As filed with the Securities and Exchange Commission on November 26, 1996       
                              Registration No.333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                              --------------------
                                    Form S-8
                             REGISTRATION STATEMENT
                                      Under
                           The Securities Act of 1993
                              --------------------

                             LASERSIGHT INCORPORATED
             (Exact Name of Registrant as Specified in its Charter)

                     Delaware                                  65-0273162
              (State of Incorporation)                     (I.R.S. Employer
                                                          Identification No.)

                               12161 Lackland Road
                            St. Louis, Missouri 63146
                    (Address of Principal Executive Officers)

                             LaserSight Incorporated
                    Non-Employee Directors Stock Option Plan
                            (Full Title of the Plan)
                             ----------------------

               Gregory L. Wilson                          With Copies To:
             Chief Financial Officer                 Jacques K. Meguire, Esq.
             LaserSight Incorporated             Sonnenschein Nath & Rosenthal
               12161 Lackland Road                      8000 Sears Tower
            St. Louis, Missouri  63146              Chicago, Illinois 60606
                 (314) 469-3220                          (312) 876-8000
     (Name, Address, and Telephone Number 
            of Agent for Service)

                             ----------------------
<TABLE>
<CAPTION>

                                         CALCULATION OF REGISTRATION FEE
========================================================================================================
<S>                        <C>              <C>                   <C>                <C>   
                                                  Proposed           Proposed
                               Amount              maximum           maximum           Amount of
 Title of securities to         to be           offering price       aggregate       registration
      be registered          registered           per share       offering price         fee
--------------------------------------------------------------------------------------------------------
Common Stock, par value
$.001 per share            200,000 shares    $ 5.78125 (1)(2)      $ 1,156,250 (1)    $ 350.38 (1)  
========================================================================================================
<FN>

(1)  Calculated  pursuant to Rules  457(h)(1) and 457(c) based on the average of
     the high and low prices of the  Registrant's  common  stock on November 25,
     1996 as reported by the NASDAQ National Market.

(2)  Estimated solely for the purpose of calculating the registration fee in 
     accordance with Rule 457 under the Securities Act of 1933, as amended.
</FN>
</TABLE>

<PAGE>

















                                EXPLANATORY NOTE
                                ----------------


As  permitted  by the  rules of the  Securities  and  Exchange  Commission  (the
"Commission"),  this Registration  Statement omits the information  specified in
Part I of Form S-8.

<PAGE>
                                     Part II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
               --------------------------------------------------

Item 3:  Incorporation of Documents by Reference
         ---------------------------------------
         The  following  documents  filed  with  the  Commission  by  LaserSight
Incorporated  (the  "Company")  (File  No.  0-19671)  are  incorporated  in this
Registration Statement on Form S-8 (the "Registration Statement") by reference:

     1.   The Company's Annual Report on Form 10-K for the fiscal year ended 
          December 31, 1995;

     2.   The Company's Quarterly Report on Form 10-Q for the quarter ended 
          September 30, 1996;

     3.   The Company's Current Reports on Form 8-K filed with the Commission 
          on April 16, 1996, May 6, 1996, July 8, 1996, July 9, 1996, July 18, 
          1996, September 6, 1996, and September 16, 1996; and

     4.   The description of the Common Stock contained in the Company's Form 
          8-A/A (Amend. No. 2) filed with the Commission on April 26, 1996.

         All documents  subsequently  filed by the Company  pursuant to Sections
13(a),  13(c),  14 and 15(d) of the Securities  Exchange Act of 1934  ("Exchange
Act"),  prior to the filing of a  post-effective  amendment which indicates that
all securities  registered  hereunder have been sold or which deregisters all of
the securities offered then remaining unsold, shall be deemed to be incorporated
herein  by  reference  and to be a part  hereof  from the date of filing of such
documents.

Item 4:  Description of Securities
         -------------------------
         Not applicable.

Item 5:  Interests of Named Experts and Counsel
         --------------------------------------
         Not applicable.

