As filed with the Securities and Exchange Commission on July 24, 1996.
                                                        Registration No. 333-
- --------------------------------------------------------------------------------

                              SECURITIES AND EXCHANGE COMMISSION
                                    Washington, D.C. 20549

                                           FORM S-8
                    REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                               HEALTHCARE IMAGING SERVICES, INC.
                      (Exact name of issuer as specified in its charter)

   Delaware                                           22-3119929
(State or other jurisdiction of               (I.R.S. Employer Identification
incorporation or organization)                        Number)

                                  Tri-Parkway Corporate Park
                                       200 Schulz Drive
                                 Middletown, New Jersey 07701
                      (Address of principal executive offices) (Zip Code)


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


Elliott H. Vernon                                 Scott M. Zimmerman, Esq.
  Chairman of the Board,                          Shereff, Friedman, Hoffman
  President and Chief Executive Officer               & Goodman, LLP
Healthcare Imaging Services, Inc.                 919 Third Avenue
Tri-Parkway Corporate Park                        New York, New York  10022
200 Schulz Drive                                 (212) 758-9500
Middletown, New Jersey 07701
(908) 224-9292
                             (Name, address and telephone number,
                          including area code, of agents for service)

                                CALCULATION OF REGISTRATION FEE

                                    Proposed    Proposed
   Title of           Amount        Maximum     Maximum            Amount of
Securities to         to be     Offering Price  Aggregate          Registration
be Registered    Registered(1)  Per Share(2)  Offering Price(2)    Fee(3)
Common Stock,    75,000 shares     $1.6875     $126,562.50          $43.64
par value $0.01  75,000 shares    $2.09375     $157,031.25          $54.15
per share       100,000 shares     $2.0625     $206,250.00          $71.12
                --------------                 -----------          ------
                250,000 shares                 $489,843.75         $168.91
                ==============                 ===========         =======
- --------------------------------------------------------------------------------
(1) Pursuant  to  Rule  416,  this  Registration   Statement  also  covers  such
    additional  securities as may become issuable to prevent dilution  resulting
    from stock splits, stock dividends or similar transactions.

(2) Estimated  solely  for the  purpose  of  calculating  the  registration  fee
    pursuant to Rule 457(c) and (h) on the basis of the exercise  price if known
    or the average of the high and low prices of the  Registrant's  Common Stock
    as quoted on The Nasdaq National Market on July 19, 1996.

(3) The  Registration Fee has been calculated as follows:  75,000  multiplied by
    one  twenty-ninth  of one  percent of $1.6875  (the  exercise  price of such
    options) , 75,000  multiplied by one twenty-ninth of one percent of $2.09375
    (the  exercise  price  of  such  options)  and  100,000  multiplied  by  one
    twenty-ninth  of one  percent of  $2.0625,  the  average of the high and low
    price of the Registrant's  Common Stock as quoted on The Nasdaq Stock Market
    on July 19, 1996.


                                            - 1 -

<PAGE>



                                            PART II

                                    INFORMATION REQUIRED IN
                                  THE REGISTRATION STATEMENT

Item 3.       Incorporation of Documents by Reference

              The  following  documents,  which  have been  filed by  Healthcare
Imaging  Services,  Inc., a Delaware  corporation (the  "Registrant"),  with the
Securities and Exchange Commission (the  "Commission"),  are incorporated herein
by reference:

                  (a) The Registrant's Annual Report on Form 10-K for the fiscal
year ended December 31, 1995 (the "1995 Form 10-K"),  which is the  Registrant's
latest  Annual  Report on Form 10-K filed  pursuant to Section 13(a) or 15(d) of
the  Securities  Exchange Act of 1934 (the  "Exchange  Act") and which  contains
audited financial statements for the Registrant's latest fiscal year for which a
Form 10-K was  required to have been filed,  as amended by a Form  10-K/A-1  and
Form 10-K/A-2.

                  (b) The  Registrant's  Quarterly  Report  on Form 10-Q for the
fiscal quarter ended March 31, 1996.

                  (c) The  description  of the  Registrant's  Common Stock,  par
value $0.01 per share,  which is contained  in a  registration  statement  filed
under  Section 12 of the Exchange  Act,  including any amendment or report filed
for the purpose of updating such description.

              In addition,  all documents  subsequently  filed by the Registrant
pursuant to Section 13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to the
filing of a post-effective amendment which indicates that all securities offered
have been sold or which 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 time 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.

