<PAGE>

==============================================================================

                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                           --------------------------

                                    FORM S-8

                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933

                                  HADRON, INC.
             (Exact name of registrant as specified in its charter)

                 NEW YORK                               11-2120726
         (State or other jurisdiction of             (I.R.S. Employer
        incorporation or organization)              Identification No.)

                        5904 Richmond Highway, Suite 300
                           Alexandria, Virginia 22303
                                 (703) 329-9400
               (Address, including zip code and telephone number,
                        of Principal Executive Offices)

                                  HADRON, INC.
                             2000 STOCK OPTION PLAN
                            (Full title of the plan)

                           STERLING E. PHILLIPS, JR.
                     President and Chief Executive Officer
                                  Hadron, Inc.
                        5904 Richmond Highway, Suite 300
                           Alexandria, Virginia 22303
                                 (703) 329-9400
                    (Name, address, including zip code, and
          telephone number, including area code, of agent for service)

================================================================================
<PAGE>

                        CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>


Title of Each               Proposed
Class of        Maximum     Maximum    Proposed
Securities      Amount      Offering   Aggregate  Amount of
to be           to be       Price Per  Offering   Registration
Registered      Registered  Share      Price      Fee
___________     ----------  ---------  ---------  ------------
<S>             <C>         <C>        <C>        <C>

Common Stock
$.02 par        600,000     $1.325   $795,000       $198.75
value
</TABLE>

     Estimated solely for purposes of calculating the registration fee.  Based
on the average of the bid and ask price as of May 3, 2000.

     The purpose of this Registration Statement is to register 600,000
additional shares of common stock, $.02 par value, of Hadron, Inc. issuable
pursuant to the Hadron, Inc. 2000 Stock Option Plan, as amended (the "Plan").
Pursuant to General Instruction E of Form S-8, the Registrant hereby
incorporates by reference the contents of its Form S-8 registration statement
No. 333-37059 (filed October 2, 1997).


Item 8.   Exhibits

   5.1    Opinion and Consent of Holland & Knight LLP, Counsel to the Company,
          as to the legality of the Common Stock offered hereunder

  23.1    Consent of Ernst & Young LLP

  23.2    Consent of Holland & Knight LLP (included in Exhibit 5.1)
<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 Alexandria, Virginia on May 8, 2001.

                                    HADRON, INC.



                                    By:  /s/ Sterling E. Phillips, Jr.
                                         -----------------------------
                                    Name:  Sterling E. Phillips, Jr.
                                    Title: President and Chief Executive Officer


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 May 8, 2001.



/S/ C.W. GILLULY            /S/ GERALD R. MCNICHOLS
----------------            -----------------------
    C.W. Gilluly                William J. Howard
    Director                    Director



/S/ GERALD R. YOUNG          /S/ JOHN D. SANDERS
------------------------     -------------------
    Robert J. Lynch, Jr.         John D. Sanders
    Director                     Director



/S/ JON M. STOUT
----------------
    Jon M. Stout
<PAGE>

                                    EXHIBITS

                                       TO

                                  HADRON, INC.

                       REGISTRATION STATEMENT ON FORM S-8
                                 Exhibit Index



The following exhibits are filed herewith as part of this Registration
Statement:

Exhibit
 No.

 5.1     Opinion and Consent of Holland & Knight LLP, Counsel to the
         Company, as to the legality of the Common Stock offered hereunder

 23.1    Consent of Ernst & Young LLP

 23.2    Consent of Holland & Knight LLP (included in Exhibit 5.1)
[{"type": "S-8", "sequence": "1", "filename": "ds8.txt", "description": "FORM S-8", "secsgml_size_bytes": 5146}]
{"company-data": {"conformed-name": "HADRON INC", "cik": "0000044800", "assigned-sic": "7370", "irs-number": "112120726", "state-of-incorporation": "NY", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-60442", "film-number": "1625787"}, "business-address": {"street1": "5904 RICHMOND HIGHWAY", "street2": "SUITE 300", "city": "ALEXANDRIA", "state": "VA", "zip": "22303", "phone": "703-329-9400"}, "mail-address": {"street1": "5904 RICHMOND HIGHWAY", "street2": "SUITE 300", "city": "ALEXANDRIA", "state": "VA", "zip": "22303"}, "former-company": {"former-conformed-name": "BIORAD INC", "date-changed": "19710304"}}
==============================================================================