Item 6:  Indemnification of Directors and Officers
         -----------------------------------------
         Section  145 of the  Delaware  General  Corporation  Law  authorizes  a
corporation  to indemnify its directors and officers as well as other  employees
and individuals in terms sufficiently broad to permit such indemnification under
certain  circumstances  for liabilities  (including  reimbursement  for expenses
incurred)  arising  under the  Securities  Act.  In  addition,  pursuant  to the
authority of Delaware law, the Certificate of Incorporation,  as amended, of the
Company  also  eliminates  this  monetary  liability of directors to the fullest
extent permitted by Delaware law.

         The Company  maintains  directors'  and officers'  liability  insurance
policies  covering  certain  liabilities  of  persons  serving as  officers  and
directors and providing  reimbursement to the Registrant for its indemnification
of such persons.
<PAGE>

Item 7:  Exemption from Registration Claimed
         -----------------------------------
         Not applicable.

Item 8:  Exhibits
         --------
       Exhibit No.                       Description
--------------------------------------------------------------------------------

           4.1     Certificate of Incorporation of LaserSight Incorporated,  and
                   all amendments  thereto (filed as Exhibit 1 to the Form 8-A/A
                   filed on  January  17,  1996 and is  incorporated  herein  by
                   reference).

           5.1     Opinion of Sonnenschein Nath & Rosenthal.

          23.1     Consent of Sonnenschein Nath & Rosenthal (see Exhibit 5).

          23.2     Consent of KPMG Peat Marwick LLP.

          23.3     Consent of Lovelace, Roby & Company, P.A.

          24.1     Powers of Attorney.
================================================================================

Item 9:  Undertakings
         ------------
Rule 415 Offering.
------------------

         The Company hereby undertakes:

     (1) To file,  during any period in which  offers or sales are being made, a
     post-effective amendment to the Registration Statement:

     (i)  To  include  any  prospectus   required  by  Section  10(a)(3)  of the
     Securities  Act  of  1933 ("Securities Act");

     (ii) To reflect in the  prospectus  any facts or events  arising  after the
     effective  date of the  Registration  (or the  most  recent  post-effective
     amendment  thereof) which,  individually  or in the aggregate,  represent a
     fundamental  change  in the  information  set  forth  in  the  Registration
     Statement;

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

Provided,  however,  that paragraphs (i) and 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 by the Company with the Commission  pursuant
to Section 13 or Section  15(d) of the  Exchange  Act that are  incorporated  by
reference in the Registration Statement.


<PAGE>

     (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
this offering.

Incorporation of Subsequent Exchange Act Documents by Reference.
----------------------------------------------------------------

         The Company hereby  undertakes  that,  for purposes of determining  any
liability under the Securities  Act, each filing of the Company's  annual report
pursuant  to  Section  13(a)  or  Section  15(d)  of the  Exchange  Act  that is
incorporated by reference in the Registration  Statement shall be deemed to be a
new registration  statement relating to the securities offered therein,  and the
offering of such  securities at that time shall be deemed to be the initial bona
fide offering thereof.

Form S-8 Registration Statement.
--------------------------------

         Insofar as indemnification for liabilities arising under the Securities
Act may be  permitted to  directors,  officers  and  controlling  persons of the
Company pursuant to the foregoing provisions, or otherwise, the Company has been
advised that in the opinion of the 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 Company of expenses incurred or paid
by a director,  officer or  controlling  person of the Company 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 Company  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

         The Registrant.  Pursuant to the  requirements of the Securities Act of
1933,  LaserSight  Incorporated  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 County of St. Louis,  State of
Missouri, on November 26, 1996.

