SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

                                  FORM S-8
                            Registration Statement
                                    under
                           The Securities Act of 1933

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

                     Delaware                           54-0952207
          (State or other jurisdiction    (I.R.S. Employer Identification No.)
               of incorporation or
                 organization)

       300 Delaware Avenue, Suite 714, Wilmington, Delaware        19801      
       (Address of principal executive offices)                    (Zip Code)

                             CANISCO RESOURCES, INC.
                        1998 STOCK OPTION/INCENTIVE PLAN

                            (Full title of the plan)

                                Ralph A. Trallo
                      President and Chief Executive Officer
                            Canisco Resources, Inc.
                         300 Delaware Avenue, Suite 714
                           Wilmington, Delaware  19801     
                     (Name and address of agent for service
                                 (302) 777-5050
          (Telephone number, including area code, of agent for service)

                                  Copies to:

                          Carl W. Schneider, Esquire
                    Wolf, Block, Schorr and Solis-Cohen LLP
                        Twelfth Floor Packard Building
                            111 South 15th Street
                           Philadelphia, PA  19102
                               (215) 977-2000


                       CALCULATION OF REGISTRATION FEE

                                  Proposed       Proposed
Title of                          Maximum        Maximum         Amount of
Securities to       Amount to be  Offering Price Aggregate       Registration
be Registered       Registered(1) Per Share(2)   Offering Price  Fee

Common Stock
$0.0025 par value   1,000,000       $1.75          $1,750,000      $487.00
                     shares

(1)  Pursuant to Rule 416 under the Securities Act of 1933, as amended, this
     Registration Statement also covers such additional securities as may 
     hereafter be offered or issued pursuant to the Registrant's 1998 Stock 
     Option/Incentive Plan (the "Plan") to prevent dilution resulting from 
     stock splits, stock dividends, recapitalizations or certain other capital 
     adjustments.

(2)  Estimated solely for the purpose of calculating the registration fee in 
     accordance with Rules 457(c) and 457(h)(1) under the Securities Act of 
     1933, as amended (the "Securities Act"), based on the average of the high 
     and low prices for the Common Stock, $0.0025 par value, of the Registrant 
     (the "Common Stock") as quoted on The Nasdaq Small-Cap Market of the 
     Nasdaq Stock Market, Inc. on January 13, 1999.

                                    PART II

                  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.    Incorporation of Documents by Reference.

The following documents filed by Canisco Resources, Inc. (the "Registrant" or
the "Company") with the Securities and Exchange Commission pursuant to the 
Securities Exchange Act of 1934, as amended (the "Exchange Act"), are 
incorporated by reference in this Registration Statement:

1.  The Registrant's Annual Report on Form 10-K for the year ended March 31, 
    1998.

2.  The Registrant's Quarterly Reports on Form 10-Q for the quarters ended 
    June 30, 1998 and September 30, 1998.

3.  The Registrant's Current Report on Form 8-K, filed with the Commission on 
    January 14, 1999;  the Registrant's Current Report on Form 8-K, filed 
    with the Commission on October 30, 1998; and the Registrant's Current
    Report on Form 8-K, filed with the Commission on May 7, 1998, as amended 
    by the Registrant's Form 8-K/A, filed with the Commission on July 7, 1998.

All documents filed by the Registrant pursuant to Section 13(a), 13(c), 14 or 
15(d) of the Exchange Act after the date of this Registration Statement and 
prior to the filing of a post-effective amendment to this Registration 
Statement that indicates that all securities offered hereby have been sold or 
that deregisters all 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 any such document.

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

Item 4.  Description of Securities.

The Registrant has the authority to issue 20,000,000 shares of the Common
Stock.  Each share of the Common Stock shall be entitled to one vote on each
matter as to which such shares are entitled to vote.  There are no cumulative
voting rights.  The shares of Common Stock do not have preemptive rights.  The
shares of Common Stock may receive such dividends as are declared from time to
time by the Board of Directors of the Registrant out of funds legally
available therefor.

Item 5.  Interests of Named Experts and Counsel.

Not applicable.

Item 6.  Indemnification of Directors and Officers.