              The Company's  Certificate of  Incorporation  (the  "Certificate")
provides that each person who was or is made a party or is threatened to be made
a party to or is involved in any

                                            - 2 -

<PAGE>



threatened,  pending or completed  action,  suit or  proceeding,  whether civil,
criminal,  administrative or investigative, by reason of the fact that he or she
is or was a  director  or officer  of the  Company  or is or was  serving at the
request of the  Company as a  director,  officer,  employee  or agent of another
entity,  shall be  indemnified  and held  harmless by the Company to the maximum
extent  authorized  by the  General  Corporation  Law of the  State of  Delaware
("DGCL")  against all expense,  liability and loss  reasonably  incurred by such
person in connection therewith.  The DGCL permits indemnification of a director,
officer,  employee or agent in civil, criminal,  administrative or investigative
actions,  suits or  proceedings  (other than an action by or in the right of the
corporation) to which such person is a party or is threatened to be made a party
by reason of the fact of such relationship with the corporation or the fact that
such person is or was serving in a similar  capacity with another  entity at the
request  of  the  corporation  against  expenses  (including  attorneys'  fees),
judgments, fines and amounts paid in settlement actually and reasonably incurred
by him in connection  with such action if such person acted in good faith and in
a manner he reasonably believed to be in or not opposed to the best interests of
the corporation,  and, with respect to any criminal action or proceeding,  if he
had no reasonable  cause to believe his conduct was  unlawful.  The DGCL permits
indemnification of a director, officer, employee or agent in actions or suits by
or in the  right  of the  corporation  to  which  such  person  is a party or is
threatened  to be made a party by reason of the fact of such  relationship  with
the  corporation  or the fact that such  person is or was  serving  in a similar
capacity with another entity at the request of the corporation  against expenses
(including   attorneys'  fees)  actually  and  reasonably  incurred  by  him  in
connection with the defense or settlement of such action if such person acted in
good faith and in a manner he reasonably believed to be in or not opposed to the
best interests of the corporation except that no indemnification  may be made in
respect of any such claim,  issue or matter to any person  adjudged to be liable
to the  corporation  unless and only to the extent  that the  Delaware  Court of
Chancery or the court in which the action was brought  determines that,  despite
the adjudication of liability,  such person is under all  circumstances,  fairly
and  reasonably  entitled to indemnity for such expenses  which such court shall
deem proper.

              The  Certificate   provides  that  the  right  to  indemnification
contained  therein is a contract  right and includes the right to be paid by the
Company the expenses incurred in defending any such proceeding in advance of its
final disposition;  provided, however, that if the DGCL requires, the payment of
such expenses incurred in advance of the final disposition of a proceeding shall
be made only upon delivery to the Company of an undertaking to repay all amounts
so  advanced  if it shall  ultimately  be  determined  that  such  person is not
entitled to be indemnified.

              The Company maintains directors' and officers' liability insurance
covering  certain  liabilities  incurred by the  directors  and  officers of the
Company in connection with the performance of their duties.

Item 7.       Exemption from Registration Claimed.

              Not applicable.

                                            - 3 -

<PAGE>



Item 8.       Exhibits

              The  following  exhibits  are  filed as part of this  registration
statement:

              4.1     Healthcare Imaging Services, Inc. 1996 Stock Option Plan 
                      for Non-Employee Directors

              5.1     Opinion of Shereff, Friedman, Hoffman & Goodman, LLP.

              23.1    Consent of Deloitte & Touche LLP

              23.2    Consent  of  Shereff,  Friedman,  Hoffman &  Goodman,  LLP
                      (included in Exhibit 5.1).

              24      Power of Attorney (included in signature page to this 
                      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;

                        (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)(1)(i) and (a)(1)(ii)
do not  apply  if the  registration  statement  is on  Form  S-3 or 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.

                                            - 4 -

<PAGE>



                    (2) That, for the purpose 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 the
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 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 that 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 Securities  Act of 1933 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 Act and
will be governed by the final adjudication of such issue.

                                            - 5 -

<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
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 Monmouth, State of New Jersey, on this 24th day of
July, 1996.


                                              HEALTHCARE IMAGING SERVICES, INC.


                                              By: /s/ Elliott H. Vernon
                                                  Elliott H. Vernon
                                                  Chairman of the Board, 
                                                  President and 
                                                  Chief Executive Officer



                                            - 6 -

<PAGE>



         KNOW ALL MEN BY  THESE  PRESENT,  that  each of the  undersigned  whose
signature  appears below  constitutes and appoints Elliott H. Vernon and Michael
J. Rutkin,  and each of them (with full power of each of them to act alone), his
true and lawful  attorneys-in-fact  and agents,  with full power of substitution
and  resubstitution for him and on his behalf, and in his name, place and stead,
in any and all  capacities  to  execute  and  sign  any  and all  amendments  or
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 or necessary to be done in and about the premises,
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 and the  Registrant  hereby  confers like authority on its
behalf.