                                   LASERSIGHT INCORPORATED


                                   By: /s/ Gregory L. Wilson
                                       -------------------------------
                                           Gregory L. Wilson
                                           Chief Financial Officer

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

/s/ Michael R. Farris*                                        November 26, 1996
---------------------------------------------
Michael R. Farris, President, Chief Executive
 Officer and Director

/s/Francis E. O'Donnell, Jr.*                                 November 26, 1996
---------------------------------------------
Francis E. O'Donnell, Jr., M.D., Chairman of 
 the Board and Director

/s/ Emanuela Dobrin-Charlton*                                 November 26, 1996
---------------------------------------------
Emanuela Dobrin-Charlton, Ph.D., Director

/s/ Richard C. Lutzy*                                         November 26, 1996
---------------------------------------------
Richard C. Lutzy, Director

/s/ Thomas Quinn*                                             November 26, 1996
---------------------------------------------
Thomas Quinn, Director

/s/ J. Richard Crowley*                                       November 26, 1996
---------------------------------------------
J. Richard Crowley, Director

/s/ David T. Pieroni*                                         November 26, 1996
---------------------------------------------
David T. Pieroni, Director


/s/ Gregory L. Wilson*                                        November 26, 1996
---------------------------------------------
Gregory L. Wilson, Chief Financial Officer
(Principal accounting officer)

----------
* / By:  /s/ Gregory L. Wilson
--       ---------------------------------------
        (Gregory L. Wilson, as Attorney-in-Fact)

<PAGE>

                                                   
                                INDEX TO EXHIBITS



      Exhibit No.                      Description           
--------------------------------------------------------------------------------

          4.1     Certificate of Incorporation of LaserSight  Incorporated,  and
                  all  amendments  thereto (filed as Exhibit 1 to the Form 8-A/A
                  filed on  January  17,  1996  and is  incorporated  herein  by
                  reference).

          5.1     Opinion of Sonnenschein Nath & Rosenthal.                   

         23.1     Consent of Sonnenschein Nath & Rosenthal (see Exhibit 5).

         23.2     Consent of KPMG Peat Marwick LLP.                            

         23.3     Consent of Lovelace, Roby & Company, P.A.                  

         24.1     Powers of Attorney.
[{"type": "S-8", "sequence": "1", "description": "REGIST. STATEMENT-LSI NON-EMPL. DIRECTORS SOPLAN", "secsgml_size_bytes": 14532}]
{"company-data": {"conformed-name": "LASERSIGHT INC /DE", "cik": "0000879301", "assigned-sic": "3845", "irs-number": "650273162", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-16817", "film-number": "96672643"}, "business-address": {"street1": "12161 LACKLAND RD", "city": "ST LOUIS", "state": "MO", "zip": "63146", "phone": "3144693220"}, "mail-address": {"street1": "12161 LACKLAND RD", "city": "ST LOUIS", "state": "MO", "zip": "63146"}}
As filed with the Securities and Exchange Commission on November 26, 1996       
                              Registration No.333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                              --------------------
                                    Form S-8
                             REGISTRATION STATEMENT
                                      Under
                           The Securities Act of 1993
                              --------------------

                             LASERSIGHT INCORPORATED
             (Exact Name of Registrant as Specified in its Charter)

                     Delaware                                  65-0273162
              (State of Incorporation)                     (I.R.S. Employer
                                                          Identification No.)

                               12161 Lackland Road
                            St. Louis, Missouri 63146
                    (Address of Principal Executive Officers)

                             LaserSight Incorporated
                    Non-Employee Directors Stock Option Plan
                            (Full Title of the Plan)
                             ----------------------

               Gregory L. Wilson                          With Copies To:
             Chief Financial Officer                 Jacques K. Meguire, Esq.
             LaserSight Incorporated             Sonnenschein Nath & Rosenthal
               12161 Lackland Road                      8000 Sears Tower
            St. Louis, Missouri  63146              Chicago, Illinois 60606
                 (314) 469-3220                          (312) 876-8000
     (Name, Address, and Telephone Number 
            of Agent for Service)

                             ----------------------
CALCULATION OF REGISTRATION FEE
========================================================================================================
Proposed           Proposed
                               Amount              maximum           maximum           Amount of
 Title of securities to         to be           offering price       aggregate       registration
      be registered          registered           per share       offering price         fee
--------------------------------------------------------------------------------------------------------
Common Stock, par value
$.001 per share            200,000 shares    $ 5.78125 (1)(2)      $ 1,156,250 (1)    $ 350.38 (1)  
========================================================================================================
(1)  Calculated  pursuant to Rules  457(h)(1) and 457(c) based on the average of
     the high and low prices of the  Registrant's  common  stock on November 25,
     1996 as reported by the NASDAQ National Market.