Under Section 145 of the General Corporation Law of the State of Delaware, as 
amended, the Registrant has the power to indemnify directors and officers 
under certain prescribed circumstances and subject to certain limitations 
against certain costs and expenses, including attorneys? fees actually and 
reasonably incurred in connection with any action, suit or proceeding, whether 
civil, criminal, administrative or investigative, to which any of them is a 
party by reason of his being a director or officer of the Registrant if it is 
determined that he acted in accordance with the applicable standard of conduct 
set forth in such statutory provision.

Article VI of the Registrant's By-laws generally permits indemnification of 
directors and officers to the fullest extent authorized by the General 
Corporation Law of the State of Delaware.  Article VI further permits the 
Registrant to maintain insurance, at its expense, to protect itself and any 
such director or officer of the Registrant or another enterprise against any
such expenses, liability or loss, whether or not the Registrant would have 
the power to indemnify such person against such expense, liability or loss 
under the General Corporation Law of the State of Delaware.  The Registrant
maintains such insurance.

Item 7.  Exemption from Registration Claimed.

Not applicable.

Item 8.  Exhibits.

The following Exhibits are filed as part of this Registration Statement:

     Exhibit No.

          4         Canisco Resources, Inc. 1998 Stock Option/Incentive Plan 
                    (incorporated by reference to the Registrant's Proxy
                    Statement dated July 27, 1998, relating to its August 25,
                    1998 annual meeting of stockholders). 

          5         Opinion of Wolf, Block, Schorr and Solis-Cohen LLP.

          23.1      Consent of KPMG LLP, independent accountants.

          23.2      Consent of Wolf, Block, Schorr and Solis-Cohen LLP 
                    (contained in Exhibit 5).

          24        Power of Attorney (included on signature page in Part II 
                    of the Registration Statement).

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 "Securities 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.  
               Notwithstanding the foregoing, any increase or decrease in 
               volume of securities offered (if the total dollar value of 
               securities offered would not exceed that which was registered) 
               and any deviation from the low or high and of the estimated 
               maximum offering range may be reflected in the form of 
               prospectus filed with the Commission pursuant to Rule 424(b) 
               if, in the aggregate, the changes in volume and price represent 
               no more than 20 percent change in the maximum aggregate 
               offering price set forth in the "Calculation of Registration 
               Fee" table in the effective 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 (a)(1)(i) and (a)(1)(ii) do 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 15(d) of the Securities Exchange Act 
               of 1934, as amended (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, 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.

(b)  The undersigned Registrant hereby undertakes that, for purposes of 
     determining any liability under the Securities Act, each filing of the 
     Registrant's annual report pursuant to Section 13(a) or 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.

(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 foregoing provisions, or otherwise, the 
     registrant has been advised that in the opinion of the Securities and 
     Exchange Commission such indemnification is against public policy as 
     expressed in the Securities Act and is, therefore, unenforceable.  In the 
     event that a claim for indemnification against such liabilities (other 
     than the payment by the registrant of expenses incurred or paid by a 
     director, officer or controlling person of the registrant in the 
     successful defense of any action, suit or proceeding) is asserted by such 
     director, officer or controlling person in connection with the securities 
     being registered, the registrant will, unless in the opinion of its 
     counsel the matter has been settled by controlling precedent, submit to a 
     court of appropriate jurisdiction the question whether such 
     indemnification by it is against public policy as expressed in the 
     Securities Act and will be governed by the final adjudication of such 
     issue.

                         SIGNATURES AND POWER OF ATTORNEY

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 Wilmington, Delaware, on this 18th day of January,
1999.


                             CANISCO RESOURCES, INC.



                                By: /s/ Ralph A. Trallo   
                                Name:  Ralph A. Trallo
                                Title:   President and Chief Executive Officer


KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below 
constitutes and appoints Ralph A. Trallo and Michael J. Olson, and each of 
them,  the undersigned's true and lawful attorneys-in-fact and agents, with 
full power of substitution and resubstitution, for the undersigned and in the 
undersigned's name, place and stead, in any and all capacities, to sign any 
and all amendments to this Registration Statement (including, without 
limitation, post-effective 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 said 
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 the undersigned might or 
could do in person, hereby ratifying and confirming all that said 
attorneys-in-fact and agents, or their respective substitute or substitutes, 
may lawfully do or cause to be done by virtue hereof.

