As filed with the Securities and Exchange Commission on June 12, 1995

                                                  File No. 33___

                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549

                               FORM S-8

                        REGISTRATION STATEMENT
                                 UNDER
                      THE SECURITIES ACT OF 1933


                     INSITUFORM EAST, INCORPORATED
        (Exact Name of Registrant as Specified in its Charter)

        Delaware                         52-0905854
(State of Incorporation)    (I.R.S. Employer Identification Number)

                           3421 Pennsy Drive
                       Landover, Maryland  20785
                         (301) 386-4100 (tel)
                         (301) 386-2444 (fax)
               (Address of Principal Executive Offices)

                     INSITUFORM EAST, INCORPORATED
               1994 BOARD OF DIRECTORS STOCK OPTION PLAN
                         (Full Title of Plan)

                     Robert F. Hartman, Secretary
                     Insituform East, Incorporated
                           3421 Pennsy Drive
                       Landover, Maryland  20785
                            (301) 386-4100
       (Name, Address and Telephone Number of Agent for Service)

                              Copies to:
                        John Paul Ketels, Esq.
                        Ira D. Hammerman, Esq.
                            Rogers & Wells
                      607 Fourteenth Street, N.W.
                        Washington, D.C.  20005
                            (202) 434-0700
<TABLE>

<CAPTION>           CALCULATION OF REGISTRATION FEE


   <C>                  <C>            <C>           <C>         <C>
___________________________________________________________________________ 
                                      Proposed     Proposed
                                      Maximum      Maximum                  
  Title of                            Offering     Aggregate     Amount of
  Securities to      Amount to be     Price Per    Offering    Registration
  be Registered     Registered(1)     Share(2)     Price(2)         Fee 
___________________________________________________________________________
  Common Stock        525,000(3)      $4.125(4)    $2,165,625      $747 
___________________________________________________________________________

<FN>

(1)  Plus such additional number of shares as may be required 
     pursuant  to the Insituform East, Incorporated 1994 Board of
     Directors Stock Option Plan in the event of a stock
     dividend, stock split, recapitalization or other similar
     change in the common stock.
(2)  Calculated in accordance with Rule 457 solely for purposes
     of calculating the registration fee.
(3)  Represents the maximum number of unallocated shares of
     common stock reserved for issuance upon exercise of stock
     options that have been previously granted and may be granted
     in the future under the Insituform East, Incorporated 1994
     Board of Directors Stock Option Plan.
(4)  Represents the average high and low prices of the common
     stock on NASDAQ on June 7, 1995.

</FN>
/TABLE
<PAGE>
                        EXPLANATORY NOTE

     This Registration Statement contains information which, in
accordance with Part II of Form S-8, registers 525,000 shares of
common stock (the "Common Stock") of Insituform East,
Incorporated (the "Registrant") which may be issued upon the
exercise of stock options that have been and may be granted under
the Registrant's 1994 Board of Directors Stock Option Plan (the
"Plan").  Pursuant to Rule 428 promulgated under the Securities
Act of 1933, as amended (the "Securities Act"), the Registrant
will deliver a prospectus meeting the requirements of Part I of
Form S-8, as amended, to all participants of the Plan.
<PAGE>
                             PART II
       INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.   Incorporation of Documents by Reference.

          The following documents are hereby incorporated by
reference into this Registration Statement:

          (a)  The Annual Report on Form 10-K for the fiscal year
ended June 30, 1994, as filed with the Securities and Exchange
Commission (the "Commission") on September 23, 1994.

          (b)  The quarterly reports on Form 10-Q for the
quarters ended September 30, 1994, December 31, 1994 and March
31, 1995.

          (c)  The material in the section entitled "Description
of the Registrant's Securities to be Registered" contained in
Item 1 of the Registration Statement on Form 8-A.

          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, as amended (the "Exchange Act"), after the
date hereof and prior to the filing of a post-effective amendment
which indicates that the securities offered hereby have been sold
or which deregisters all securities covered hereby then remaining
unsold, shall be deemed to be incorporated by reference herein
and to be a part hereof commencing on the respective dates on
which such documents are filed.  Any statement contained in a
document incorporated by reference herein shall be deemed to be
modified or superseded for purposes of this Registration
Statement to the extent that a statement contained herein or in
any other subsequently filed document which also is or is deemed
to be incorporated by reference herein modifies or supersedes
such statement.  Any statement so modified or superseded shall
not be deemed, except as so modified or superseded, to constitute
a part of this Registration Statement.