(2)  Estimated solely for the purpose of calculating the registration fee in 
     accordance with Rule 457 under the Securities Act of 1933, as amended.
EXPLANATORY NOTE
                                ----------------

As  permitted  by the  rules of the  Securities  and  Exchange  Commission  (the
"Commission"),  this Registration  Statement omits the information  specified in
Part I of Form S-8.
Part II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
               --------------------------------------------------

Item 3:  Incorporation of Documents by Reference
         ---------------------------------------
         The  following  documents  filed  with  the  Commission  by  LaserSight
Incorporated  (the  "Company")  (File  No.  0-19671)  are  incorporated  in this
Registration Statement on Form S-8 (the "Registration Statement") by reference:

     1.   The Company's Annual Report on Form 10-K for the fiscal year ended 
          December 31, 1995;

     2.   The Company's Quarterly Report on Form 10-Q for the quarter ended 
          September 30, 1996;

     3.   The Company's Current Reports on Form 8-K filed with the Commission 
          on April 16, 1996, May 6, 1996, July 8, 1996, July 9, 1996, July 18, 
          1996, September 6, 1996, and September 16, 1996; and

     4.   The description of the Common Stock contained in the Company's Form 
          8-A/A (Amend. No. 2) filed with the Commission on April 26, 1996.

         All documents  subsequently  filed by the Company  pursuant to Sections
13(a),  13(c),  14 and 15(d) of the Securities  Exchange Act of 1934  ("Exchange
Act"),  prior to the filing of a  post-effective  amendment which indicates that
all securities  registered  hereunder have been sold or which deregisters all of
the securities offered then remaining unsold, shall be deemed to be incorporated
herein  by  reference  and to be a part  hereof  from the date of filing of such
documents.

Item 4:  Description of Securities
         -------------------------
         Not applicable.

Item 5:  Interests of Named Experts and Counsel
         --------------------------------------
         Not applicable.

Item 6:  Indemnification of Directors and Officers
         -----------------------------------------
         Section  145 of the  Delaware  General  Corporation  Law  authorizes  a
corporation  to indemnify its directors and officers as well as other  employees
and individuals in terms sufficiently broad to permit such indemnification under
certain  circumstances  for liabilities  (including  reimbursement  for expenses
incurred)  arising  under the  Securities  Act.  In  addition,  pursuant  to the
authority of Delaware law, the Certificate of Incorporation,  as amended, of the
Company  also  eliminates  this  monetary  liability of directors to the fullest
extent permitted by Delaware law.

         The Company  maintains  directors'  and officers'  liability  insurance
policies  covering  certain  liabilities  of  persons  serving as  officers  and
directors and providing  reimbursement to the Registrant for its indemnification
of such persons.
Item 7:  Exemption from Registration Claimed
         -----------------------------------
         Not applicable.

Item 8:  Exhibits
         --------
       Exhibit No.                       Description
--------------------------------------------------------------------------------

           4.1     Certificate of Incorporation of LaserSight Incorporated,  and
                   all amendments  thereto (filed as Exhibit 1 to the Form 8-A/A
                   filed on  January  17,  1996 and is  incorporated  herein  by
                   reference).