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


Name                         Title                          Date



/s/ Donald E. Lyons          Director                        January 18, 1999
Donald E. Lyons



/s/ Ralph A. Trallo          President and Chief Executive   January 18, 1999
Ralph A. Trallo              Officer (principal executive
                             Officer) and Director



/s/ Michael J. Olson         Chief Financial Officer        January 18, 1999
Michael J. Olson             (principal financial officer



/s/ Dale L. Ferguson         Director                       January 18, 1999
Dale L. Ferguson



/s/ Wm. Lawrence Petcovic     Director                     January 18, 1999
William Lawrence Petcovic



/s/ Thomas P. McShane         Director                      January 18, 1999
Thomas P. McShane



/s/ Joe C. Quick             Director                     January 18, 1999
Joe C. Quick


                           CANISCO RESOURCES, INC.
                       1998 STOCK OPTION/INCENTIVE PLAN


                      REGISTRATION STATEMENT ON FORM S-8


                                 EXHIBIT INDEX

Exhibit No.       Document

4                 Canisco Resources, Inc. 1998 Stock Option/Incentive 
                  Plan (incorporated by reference to the Registrant's 
                  Proxy Statement dated July 27, 1998, relating to 
                  its August 25, 1998 annual meeting of 
                  stockholders).

5                 Opinion of Wolf, Block, Schorr and Solis-Cohen LLP.

23.1              Consent of KPMG LLP, independent accountants.

23.2              Consent of Wolf, Block, Schorr and Solis-Cohen LLP.
                  (contained in Exhibit 5).

24                Power of Attorney (included on signature page in
                  Part II of the Registration Statement).
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 16303}]
{"company-data": {"conformed-name": "CANISCO RESOURCES INC", "cik": "0000317488", "assigned-sic": "1700", "irs-number": "540952207", "state-of-incorporation": "DE", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-70907", "film-number": "99509192"}, "business-address": {"street1": "300 DELAWARE AVE", "street2": "STE 714", "city": "WILMINGTON", "state": "DE", "zip": "19801", "phone": "3027775050"}, "mail-address": {"street1": "300 DELAWARE AVE", "street2": "STE 714", "city": "WILMINGTON", "state": "DE", "zip": "19801"}, "former-company": {"former-conformed-name": "NUCLEAR SUPPORT SERVICES INC", "date-changed": "19920703"}}
SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

                                  FORM S-8
                            Registration Statement
                                    under
                           The Securities Act of 1933

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

                     Delaware                           54-0952207
          (State or other jurisdiction    (I.R.S. Employer Identification No.)
               of incorporation or
                 organization)

       300 Delaware Avenue, Suite 714, Wilmington, Delaware        19801      
       (Address of principal executive offices)                    (Zip Code)

                             CANISCO RESOURCES, INC.
                        1998 STOCK OPTION/INCENTIVE PLAN

                            (Full title of the plan)

                                Ralph A. Trallo
                      President and Chief Executive Officer
                            Canisco Resources, Inc.
                         300 Delaware Avenue, Suite 714
                           Wilmington, Delaware  19801     
                     (Name and address of agent for service
                                 (302) 777-5050
          (Telephone number, including area code, of agent for service)

                                  Copies to:

                          Carl W. Schneider, Esquire
                    Wolf, Block, Schorr and Solis-Cohen LLP
                        Twelfth Floor Packard Building
                            111 South 15th Street
                           Philadelphia, PA  19102
                               (215) 977-2000

                       CALCULATION OF REGISTRATION FEE

                                  Proposed       Proposed
Title of                          Maximum        Maximum         Amount of
Securities to       Amount to be  Offering Price Aggregate       Registration
be Registered       Registered(1) Per Share(2)   Offering Price  Fee

Common Stock
$0.0025 par value   1,000,000       $1.75          $1,750,000      $487.00
                     shares

(1)  Pursuant to Rule 416 under the Securities Act of 1933, as amended, this
     Registration Statement also covers such additional securities as may 
     hereafter be offered or issued pursuant to the Registrant's 1998 Stock 
     Option/Incentive Plan (the "Plan") to prevent dilution resulting from 
     stock splits, stock dividends, recapitalizations or certain other capital 
     adjustments.