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 Delaware General
Corporation Law and the Registrant's By-laws, the directors,
officers, employees and agents of the Registrant are to be 


                                1<PAGE>
indemnified to the fullest extent permitted under Delaware law
for any civil, criminal, administrative or investigative
proceeding by reason of such capacity, including claims under the
Securities Act.

          Reference is made to Section 145 of the General
Corporation Law of the State of Delaware which provides for
indemnification of directors and officers in certain
circumstances.

          The foregoing reference is necessarily subject to the
complete text of the Certificate of Incorporation and the statute
referred to above and is qualified in its entirety by reference
thereto.

Item 7.   Exemption from Registration Claimed.

          Not applicable.

Item 8.   Exhibits.

          There are filed with the Registration Statement the
following exhibits:

          4    Instrument Defining Rights of Common Stockholders.
          5    Opinion of Rogers & Wells.
         23.1  Consent of Independent Public Accountant.
         23.2  Consent of Rogers & Wells (included in Exhibit 5).

Item 9.   Undertakings.

          (a)  The Registrant 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;
                   (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; and
                  (iii)  to include any material information with
                         respect to the plan of distribution not 

                                2<PAGE>
                         previously disclosed in the Registration
                         Statement or any material change to such
                         information in the Registration
                         Statement;

provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do
not apply if the information required to be included in a post-
effective amendment by those paragraphs is contained in periodic 
reports filed by the Registrant pursuant to Section 13 or Section
15(d) of the Exchange Act that are incorporated by reference in
this Registration Statement.

               (2)  That, for the purpose of determining any
liability under the Securities Act, each such post-effective
amendment shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of
such securities at that time shall be deemed to be the initial
bona fide offering thereof.

               (3)  To remove from registration by means of a
post-effective amendment any of the securities being registered
which remain unsold at the termination of the offering.

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

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

                                3<PAGE>

                              SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933,
Insituform East, 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 Landover,
Maryland, on June 9, 1995.
                              INSITUFORM EAST, INCORPORATED
                              By:  /s/George Wm. Erikson
                                   George Wm. Erikson
                                   Chairman of the Board

     KNOW ALL MEN BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints George Wm. Erikson, as his true
and lawful attorney-in-fact and agent, with full powers of
substitution and to act without the other, for him and in his name,
place and stead, in any and all capacities, to sign any or 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 attorney-in-fact and agent, full power
and authority to do and perform each and every act and thing requisite
and necessary to be done in and about the premises, as fully for all
intents and purposes as he might or could do in person, hereby
ratifying and confirming all that said attorney-in fact and agent, or
his substitute or substitutes, may lawfully do or cause to be done by
virtue hereof.

Signature & Title             Capacity                 Date

/s/George Wm. Erikson         Director and             June 9, 1995
   George Wm. Erikson         Principal Executive 
   Chairman                   Officer

/s/Robert W. Erikson          Director and             June 9, 1995
   Robert W. Erikson          Principal Executive
   President                  Officer

/s/Calvin G. Franklin         Director                 June 9, 1995
   Calvin G. Franklin

/s/Paul C. Kincheloe, Jr.     Director                 June 9, 1995
   Paul C. Kincheleo, Jr.

/s/Jack Massar                Director                 June 9, 1995
   Jack Massar                  

/s/Thomas J. Schaefer         Director                 June 9, 1995
   Thomas J. Schaefer

                                   4<PAGE>

/s/Webb C. Hayes, IV          Director                 June 9, 1995
   Webb C. Hayes, IV

