Registration No. 333-_______

                       SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C.


                                    FORM S-8

                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933


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

             Delaware                                        11-2871434
   (State or other jurisdiction of             (IRS Employer Identification No.)
    incorporation or organization)

180 Linden Avenue, Westbury, New York                            11590
(Address of principal executive offices)                       (Zip Code)

                    VASOMEDICAL, INC. 1999 STOCK OPTION PLAN
                            (Full title of the plan)

                           Anthony Viscusi, President
                               Vasomedical, Inc.
                               180 Linden Avenue
                            Westbury, New York 11590
                    (Name and address of agent for service)

                                 (516) 997-4600
         (Telephone number, including area code, of agent for service)

                                    copy to:
                            David H. Lieberman, Esq.
                    Blau, Kramer, Wactlar & Lieberman, P.C.
                             100 Jericho Quadrangle
                            Jericho, New York 11753
                                 (516) 822-4820

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
=======================================================================================================
                                            Proposed maximum      Proposed maximum
Title of securities        Amount to be     offering price per   aggregate offering       Amount of
  to be registered         Registered (1)     security (2)            price (2)       registration fee
-------------------------------------------------------------------------------------------------------
<S>                      <C>                    <C>                  <C>                    <C>
Common Stock,
 par value $.001         2,000,000 shs. (3)     $1.4065               $2,813,000             $782
 per share
=======================================================================================================
<FN>
(1) The Registration  statement also covers an indeterminate number of shares of
Common Stock which may become issuable  pursuant to anti-dilution and adjustment
provisions of the plan.
(2) Estimated solely for the purpose of calculating the registration  fee, based
upon the  average  of the high and low  prices  of the  Company's  Common  Stock
reported on Nasdaq on August 10, 1999, pursuant to Rule 457.
(3) Pursuant to Rule 457, a registration  fee of $782 is payable with respect to
the 2,000,000 shares of Common Stock issuable under the  Vasomedical,  Inc. 1999
Stock Option Plan.
</FN>
</TABLE>

<PAGE>
                                    PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference.

     The Registrant  hereby  incorporates  by reference  into this  Registration
Statement the documents listed below:

     (a)  The Registrant's  Annual Report on Form 10-K for the fiscal year ended
          May 31, 1999.

     (b)  The  description  of the class of  securities  to be offered  which is
          contained in a  registration  statement  filed under Section 12 of the
          Securities  Exchange Act of 1934,  including  any  amendment or report
          filed for the purpose of updating such description.

     All documents  subsequently  filed by the  Registrant  pursuant to Sections
13(a),  13(c), 14 and 15(d) of the Securities Exchange Act of 1934, prior to the
filing of a post-effective amendment which indicates that all securities offered
have been sold or which  deregisters all such 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 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.

     Under the provisions of the bylaws of Registrant, each person who is or was
a director or officer of  Registrant  shall be  indemnified  by Registrant as of
right to the full extent permitted or authorized by the General  Corporation Law
of Delaware.

     Under such law, to the extent that such person is  successful on the merits
of defense of a suit or  proceeding  brought  against  him by reason of the fact
that he is a director or officer of Registrant,  he shall be indemnified against
expenses (including attorneys' fees) reasonably incurred in connection with such
action.

     If unsuccessful  in defense of a third-party  civil suit or a criminal suit
is settled,  such a person shall be indemnified  under such law against both (1)
expenses (including  attorneys' fees) and (2) judgments,  fines and amounts paid
in settlement  if he acted in good faith and in a manner he reasonably  believed
to be in, or not opposed to, the best interests of Registrant,  and with respect
to any  criminal  action,  had no  reasonable  cause to believe  his conduct was
unlawful.

     If  unsuccessful  in  defense  of a  suit  brought  by or in the  right  of
Registrant, or if such suit is settled, such a person shall be indemnified under
such law only  against  expenses  (including  attorneys'  fees)  incurred in the
defense or  settlement of such suit if he acted in good faith and in a manner he
reasonably  believed  to be  in,  or not  opposed  to,  the  best  interests  of
Registrant except that if such a person is adjudicated to be liable in such suit
for negligence or misconduct in the  performance  of his duty to Registrant,  he
cannot be made whole even for expenses  unless the court  determines  that he is
fairly and reasonably entitled to be indemnified for such expenses.