(2)  Estimated solely for the purpose of calculating the registration fee in 
     accordance with Rules 457(c) and 457(h)(1) under the Securities Act of 
     1933, as amended (the "Securities Act"), based on the average of the high 
     and low prices for the Common Stock, $0.0025 par value, of the Registrant 
     (the "Common Stock") as quoted on The Nasdaq Small-Cap Market of the 
     Nasdaq Stock Market, Inc. on January 13, 1999.

                                    PART II

                  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.    Incorporation of Documents by Reference.

The following documents filed by Canisco Resources, Inc. (the "Registrant" or
the "Company") with the Securities and Exchange Commission pursuant to the 
Securities Exchange Act of 1934, as amended (the "Exchange Act"), are 
incorporated by reference in this Registration Statement:

1.  The Registrant's Annual Report on Form 10-K for the year ended March 31, 
    1998.

2.  The Registrant's Quarterly Reports on Form 10-Q for the quarters ended 
    June 30, 1998 and September 30, 1998.

3.  The Registrant's Current Report on Form 8-K, filed with the Commission on 
    January 14, 1999;  the Registrant's Current Report on Form 8-K, filed 
    with the Commission on October 30, 1998; and the Registrant's Current
    Report on Form 8-K, filed with the Commission on May 7, 1998, as amended 
    by the Registrant's Form 8-K/A, filed with the Commission on July 7, 1998.

All documents filed by the Registrant pursuant to Section 13(a), 13(c), 14 or 
15(d) of the Exchange Act after the date of this Registration Statement and 
prior to the filing of a post-effective amendment to this Registration 
Statement that indicates that all securities offered hereby have been sold or 
that deregisters all 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 any such document.

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

Item 4.  Description of Securities.

The Registrant has the authority to issue 20,000,000 shares of the Common
Stock.  Each share of the Common Stock shall be entitled to one vote on each
matter as to which such shares are entitled to vote.  There are no cumulative
voting rights.  The shares of Common Stock do not have preemptive rights.  The
shares of Common Stock may receive such dividends as are declared from time to
time by the Board of Directors of the Registrant out of funds legally
available therefor.

Item 5.  Interests of Named Experts and Counsel.

Not applicable.

Item 6.  Indemnification of Directors and Officers.

Under Section 145 of the General Corporation Law of the State of Delaware, as 
amended, the Registrant has the power to indemnify directors and officers 
under certain prescribed circumstances and subject to certain limitations 
against certain costs and expenses, including attorneys? fees actually and 
reasonably incurred in connection with any action, suit or proceeding, whether 
civil, criminal, administrative or investigative, to which any of them is a 
party by reason of his being a director or officer of the Registrant if it is 
determined that he acted in accordance with the applicable standard of conduct 
set forth in such statutory provision.

Article VI of the Registrant's By-laws generally permits indemnification of 
directors and officers to the fullest extent authorized by the General 
Corporation Law of the State of Delaware.  Article VI further permits the 
Registrant to maintain insurance, at its expense, to protect itself and any 
such director or officer of the Registrant or another enterprise against any
such expenses, liability or loss, whether or not the Registrant would have 
the power to indemnify such person against such expense, liability or loss 
under the General Corporation Law of the State of Delaware.  The Registrant
maintains such insurance.

Item 7.  Exemption from Registration Claimed.

Not applicable.

Item 8.  Exhibits.

The following Exhibits are filed as part of this Registration Statement:

     Exhibit No.

          4         Canisco Resources, Inc. 1998 Stock Option/Incentive Plan 
                    (incorporated by reference to the Registrant's Proxy
                    Statement dated July 27, 1998, relating to its August 25,
                    1998 annual meeting of stockholders). 