/s/Raymond T. Verrey          Principal Accounting     June 9, 1995
   Raymond T. Verrey          Officer, Principal
   Chief Financial Officer    Financial Officer
[{"type": "S-8", "sequence": "1", "description": "REGISTRATION STATEMENT", "secsgml_size_bytes": 13625}]
{"company-data": {"conformed-name": "INSITUFORM EAST INC", "cik": "0000355431", "assigned-sic": "1700", "irs-number": "520905854", "state-of-incorporation": "DE", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "033-60165", "film-number": "95546493"}, "business-address": {"street1": "3421 PENNSY DR", "city": "LANDOVER", "state": "MD", "zip": "20785", "phone": "3013862444"}, "mail-address": {"street1": "3421 PENNSY DRIVE", "city": "LANDOVER", "state": "MD", "zip": "20785"}}
As filed with the Securities and Exchange Commission on June 12, 1995

                                                  File No. 33___

                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549

                               FORM S-8

                        REGISTRATION STATEMENT
                                 UNDER
                      THE SECURITIES ACT OF 1933

                     INSITUFORM EAST, INCORPORATED
        (Exact Name of Registrant as Specified in its Charter)

        Delaware                         52-0905854
(State of Incorporation)    (I.R.S. Employer Identification Number)

                           3421 Pennsy Drive
                       Landover, Maryland  20785
                         (301) 386-4100 (tel)
                         (301) 386-2444 (fax)
               (Address of Principal Executive Offices)

                     INSITUFORM EAST, INCORPORATED
               1994 BOARD OF DIRECTORS STOCK OPTION PLAN
                         (Full Title of Plan)

                     Robert F. Hartman, Secretary
                     Insituform East, Incorporated
                           3421 Pennsy Drive
                       Landover, Maryland  20785
                            (301) 386-4100
       (Name, Address and Telephone Number of Agent for Service)

                              Copies to:
                        John Paul Ketels, Esq.
                        Ira D. Hammerman, Esq.
                            Rogers & Wells
                      607 Fourteenth Street, N.W.
                        Washington, D.C.  20005
                            (202) 434-0700
CALCULATION OF REGISTRATION FEE
___________________________________________________________________________ 
                                      Proposed     Proposed
                                      Maximum      Maximum                  
  Title of                            Offering     Aggregate     Amount of
  Securities to      Amount to be     Price Per    Offering    Registration
  be Registered     Registered(1)     Share(2)     Price(2)         Fee 
___________________________________________________________________________
  Common Stock        525,000(3)      $4.125(4)    $2,165,625      $747 
___________________________________________________________________________
(1)  Plus such additional number of shares as may be required 
     pursuant  to the Insituform East, Incorporated 1994 Board of
     Directors Stock Option Plan in the event of a stock
     dividend, stock split, recapitalization or other similar
     change in the common stock.
(2)  Calculated in accordance with Rule 457 solely for purposes
     of calculating the registration fee.
(3)  Represents the maximum number of unallocated shares of
     common stock reserved for issuance upon exercise of stock
     options that have been previously granted and may be granted
     in the future under the Insituform East, Incorporated 1994
     Board of Directors Stock Option Plan.
(4)  Represents the average high and low prices of the common
     stock on NASDAQ on June 7, 1995.
/TABLE
EXPLANATORY NOTE

     This Registration Statement contains information which, in
accordance with Part II of Form S-8, registers 525,000 shares of
common stock (the "Common Stock") of Insituform East,
Incorporated (the "Registrant") which may be issued upon the
exercise of stock options that have been and may be granted under
the Registrant's 1994 Board of Directors Stock Option Plan (the
"Plan").  Pursuant to Rule 428 promulgated under the Securities
Act of 1933, as amended (the "Securities Act"), the Registrant
will deliver a prospectus meeting the requirements of Part I of
Form S-8, as amended, to all participants of the Plan.
PART II
       INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.   Incorporation of Documents by Reference.

          The following documents are hereby incorporated by
reference into this Registration Statement:

          (a)  The Annual Report on Form 10-K for the fiscal year
ended June 30, 1994, as filed with the Securities and Exchange
Commission (the "Commission") on September 23, 1994.

          (b)  The quarterly reports on Form 10-Q for the
quarters ended September 30, 1994, December 31, 1994 and March
31, 1995.

          (c)  The material in the section entitled "Description
of the Registrant's Securities to be Registered" contained in
Item 1 of the Registration Statement on Form 8-A.