<PAGE>


     The  officers and  directors  of the Company are covered by  officers'  and
directors'  liability  insurance.  The  policy  coverage  is  $5,000,000,  which
includes  reimbursement  for  costs  and  fees.  There  is a  maximum  aggregate
deductible  for each loss under the policy of  $75,000.  The Company has entered
into  Indemnification  Agreements  with each of its officers and directors.  The
Agreements  provide for  reimbursement  for all direct and indirect costs of any
type or nature whatsoever (including attorneys' fees and related  disbursements)
actually and reasonably  incurred in connection  with either the  investigation,
defense  or  appeal of a  Proceeding,  as  defined,  including  amounts  paid in
settlement by or on behalf of an Indemnitee.

Item 7. Exemption from registration claimed.

     Not applicable.

Item 8. Exhibits.

     4    1999 Stock Option Plan

     5    Opinion and consent of Blau, Kramer, Wactlar & Lieberman, P.C.

     23.1 Consent of Blau, Kramer, Wactlar & Lieberman, P.C. - included in their
          opinion filed as Exhibit 5

     23.2 Consent of Grant Thornton LLP

     24   Power of Attorney included in signature page hereof


 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;

               (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;

               (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)(l)(i) and  (a)(l)(ii)  do not apply if the  registration
                    statement  is on Form S-3 or Form S-8,  and 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 Securities Exchange Act of 1934 that are incorporated by
                    reference in the Registration Statement.

          (2)  That,  for  the  purposes  of  determining  any  liability  under
the Securities Act of 1933, 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.

<PAGE>

          (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 of 1933,  each
filing of the  Registrant's  annual report  pursuant to Section 13(a) or Section
15(d) of the Securities Exchange Act of 1934 (and, where applicable, each filing
of an employee  benefit  plan's annual  report  pursuant to Section 15(d) of the
Securities  Exchange  Act of 1934)  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 the time shall be deemed to be the initial bona fide offering thereof.

               (c) Insofar as indemnification for liabilities arising under the
Securities Act of 1933 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 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  policy as  expressed  in the 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 thereunto duly authorized, in Westbury, New
York on the 16th day of August, 1999.

                              VASOMEDICAL, INC.
                              By: /s/ Anthony Viscusi
                              -----------------------
                              Anthony Viscusi, President and Chief Executive
                              Officer and Director (Principal Executive Officer)

                               POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Anthony Viscusi and Joseph A. Giacalone, and each
of them, his true and lawful  attorneys-in-fact  and agents,  with full power of
substitution  and  resubstitution,  for him and in his name, place and stead, in
any and all capacities, to sign any and all amendments (including 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,  and each of them,  full power and  authority to do and perform each and
every act and thing  requisite and necessary to be done, as fully to all intents
and purposes as he might or could do in person,  hereby ratifying and confirming
all that  said  attorneys-in-fact  and  agents  or any of them,  or their or his
substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

        In accordance with the  requirements of the Securities Act of 1933, this
registration  statement  was signed by the following  persons in the  capacities
indicated on August 16, 1999.

    Signatures                            Title
    ----------                            -----
/s/ Alexander G. Bearn          Director
Alexander G. Bearn

/s/ David S. Blumenthal         Director
David S. Blumenthal

/s/ Francesco Bolgiani          Director
Francesco Bolgiani

/s/ Abraham E. Cohen            Chairman of the Board
Abraham E. Cohen

/s/ Joseph A. Giacalone         Secretary and Treasurer (Principal
Joseph A. Giacalone             Financial and Accounting Officer)

/s/ John C.K. Hui               Director
John C. K. Hui

_______________________         Director
Kenneth W. Rind

/s/ E. Donald Shapiro           Director
E. Donald Shapiro

/s/ Anthony Viscusi             President, Chief Executive Officer and
Anthony Viscusi                 Director (Principal Executive Officer)

/s/ Zhen-sheng Zheng            Director
Zhen-sheng Zheng
<PAGE>
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549




                               Vasomedical, Inc.





                        Form S-8 Registration Statement




                           E X H I B I T    I N D E X



                                                         Page No. in Sequential
Exhibit                                                  Numbering of all Pages,
Number          Exhibit Description                      including Exhibit Pages
--------------------------------------------------------------------------------
4       1999 Stock Option Plan.....................