          5         Opinion of Wolf, Block, Schorr and Solis-Cohen LLP.

          23.1      Consent of KPMG LLP, independent accountants.

          23.2      Consent of Wolf, Block, Schorr and Solis-Cohen LLP 
                    (contained in Exhibit 5).

          24        Power of Attorney (included on signature page in Part II 
                    of the Registration Statement).

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 "Securities 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.  
               Notwithstanding the foregoing, any increase or decrease in 
               volume of securities offered (if the total dollar value of 
               securities offered would not exceed that which was registered) 
               and any deviation from the low or high and of the estimated 
               maximum offering range may be reflected in the form of 
               prospectus filed with the Commission pursuant to Rule 424(b) 
               if, in the aggregate, the changes in volume and price represent 
               no more than 20 percent change in the maximum aggregate 
               offering price set forth in the "Calculation of Registration 
               Fee" table in the effective 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 (a)(1)(i) and (a)(1)(ii) do 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 15(d) of the Securities Exchange Act 
               of 1934, as amended (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, 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.

(b)  The undersigned Registrant hereby undertakes that, for purposes of 
     determining any liability under the Securities Act, each filing of the 
     Registrant's annual report pursuant to Section 13(a) or 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.

(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 foregoing provisions, or otherwise, the 
     registrant has been advised that in the opinion of the Securities and 
     Exchange Commission such indemnification is against public policy as 
     expressed in the Securities Act and is, therefore, unenforceable.  In the 
     event that a claim for indemnification against such liabilities (other 
     than the payment by the registrant of expenses incurred or paid by a 
     director, officer or controlling person of the registrant in the 
     successful defense of any action, suit or proceeding) is asserted by such 
     director, officer or controlling person in connection with the securities 
     being registered, the registrant will, unless in the opinion of its 
     counsel the matter has been settled by controlling precedent, submit to a 
     court of appropriate jurisdiction the question whether such 
     indemnification by it is against public policy as expressed in the 
     Securities Act and will be governed by the final adjudication of such 
     issue.

                         SIGNATURES AND POWER OF ATTORNEY

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 Wilmington, Delaware, on this 18th day of January,
1999.

                             CANISCO RESOURCES, INC.

                                By: /s/ Ralph A. Trallo   
                                Name:  Ralph A. Trallo
                                Title:   President and Chief Executive Officer

KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below 
constitutes and appoints Ralph A. Trallo and Michael J. Olson, and each of 
them,  the undersigned's true and lawful attorneys-in-fact and agents, with 
full power of substitution and resubstitution, for the undersigned and in the 
undersigned's name, place and stead, in any and all capacities, to sign any 
and all amendments to this Registration Statement (including, without 
limitation, post-effective 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 said 
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 the undersigned might or 
could do in person, hereby ratifying and confirming all that said 
attorneys-in-fact and agents, or their respective substitute or substitutes, 
may lawfully do or cause to be done by virtue hereof.

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

Name                         Title                          Date

/s/ Donald E. Lyons          Director                        January 18, 1999
Donald E. Lyons

/s/ Ralph A. Trallo          President and Chief Executive   January 18, 1999
Ralph A. Trallo              Officer (principal executive
                             Officer) and Director

/s/ Michael J. Olson         Chief Financial Officer        January 18, 1999
Michael J. Olson             (principal financial officer

/s/ Dale L. Ferguson         Director                       January 18, 1999
Dale L. Ferguson

/s/ Wm. Lawrence Petcovic     Director                     January 18, 1999
William Lawrence Petcovic

/s/ Thomas P. McShane         Director                      January 18, 1999
Thomas P. McShane

/s/ Joe C. Quick             Director                     January 18, 1999
Joe C. Quick

                           CANISCO RESOURCES, INC.
                       1998 STOCK OPTION/INCENTIVE PLAN

                      REGISTRATION STATEMENT ON FORM S-8

                                 EXHIBIT INDEX

Exhibit No.       Document

4                 Canisco Resources, Inc. 1998 Stock Option/Incentive 
                  Plan (incorporated by reference to the Registrant's 
                  Proxy Statement dated July 27, 1998, relating to 
                  its August 25, 1998 annual meeting of 
                  stockholders).

5                 Opinion of Wolf, Block, Schorr and Solis-Cohen LLP.

23.1              Consent of KPMG LLP, independent accountants.

23.2              Consent of Wolf, Block, Schorr and Solis-Cohen LLP.
                  (contained in Exhibit 5).

24                Power of Attorney (included on signature page in
                  Part II of the Registration Statement).