                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                           --------------------------

                                    FORM S-8

                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933

                                  HADRON, INC.
             (Exact name of registrant as specified in its charter)

                 NEW YORK                               11-2120726
         (State or other jurisdiction of             (I.R.S. Employer
        incorporation or organization)              Identification No.)

                        5904 Richmond Highway, Suite 300
                           Alexandria, Virginia 22303
                                 (703) 329-9400
               (Address, including zip code and telephone number,
                        of Principal Executive Offices)

                                  HADRON, INC.
                             2000 STOCK OPTION PLAN
                            (Full title of the plan)

                           STERLING E. PHILLIPS, JR.
                     President and Chief Executive Officer
                                  Hadron, Inc.
                        5904 Richmond Highway, Suite 300
                           Alexandria, Virginia 22303
                                 (703) 329-9400
                    (Name, address, including zip code, and
          telephone number, including area code, of agent for service)

================================================================================
CALCULATION OF REGISTRATION FEE
Title of Each               Proposed
Class of        Maximum     Maximum    Proposed
Securities      Amount      Offering   Aggregate  Amount of
to be           to be       Price Per  Offering   Registration
Registered      Registered  Share      Price      Fee
___________     ----------  ---------  ---------  ------------
Common Stock
$.02 par        600,000     $1.325   $795,000       $198.75
value
Estimated solely for purposes of calculating the registration fee.  Based
on the average of the bid and ask price as of May 3, 2000.

     The purpose of this Registration Statement is to register 600,000
additional shares of common stock, $.02 par value, of Hadron, Inc. issuable
pursuant to the Hadron, Inc. 2000 Stock Option Plan, as amended (the "Plan").
Pursuant to General Instruction E of Form S-8, the Registrant hereby
incorporates by reference the contents of its Form S-8 registration statement
No. 333-37059 (filed October 2, 1997).

Item 8.   Exhibits

   5.1    Opinion and Consent of Holland & Knight LLP, Counsel to the Company,
          as to the legality of the Common Stock offered hereunder

  23.1    Consent of Ernst & Young LLP

  23.2    Consent of Holland & Knight LLP (included in Exhibit 5.1)
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 Alexandria, Virginia on May 8, 2001.

                                    HADRON, INC.

                                    By:  /s/ Sterling E. Phillips, Jr.
                                         -----------------------------
                                    Name:  Sterling E. Phillips, Jr.
                                    Title: President and Chief Executive Officer

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 May 8, 2001.

/S/ C.W. GILLULY            /S/ GERALD R. MCNICHOLS
----------------            -----------------------
    C.W. Gilluly                William J. Howard
    Director                    Director

/S/ GERALD R. YOUNG          /S/ JOHN D. SANDERS
------------------------     -------------------
    Robert J. Lynch, Jr.         John D. Sanders
    Director                     Director

/S/ JON M. STOUT
----------------
    Jon M. Stout
EXHIBITS

                                       TO

                                  HADRON, INC.

                       REGISTRATION STATEMENT ON FORM S-8
                                 Exhibit Index

The following exhibits are filed herewith as part of this Registration
Statement:

Exhibit
 No.

 5.1     Opinion and Consent of Holland & Knight LLP, Counsel to the
         Company, as to the legality of the Common Stock offered hereunder

 23.1    Consent of Ernst & Young LLP

 23.2    Consent of Holland & Knight LLP (included in Exhibit 5.1)