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


          Signature                        Title                        Date

/s/ Elliott H. Vernon           Chairman of the Board,             July 24, 1996
Elliott H. Vernon               President and Chief Executive
                                Officer

/s/ Michael J. Rutkin           Executive Vice President, Chief    July 24, 1996
Michael J. Rutkin               Operating Officer and Secretary
                                (Acting Principal Financial and
                                Accounting Officer)

/s/ George Braff                Director                           July 24, 1996
George Braff

                                Director                           July __, 1996
Jerold L. Fisher

                                Director                           July __, 1996
Shawn A. Freidkin

/s/ Mitchell Hymowitz           Director                            July 24,1996
Mitchell Hymowitz

                                Director                           July __, 1996
Dominic A. Polimeni

/s/ Joseph J. Raymond           Director                           July 24, 1996
Joseph J. Raymond


                                            - 7 -

<PAGE>



                               HEALTHCARE IMAGING SERVICES, INC.

                                           FORM S-8
                                    REGISTRATION STATEMENT


                                         EXHIBIT INDEX

                                                                    Sequentially
                                                                       Numbered
Exhibit                                                                    Page


4.1      Healthcare Imaging Services, Inc. 1996 Stock Option Plan for 
         Non-Employee Directors.

5.1      Opinion of Shereff, Friedman, Hoffman & Goodman, LLP.

23.1     Consent of Deloitte & Touche LLP

23.2     Consent of Shereff, Friedman, Hoffman & Goodman, LLP (included in 
         Exhibit 5.1).

24       Power of Attorney (included in signature page to this registration 
         statement).





                                            - 8 -

<PAGE>
[{"type": "S-8", "sequence": "1", "description": "1996 STOCK OPTION PLAN FOR NON-EMPLOYEE DIRECTORS", "secsgml_size_bytes": 19489}]
{"company-data": {"conformed-name": "HEALTHCARE IMAGING SERVICES INC", "cik": "0000878230", "assigned-sic": "8071", "irs-number": "223119929", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-08699", "film-number": "96598262"}, "business-address": {"street1": "TRI PARKWAY CORP PARK", "street2": "200 SCHULZ DR", "city": "MIDDLETOWN", "state": "NJ", "zip": "07701", "phone": "9082249292"}, "mail-address": {"street1": "200 SCHULZ DR", "city": "MIDDLETOWN", "state": "NJ", "zip": "07701"}, "former-company": {"former-conformed-name": "HIS ACQUISITION INC", "date-changed": "19600201"}}
As filed with the Securities and Exchange Commission on July 24, 1996.
                                                        Registration No. 333-
- --------------------------------------------------------------------------------

                              SECURITIES AND EXCHANGE COMMISSION
                                    Washington, D.C. 20549

                                           FORM S-8
                    REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                               HEALTHCARE IMAGING SERVICES, INC.
                      (Exact name of issuer as specified in its charter)

   Delaware                                           22-3119929
(State or other jurisdiction of               (I.R.S. Employer Identification
incorporation or organization)                        Number)

                                  Tri-Parkway Corporate Park
                                       200 Schulz Drive
                                 Middletown, New Jersey 07701
                      (Address of principal executive offices) (Zip Code)

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

Elliott H. Vernon                                 Scott M. Zimmerman, Esq.
  Chairman of the Board,                          Shereff, Friedman, Hoffman
  President and Chief Executive Officer               & Goodman, LLP
Healthcare Imaging Services, Inc.                 919 Third Avenue
Tri-Parkway Corporate Park                        New York, New York  10022
200 Schulz Drive                                 (212) 758-9500
Middletown, New Jersey 07701
(908) 224-9292
                             (Name, address and telephone number,
                          including area code, of agents for service)

                                CALCULATION OF REGISTRATION FEE

                                    Proposed    Proposed
   Title of           Amount        Maximum     Maximum            Amount of
Securities to         to be     Offering Price  Aggregate          Registration
be Registered    Registered(1)  Per Share(2)  Offering Price(2)    Fee(3)
Common Stock,    75,000 shares     $1.6875     $126,562.50          $43.64
par value $0.01  75,000 shares    $2.09375     $157,031.25          $54.15
per share       100,000 shares     $2.0625     $206,250.00          $71.12
                --------------                 -----------          ------
                250,000 shares                 $489,843.75         $168.91
                ==============                 ===========         =======
- --------------------------------------------------------------------------------
(1) Pursuant  to  Rule  416,  this  Registration   Statement  also  covers  such
    additional  securities as may become issuable to prevent dilution  resulting
    from stock splits, stock dividends or similar transactions.