          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, as amended (the "Exchange Act"), after the
date hereof and prior to the filing of a post-effective amendment
which indicates that the securities offered hereby have been sold
or which deregisters all securities covered hereby then remaining
unsold, shall be deemed to be incorporated by reference herein
and to be a part hereof commencing on the respective dates on
which such documents are filed.  Any statement contained in a
document incorporated by reference herein shall be deemed to be
modified or superseded for purposes of this Registration
Statement to the extent that a statement contained herein or in
any other subsequently filed document which also is or is deemed
to be incorporated by reference herein modifies or supersedes
such statement.  Any statement so modified or superseded shall
not be deemed, except as so modified or superseded, to constitute
a part of this Registration Statement.

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 Delaware General
Corporation Law and the Registrant's By-laws, the directors,
officers, employees and agents of the Registrant are to be 

                                1
indemnified to the fullest extent permitted under Delaware law
for any civil, criminal, administrative or investigative
proceeding by reason of such capacity, including claims under the
Securities Act.

          Reference is made to Section 145 of the General
Corporation Law of the State of Delaware which provides for
indemnification of directors and officers in certain
circumstances.

          The foregoing reference is necessarily subject to the
complete text of the Certificate of Incorporation and the statute
referred to above and is qualified in its entirety by reference
thereto.

Item 7.   Exemption from Registration Claimed.

          Not applicable.

Item 8.   Exhibits.

          There are filed with the Registration Statement the
following exhibits:

          4    Instrument Defining Rights of Common Stockholders.
          5    Opinion of Rogers & Wells.
         23.1  Consent of Independent Public Accountant.
         23.2  Consent of Rogers & Wells (included in Exhibit 5).

Item 9.   Undertakings.

          (a)  The Registrant 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;
                   (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; and
                  (iii)  to include any material information with
                         respect to the plan of distribution not 

                                2
previously disclosed in the Registration
                         Statement or any material change to such
                         information in the Registration
                         Statement;

provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do
not apply if the information required to be included in a post-
effective amendment by those paragraphs is contained in periodic 
reports filed by the Registrant pursuant to Section 13 or Section
15(d) of the Exchange Act that are incorporated by reference in
this Registration Statement.

               (2)  That, for the purpose of determining any
liability under the Securities Act, each such post-effective
amendment shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of
such securities at that time shall be deemed to be the initial
bona fide offering thereof.

               (3)  To remove from registration by means of a
post-effective amendment any of the securities being registered
which remain unsold at the termination of the offering.

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

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

                                3
SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933,
Insituform East, 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 Landover,
Maryland, on June 9, 1995.
                              INSITUFORM EAST, INCORPORATED
                              By:  /s/George Wm. Erikson
                                   George Wm. Erikson
                                   Chairman of the Board

     KNOW ALL MEN BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints George Wm. Erikson, as his true
and lawful attorney-in-fact and agent, with full powers of
substitution and to act without the other, for him and in his name,
place and stead, in any and all capacities, to sign any or 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 attorney-in-fact and agent, full power
and authority to do and perform each and every act and thing requisite
and necessary to be done in and about the premises, as fully for all
intents and purposes as he might or could do in person, hereby
ratifying and confirming all that said attorney-in fact and agent, or
his substitute or substitutes, may lawfully do or cause to be done by
virtue hereof.

Signature & Title             Capacity                 Date

/s/George Wm. Erikson         Director and             June 9, 1995
   George Wm. Erikson         Principal Executive 
   Chairman                   Officer

/s/Robert W. Erikson          Director and             June 9, 1995
   Robert W. Erikson          Principal Executive
   President                  Officer

/s/Calvin G. Franklin         Director                 June 9, 1995
   Calvin G. Franklin

/s/Paul C. Kincheloe, Jr.     Director                 June 9, 1995
   Paul C. Kincheleo, Jr.

/s/Jack Massar                Director                 June 9, 1995
   Jack Massar                  

/s/Thomas J. Schaefer         Director                 June 9, 1995
   Thomas J. Schaefer

                                   4
/s/Webb C. Hayes, IV          Director                 June 9, 1995
   Webb C. Hayes, IV

/s/Raymond T. Verrey          Principal Accounting     June 9, 1995
   Raymond T. Verrey          Officer, Principal
   Chief Financial Officer    Financial Officer