5       Opinion and Consent of Counsel.............

23.1    Consent of Counsel.........................           See Exhibit 5

23.2    Consent of Grant Thornton LLP..............

24      Power of Attorney..........................           See signature page
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 15372}]
{"company-data": {"conformed-name": "VASOMEDICAL INC", "cik": "0000839087", "assigned-sic": "3845", "irs-number": "112871434", "state-of-incorporation": "DE", "fiscal-year-end": "0531"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-85457", "film-number": "99695119"}, "business-address": {"street1": "180 LINDEN AVENUE", "city": "WESTBURY", "state": "NY", "zip": "11590", "phone": "5169974600"}, "mail-address": {"street1": "150 MOTOR PARKWAY", "street2": "SUITE 408", "city": "HAUPPAUGE", "state": "NY", "zip": "11788"}, "former-company": [{"former-conformed-name": "FUTURE MEDICAL PRODUCTS INC /DE/", "date-changed": "19920703"}, {"former-conformed-name": "FUTURE MEDICAL PRODUCTS INC /NY/", "date-changed": "19920506"}]}
Registration No. 333-_______

                       SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C.

                                    FORM S-8

                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

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

             Delaware                                        11-2871434
   (State or other jurisdiction of             (IRS Employer Identification No.)
    incorporation or organization)

180 Linden Avenue, Westbury, New York                            11590
(Address of principal executive offices)                       (Zip Code)

                    VASOMEDICAL, INC. 1999 STOCK OPTION PLAN
                            (Full title of the plan)

                           Anthony Viscusi, President
                               Vasomedical, Inc.
                               180 Linden Avenue
                            Westbury, New York 11590
                    (Name and address of agent for service)

                                 (516) 997-4600
         (Telephone number, including area code, of agent for service)

                                    copy to:
                            David H. Lieberman, Esq.
                    Blau, Kramer, Wactlar & Lieberman, P.C.
                             100 Jericho Quadrangle
                            Jericho, New York 11753
                                 (516) 822-4820

                         CALCULATION OF REGISTRATION FEE
=======================================================================================================
                                            Proposed maximum      Proposed maximum
Title of securities        Amount to be     offering price per   aggregate offering       Amount of
  to be registered         Registered (1)     security (2)            price (2)       registration fee
-------------------------------------------------------------------------------------------------------
Common Stock,
 par value $.001         2,000,000 shs. (3)     $1.4065               $2,813,000             $782
 per share
=======================================================================================================
(1) The Registration  statement also covers an indeterminate number of shares of
Common Stock which may become issuable  pursuant to anti-dilution and adjustment
provisions of the plan.
(2) Estimated solely for the purpose of calculating the registration  fee, based
upon the  average  of the high and low  prices  of the  Company's  Common  Stock
reported on Nasdaq on August 10, 1999, pursuant to Rule 457.
(3) Pursuant to Rule 457, a registration  fee of $782 is payable with respect to
the 2,000,000 shares of Common Stock issuable under the  Vasomedical,  Inc. 1999
Stock Option Plan.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference.

     The Registrant  hereby  incorporates  by reference  into this  Registration
Statement the documents listed below:

     (a)  The Registrant's  Annual Report on Form 10-K for the fiscal year ended
          May 31, 1999.

     (b)  The  description  of the class of  securities  to be offered  which is
          contained in a  registration  statement  filed under Section 12 of the
          Securities  Exchange Act of 1934,  including  any  amendment or report
          filed for the purpose of updating such description.

     All documents  subsequently  filed by the  Registrant  pursuant to Sections
13(a),  13(c), 14 and 15(d) of the Securities Exchange Act of 1934, prior to the
filing of a post-effective amendment which indicates that all securities offered
have been sold or which  deregisters all such 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 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.

     Under the provisions of the bylaws of Registrant, each person who is or was
a director or officer of  Registrant  shall be  indemnified  by Registrant as of
right to the full extent permitted or authorized by the General  Corporation Law
of Delaware.

     Under such law, to the extent that such person is  successful on the merits
of defense of a suit or  proceeding  brought  against  him by reason of the fact
that he is a director or officer of Registrant,  he shall be indemnified against
expenses (including attorneys' fees) reasonably incurred in connection with such
action.

     If unsuccessful  in defense of a third-party  civil suit or a criminal suit
is settled,  such a person shall be indemnified  under such law against both (1)
expenses (including  attorneys' fees) and (2) judgments,  fines and amounts paid
in settlement  if he acted in good faith and in a manner he reasonably  believed
to be in, or not opposed to, the best interests of Registrant,  and with respect
to any  criminal  action,  had no  reasonable  cause to believe  his conduct was
unlawful.

