretary/
                              Treasurer and
                              Director (Principal 
                              Financial Officer
                              and Principal
/s/Robert H. Walker           Accounting Officer       October 21, 1996
Robert H. Walker

                              Senior Vice President
/s/Howard Stern               and Director             October 21, 1996
Howard Stern


                              Director            
Donald F. Domnick


/s/Jay M. Haft                Director                 October 21, 1996
Jay M. Haft


                              Director            
Frank A. DiPietro


                              Director            
Mark J. Lerner
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 14788}]
{"company-data": {"conformed-name": "ROBOTIC VISION SYSTEMS INC", "cik": "0000225868", "assigned-sic": "3823", "irs-number": "112400145", "state-of-incorporation": "DE", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-14529", "film-number": "96645873"}, "business-address": {"street1": "425 RABRO DR EAST", "city": "HAUPPAUGE", "state": "NY", "zip": "11788", "phone": "5162739700"}, "former-company": {"former-conformed-name": "SOLID PHOTOGRAPHY INC", "date-changed": "19810819"}}
As filed with the Securities and Exchange Commission on October 21, 1996
                                                Registration No. 333-         
    

                     SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  20549
                                      

                                 Form S-8
                         REGISTRATION STATEMENT
                                  Under
                       THE SECURITIES ACT OF 1933

                                      

                      ROBOTIC VISION SYSTEMS, INC.
         (Exact name of Registrant as specified in its charter)

        Delaware                                         11-2400145
(State or other jurisdiction of                      (I.R.S. Employer
incorporation or organization)                      Identification Number)

                         425 Rabro Drive East
                      Hauppauge, New York  11788
               (Address of principal executive offices)

            1996 NON-EXECUTIVE EMPLOYEE STOCK OPTION PLAN
                       (Full title of the Plan)

                       PAT V. COSTA, President
                    Robotic Vision Systems, Inc.
                        425 Rabro Drive East
                      Hauppauge, New York 11788
                           (516) 273-9700

               (Name, address and telephone number,
             including area code, of agent for service)

                                      
                            with a copy to:

                         IRA I. ROXLAND, Esq.
                    Parker Duryee Rosoff & Haft
                           529 Fifth Avenue
                     New York, New York  10017
                           (212) 599-0500
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     Share*      Price*          Fee              
 -------------    ------------   ---------   -------------   ------------       
 Common Stock,    500,000 shs.   $14.625     $7,312,500.00   $2,215.91
 par value $.01                                  
 per share

--------------                                  
*  Estimated solely for the purpose of calculating the amount of the 
   registration fee pursuant to Rule 457(h).
PART II.  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.   Incorporation of Documents by Reference.

          The following documents, filed by Robotic Vision
Systems, Inc. (the "Registrant") with the Securities and
Exchange Commission, are incorporated herein by reference and
made a part hereof:

          1.   Registrant's Annual Report on Form 10-K for
               the fiscal year ended September 30, 1995;

          2.   Registrant's Quarterly Report on Form 10-Q for
               the nine months ended June 30, 1996;

          3.   Registrant's Registration Statement on Form S-4
               (File No. 333-08663);

          4.   Registrant's Current Report on Form 8-K dated
               September 13, 1996;

          5.   Registrant's Current Report on Form 8-K dated
               October 9, 1996;

          6.   Registrant's Registration Statement on Form 8-A
               (File No. 0-8623) containing a description
               of Registrant's Common Stock, par value $.01
               per share (the "Common Stock").

          All documents filed by the Registrant pursuant to
Sections 13(a), 13(c), 14 and 15(d) of the Securities Exchange
Act of 1934 (the "Exchange Act") after the date of this
Registration Statement and prior to the filing of a post-effective
amendment to this Registration Statement which
indicates that all Common Stock registered hereby has been
sold or which deregisters such Common Stock 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 such documents (such documents, and the documents
listed above, being hereinafter referred to as "Incorporated
Documents").  Any statement contained in an Incorporated
Document 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 other subsequently filed
Incorporated Document 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.

          The Common Stock of Registrant is registered under
Section 12 of the Exchange Act.

Item 5.   Interests of Named Experts and Counsel.

          Not Applicable

Item 6.   Indemnification of Directors and Officers.