(2) Estimated  solely  for the  purpose  of  calculating  the  registration  fee
    pursuant to Rule 457(c) and (h) on the basis of the exercise  price if known
    or the average of the high and low prices of the  Registrant's  Common Stock
    as quoted on The Nasdaq National Market on July 19, 1996.

(3) The  Registration Fee has been calculated as follows:  75,000  multiplied by
    one  twenty-ninth  of one  percent of $1.6875  (the  exercise  price of such
    options) , 75,000  multiplied by one twenty-ninth of one percent of $2.09375
    (the  exercise  price  of  such  options)  and  100,000  multiplied  by  one
    twenty-ninth  of one  percent of  $2.0625,  the  average of the high and low
    price of the Registrant's  Common Stock as quoted on The Nasdaq Stock Market
    on July 19, 1996.

                                            - 1 -
PART II

                                    INFORMATION REQUIRED IN
                                  THE REGISTRATION STATEMENT

Item 3.       Incorporation of Documents by Reference

              The  following  documents,  which  have been  filed by  Healthcare
Imaging  Services,  Inc., a Delaware  corporation (the  "Registrant"),  with the
Securities and Exchange Commission (the  "Commission"),  are incorporated herein
by reference:

                  (a) The Registrant's Annual Report on Form 10-K for the fiscal
year ended December 31, 1995 (the "1995 Form 10-K"),  which is the  Registrant's
latest  Annual  Report on Form 10-K filed  pursuant to Section 13(a) or 15(d) of
the  Securities  Exchange Act of 1934 (the  "Exchange  Act") and which  contains
audited financial statements for the Registrant's latest fiscal year for which a
Form 10-K was  required to have been filed,  as amended by a Form  10-K/A-1  and
Form 10-K/A-2.

                  (b) The  Registrant's  Quarterly  Report  on Form 10-Q for the
fiscal quarter ended March 31, 1996.

                  (c) The  description  of the  Registrant's  Common Stock,  par
value $0.01 per share,  which is contained  in a  registration  statement  filed
under  Section 12 of the Exchange  Act,  including any amendment or report filed
for the purpose of updating such description.

              In addition,  all documents  subsequently  filed by the Registrant
pursuant to Section 13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to the
filing of a post-effective amendment which indicates that all securities offered
have been sold or which 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 time 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.

              The Company's  Certificate of  Incorporation  (the  "Certificate")
provides that each person who was or is made a party or is threatened to be made
a party to or is involved in any

                                            - 2 -
threatened,  pending or completed  action,  suit or  proceeding,  whether civil,
criminal,  administrative or investigative, by reason of the fact that he or she
is or was a  director  or officer  of the  Company  or is or was  serving at the
request of the  Company as a  director,  officer,  employee  or agent of another
entity,  shall be  indemnified  and held  harmless by the Company to the maximum
extent  authorized  by the  General  Corporation  Law of the  State of  Delaware
("DGCL")  against all expense,  liability and loss  reasonably  incurred by such
person in connection therewith.  The DGCL permits indemnification of a director,
officer,  employee or agent in civil, criminal,  administrative or investigative
actions,  suits or  proceedings  (other than an action by or in the right of the
corporation) to which such person is a party or is threatened to be made a party
by reason of the fact of such relationship with the corporation or the fact that
such person is or was serving in a similar  capacity with another  entity at the
request  of  the  corporation  against  expenses  (including  attorneys'  fees),
judgments, fines and amounts paid in settlement actually and reasonably incurred
by him in connection  with such action if such person acted in good faith and in
a manner he reasonably believed to be in or not opposed to the best interests of
the corporation,  and, with respect to any criminal action or proceeding,  if he
had no reasonable  cause to believe his conduct was  unlawful.  The DGCL permits
indemnification of a director, officer, employee or agent in actions or suits by
or in the  right  of the  corporation  to  which  such  person  is a party or is
threatened  to be made a party by reason of the fact of such  relationship  with
the  corporation  or the fact that such  person is or was  serving  in a similar
capacity with another entity at the request of the corporation  against expenses
(including   attorneys'  fees)  actually  and  reasonably  incurred  by  him  in
connection with the defense or settlement of such action if such person acted in
good faith and in a manner he reasonably believed to be in or not opposed to the
best interests of the corporation except that no indemnification  may be made in
respect of any such claim,  issue or matter to any person  adjudged to be liable
to the  corporation  unless and only to the extent  that the  Delaware  Court of
Chancery or the court in which the action was brought  determines that,  despite
the adjudication of liability,  such person is under all  circumstances,  fairly
and  reasonably  entitled to indemnity for such expenses  which such court shall
deem proper.