     If  unsuccessful  in  defense  of a  suit  brought  by or in the  right  of
Registrant, or if such suit is settled, such a person shall be indemnified under
such law only  against  expenses  (including  attorneys'  fees)  incurred in the
defense or  settlement of such suit if he acted in good faith and in a manner he
reasonably  believed  to be  in,  or not  opposed  to,  the  best  interests  of
Registrant except that if such a person is adjudicated to be liable in such suit
for negligence or misconduct in the  performance  of his duty to Registrant,  he
cannot be made whole even for expenses  unless the court  determines  that he is
fairly and reasonably entitled to be indemnified for such expenses.
The  officers and  directors  of the Company are covered by  officers'  and
directors'  liability  insurance.  The  policy  coverage  is  $5,000,000,  which
includes  reimbursement  for  costs  and  fees.  There  is a  maximum  aggregate
deductible  for each loss under the policy of  $75,000.  The Company has entered
into  Indemnification  Agreements  with each of its officers and directors.  The
Agreements  provide for  reimbursement  for all direct and indirect costs of any
type or nature whatsoever (including attorneys' fees and related  disbursements)
actually and reasonably  incurred in connection  with either the  investigation,
defense  or  appeal of a  Proceeding,  as  defined,  including  amounts  paid in
settlement by or on behalf of an Indemnitee.

Item 7. Exemption from registration claimed.

     Not applicable.

Item 8. Exhibits.

     4    1999 Stock Option Plan

     5    Opinion and consent of Blau, Kramer, Wactlar & Lieberman, P.C.

     23.1 Consent of Blau, Kramer, Wactlar & Lieberman, P.C. - included in their
          opinion filed as Exhibit 5

     23.2 Consent of Grant Thornton LLP

     24   Power of Attorney included in signature page hereof

 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;

               (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;

               (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)(l)(i) and  (a)(l)(ii)  do not apply if the  registration
                    statement  is on Form S-3 or Form S-8,  and 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 Securities Exchange Act of 1934 that are incorporated by
                    reference in the Registration Statement.

          (2)  That,  for  the  purposes  of  determining  any  liability  under
the Securities Act of 1933, 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 of 1933,  each
filing of the  Registrant's  annual report  pursuant to Section 13(a) or Section
15(d) of the Securities Exchange Act of 1934 (and, where applicable, each filing
of an employee  benefit  plan's annual  report  pursuant to Section 15(d) of the
Securities  Exchange  Act of 1934)  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 the time shall be deemed to be the initial bona fide offering thereof.

               (c) Insofar as indemnification for liabilities arising under the
Securities Act of 1933 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 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  policy as  expressed  in the 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 thereunto duly authorized, in Westbury, New
York on the 16th day of August, 1999.

                              VASOMEDICAL, INC.
                              By: /s/ Anthony Viscusi
                              -----------------------
                              Anthony Viscusi, President and Chief Executive
                              Officer and Director (Principal Executive Officer)

                               POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Anthony Viscusi and Joseph A. Giacalone, and each
of them, his true and lawful  attorneys-in-fact  and agents,  with full power of
substitution  and  resubstitution,  for him and in his name, place and stead, in
any and all capacities, to sign any and all amendments (including 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,  and each of them,  full power and  authority to do and perform each and
every act and thing  requisite and necessary to be done, as fully to all intents
and purposes as he might or could do in person,  hereby ratifying and confirming
all that  said  attorneys-in-fact  and  agents  or any of them,  or their or his
substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

        In accordance with the  requirements of the Securities Act of 1933, this
registration  statement  was signed by the following  persons in the  capacities
indicated on August 16, 1999.

    Signatures                            Title
    ----------                            -----
/s/ Alexander G. Bearn          Director
Alexander G. Bearn

/s/ David S. Blumenthal         Director
David S. Blumenthal

/s/ Francesco Bolgiani          Director
Francesco Bolgiani

/s/ Abraham E. Cohen            Chairman of the Board
Abraham E. Cohen

/s/ Joseph A. Giacalone         Secretary and Treasurer (Principal
Joseph A. Giacalone             Financial and Accounting Officer)

/s/ John C.K. Hui               Director
John C. K. Hui

_______________________         Director
Kenneth W. Rind

/s/ E. Donald Shapiro           Director
E. Donald Shapiro

/s/ Anthony Viscusi             President, Chief Executive Officer and
Anthony Viscusi                 Director (Principal Executive Officer)

/s/ Zhen-sheng Zheng            Director
Zhen-sheng Zheng
SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                               Vasomedical, Inc.

                        Form S-8 Registration Statement

                           E X H I B I T    I N D E X

                                                         Page No. in Sequential
Exhibit                                                  Numbering of all Pages,
Number          Exhibit Description                      including Exhibit Pages
--------------------------------------------------------------------------------
4       1999 Stock Option Plan.....................

5       Opinion and Consent of Counsel.............

23.1    Consent of Counsel.........................           See Exhibit 5

23.2    Consent of Grant Thornton LLP..............

24      Power of Attorney..........................           See signature page