          Article SEVENTH of the Certificate of Incorporation
of the Registrant provides with respect to the indemnification
of directors and officers that the Registrant shall indemnify
to the fullest extent permitted by Section 145 of the Delaware
General Corporation Law, as amended from time to time, each
person that such Section grants the Registrant power to
indemnify.  Article TENTH of the Certificate of Incorporation
of the Registrant also provides that no director shall be
liable to the corporation or any of its stockholders for
monetary damages for breach of fiduciary duty as a director,
except with respect to (1) a breach of the director's duty of
loyalty to the corporation of its stockholders, (2) acts or
omissions not in good faith or which involve intentional
misconduct or a knowing violation of law, (3) liability under
Section 174 of the Delaware General Corporation Law or (4) a
transaction from which the director derived an improper
personal benefit, it being the intention of the foregoing
provision to eliminate the ability of the corporation's
directors to the corporation or its stockholders to the
fullest extent permitted by Section 102(b)(7) of Delaware
General Corporation Law, as amended from time to time.  

          Section 145 of the Delaware Corporation Law
provides, inter alia, that to the extent a director, officer,
employee or agent of a corporation has been successful on the
merits or otherwise in defense of any action, suit or
proceeding, whether civil, criminal, administrative or
investigative or in defense of any claim, issue or matter
therein (hereinafter, a "Proceeding"), by reason of the fact
that he is or was a director, officer, employee or agent of a
corporation or is or was serving at the request of such
corporation as a director, officer, employee or agent of
another corporation or of a partnership, joint venture, trust
or other enterprise (collectively an "Agent" of the
corporation), he shall be indemnified against expenses
(including attorneys' fees) actually and reasonably incurred
by him in connection therewith.  

          Section 145 also provides that a corporation may
indemnify any person who was or is a party or is a party or is
threatened to be made a party to any threatened Proceeding by
reason of the fact that he is or was an Agent of the
corporation, 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; provided, however, that in
an action by or in the right of the corporation, the
corporation may not indemnify such person in respect of any
claim, issue, or matter as to which he is adjudged to be
liable to the corporation unless, and only to the extent that,
the Court of Chancery or the court in which such proceeding
was brought determines that, despite the adjudication of
liability but in view of all the circumstances of the case,
such person is reasonably entitled to indemnity.  

Item 7.   Exemption from Registration Claimed.

          Not Applicable.

Item 8.   Exhibits.

     4         1996 Non-Executive Employee Stock Option Plan

     5         Opinion of Parker Duryee Rosoff & Haft as
               to the legality of the Common Stock
               registered hereby

     23(a)     Consent of Parker Duryee Rosoff & Haft
               (reference is made to Exhibit 5 herein)

     23(b)     Consent of Deloitte & Touche LLP

     23(c)     Consent of Arthur Andersen LLP

     23(d)     Consent of Ernst & Young LLP

Item 9.   Undertakings.

          (a)  The Registrant hereby undertakes:

               (1)  To file, during any period in which offers
or sales are being made of the securities registered hereby,
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 (the "Securities Act");
(ii) to reflect in the prospectus any facts or
                    events arising after the effective date
                    of this 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 this
                    Registration Statement; and

              (iii) to include any material information with
                    respect to the plan of distribution not
                    previously disclosed in this Registration
                    Statement or any material change to such
                    information in this Registration
                    Statement;

provided, however, that the undertakings set forth in
paragraphs (i) and (ii) above do 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
Exchange Act that are incorporated by reference in this
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 remove from registration by means of a
post-effective amendment any of the securities being
registered hereby which remain unsold at the termination of
the offering.

          (b)  The Registrant hereby undertakes that, for
purposes of determining any liability under the Securities
Act, each filing of Registrant's annual report pursuant to
Section 13(a) or Section 15(d) of the Exchange Act that is
incorporated by reference in this Registration Statement shall
be deemed to be a new registration statement relating to the
securities offered herein, 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 Securities Act may be permitted to
directors, officers and controlling persons of the Registrant
pursuant to the provisions of the Certificate of Incorporation
of the Registrant and the provisions of the Delaware law
described under Item 6 above, 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.
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 Village of Hauppauge, State of New York, on
the 21st day of October, 1996.

                              ROBOTIC VISION SYSTEMS, INC. 

                              By: /s/Pat V. Costa            
      
                                   Pat V. Costa, President

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

     Signature                     Title                        Date

                              Chairman of the 
                              Board, President
                              and Director (Principal
/s/Pat V. Costa               Executive Officer)       October 21, 1996
Pat V. Costa 
                              Executive Vice 
                              President, Secretary/
                              Treasurer and
                              Director (Principal 
                              Financial Officer
                              and Principal
/s/Robert H. Walker           Accounting Officer       October 21, 1996
Robert H. Walker

                              Senior Vice President
/s/Howard Stern               and Director             October 21, 1996
Howard Stern

                              Director            
Donald F. Domnick

/s/Jay M. Haft                Director                 October 21, 1996
Jay M. Haft

                              Director            
Frank A. DiPietro

                              Director            
Mark J. Lerner