           5.1     Opinion of Sonnenschein Nath & Rosenthal.

          23.1     Consent of Sonnenschein Nath & Rosenthal (see Exhibit 5).

          23.2     Consent of KPMG Peat Marwick LLP.

          23.3     Consent of Lovelace, Roby & Company, P.A.

          24.1     Powers of Attorney.
================================================================================

Item 9:  Undertakings
         ------------
Rule 415 Offering.
------------------

         The Company hereby undertakes:

     (1) To file,  during any period in which  offers or sales are being made, a
     post-effective amendment to the Registration Statement:

     (i)  To  include  any  prospectus   required  by  Section  10(a)(3)  of the
     Securities  Act  of  1933 ("Securities Act");

     (ii) To reflect in the  prospectus  any facts or events  arising  after the
     effective  date of the  Registration  (or the  most  recent  post-effective
     amendment  thereof) which,  individually  or in the aggregate,  represent a
     fundamental  change  in the  information  set  forth  in  the  Registration
     Statement;

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

Provided,  however,  that paragraphs (i) and 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 by the Company with the Commission  pursuant
to Section 13 or Section  15(d) of the  Exchange  Act that are  incorporated  by
reference in the Registration Statement.
(2) That, for the purpose of determining any liability under the Securities
Act, 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
this offering.

Incorporation of Subsequent Exchange Act Documents by Reference.
----------------------------------------------------------------

         The Company hereby  undertakes  that,  for purposes of determining  any
liability under the Securities  Act, each filing of the Company's  annual report
pursuant  to  Section  13(a)  or  Section  15(d)  of the  Exchange  Act  that is
incorporated by reference in the Registration  Statement shall be deemed to be a
new registration  statement relating to the securities offered therein,  and the
offering of such  securities at that time shall be deemed to be the initial bona
fide offering thereof.

Form S-8 Registration Statement.
--------------------------------

         Insofar as indemnification for liabilities arising under the Securities
Act may be  permitted to  directors,  officers  and  controlling  persons of the
Company pursuant to the foregoing provisions, or otherwise, the Company has been
advised that in the opinion of the 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 Company of expenses incurred or paid
by a director,  officer or  controlling  person of the Company 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 Company  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

         The Registrant.  Pursuant to the  requirements of the Securities Act of
1933,  LaserSight  Incorporated  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 County of St. Louis,  State of
Missouri, on November 26, 1996.

                                   LASERSIGHT INCORPORATED

                                   By: /s/ Gregory L. Wilson
                                       -------------------------------
                                           Gregory L. Wilson
                                           Chief Financial Officer

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

/s/ Michael R. Farris*                                        November 26, 1996
---------------------------------------------
Michael R. Farris, President, Chief Executive
 Officer and Director

/s/Francis E. O'Donnell, Jr.*                                 November 26, 1996
---------------------------------------------
Francis E. O'Donnell, Jr., M.D., Chairman of 
 the Board and Director

/s/ Emanuela Dobrin-Charlton*                                 November 26, 1996
---------------------------------------------
Emanuela Dobrin-Charlton, Ph.D., Director

/s/ Richard C. Lutzy*                                         November 26, 1996
---------------------------------------------
Richard C. Lutzy, Director

/s/ Thomas Quinn*                                             November 26, 1996
---------------------------------------------
Thomas Quinn, Director

/s/ J. Richard Crowley*                                       November 26, 1996
---------------------------------------------
J. Richard Crowley, Director

/s/ David T. Pieroni*                                         November 26, 1996
---------------------------------------------
David T. Pieroni, Director

/s/ Gregory L. Wilson*                                        November 26, 1996
---------------------------------------------
Gregory L. Wilson, Chief Financial Officer
(Principal accounting officer)

----------
* / By:  /s/ Gregory L. Wilson
--       ---------------------------------------
        (Gregory L. Wilson, as Attorney-in-Fact)
INDEX TO EXHIBITS

      Exhibit No.                      Description           
--------------------------------------------------------------------------------

          4.1     Certificate of Incorporation of LaserSight  Incorporated,  and
                  all  amendments  thereto (filed as Exhibit 1 to the Form 8-A/A
                  filed on  January  17,  1996  and is  incorporated  herein  by
                  reference).

          5.1     Opinion of Sonnenschein Nath & Rosenthal.                   

         23.1     Consent of Sonnenschein Nath & Rosenthal (see Exhibit 5).

         23.2     Consent of KPMG Peat Marwick LLP.                            

         23.3     Consent of Lovelace, Roby & Company, P.A.                  

         24.1     Powers of Attorney.