              The  Certificate   provides  that  the  right  to  indemnification
contained  therein is a contract  right and includes the right to be paid by the
Company the expenses incurred in defending any such proceeding in advance of its
final disposition;  provided, however, that if the DGCL requires, the payment of
such expenses incurred in advance of the final disposition of a proceeding shall
be made only upon delivery to the Company of an undertaking to repay all amounts
so  advanced  if it shall  ultimately  be  determined  that  such  person is not
entitled to be indemnified.

              The Company maintains directors' and officers' liability insurance
covering  certain  liabilities  incurred by the  directors  and  officers of the
Company in connection with the performance of their duties.

Item 7.       Exemption from Registration Claimed.

              Not applicable.

                                            - 3 -
Item 8.       Exhibits

              The  following  exhibits  are  filed as part of this  registration
statement:

              4.1     Healthcare Imaging Services, Inc. 1996 Stock Option Plan 
                      for Non-Employee Directors

              5.1     Opinion of Shereff, Friedman, Hoffman & Goodman, LLP.

              23.1    Consent of Deloitte & Touche LLP

              23.2    Consent  of  Shereff,  Friedman,  Hoffman &  Goodman,  LLP
                      (included in Exhibit 5.1).

              24      Power of Attorney (included in signature page to this 
                      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;

                        (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)(1)(i) and (a)(1)(ii)
do not  apply  if the  registration  statement  is on  Form  S-3 or 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.

                                            - 4 -
(2) That, for the purpose 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 the
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 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 that 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 Securities  Act of 1933 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 Act and
will be governed by the final adjudication of such issue.

                                            - 5 -
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
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 Monmouth, State of New Jersey, on this 24th day of
July, 1996.

                                              HEALTHCARE IMAGING SERVICES, INC.

                                              By: /s/ Elliott H. Vernon
                                                  Elliott H. Vernon
                                                  Chairman of the Board, 
                                                  President and 
                                                  Chief Executive Officer

                                            - 6 -
KNOW ALL MEN BY  THESE  PRESENT,  that  each of the  undersigned  whose
signature  appears below  constitutes and appoints Elliott H. Vernon and Michael
J. Rutkin,  and each of them (with full power of each of them to act alone), his
true and lawful  attorneys-in-fact  and agents,  with full power of substitution
and  resubstitution for him and on his behalf, and in his name, place and stead,
in any and all  capacities  to  execute  and  sign  any  and all  amendments  or
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 or necessary to be done in and about the premises,
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 and the  Registrant  hereby  confers like authority on its
behalf.

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

          Signature                        Title                        Date

/s/ Elliott H. Vernon           Chairman of the Board,             July 24, 1996
Elliott H. Vernon               President and Chief Executive
                                Officer

/s/ Michael J. Rutkin           Executive Vice President, Chief    July 24, 1996
Michael J. Rutkin               Operating Officer and Secretary
                                (Acting Principal Financial and
                                Accounting Officer)

/s/ George Braff                Director                           July 24, 1996
George Braff

                                Director                           July __, 1996
Jerold L. Fisher

                                Director                           July __, 1996
Shawn A. Freidkin

/s/ Mitchell Hymowitz           Director                            July 24,1996
Mitchell Hymowitz

                                Director                           July __, 1996
Dominic A. Polimeni

/s/ Joseph J. Raymond           Director                           July 24, 1996
Joseph J. Raymond

                                            - 7 -
HEALTHCARE IMAGING SERVICES, INC.

                                           FORM S-8
                                    REGISTRATION STATEMENT

                                         EXHIBIT INDEX

                                                                    Sequentially
                                                                       Numbered
Exhibit                                                                    Page

4.1      Healthcare Imaging Services, Inc. 1996 Stock Option Plan for 
         Non-Employee Directors.

5.1      Opinion of Shereff, Friedman, Hoffman & Goodman, LLP.

23.1     Consent of Deloitte & Touche LLP

23.2     Consent of Shereff, Friedman, Hoffman & Goodman, LLP (included in 
         Exhibit 5.1).

24       Power of Attorney (included in signature page to this registration 
         statement).

                                            - 8 -