<PAGE>1

        As filed with the Securities and Exchange Commission on April 29, 1998

                                                Registration No. 333-

	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C.  20549

	FORM S-8

	REGISTRATION STATEMENT
	UNDER
	THE SECURITIES ACT OF 1933

	          VWR SCIENTIFIC PRODUCTS CORPORATION           
	(Exact name of issuer as specified in its charter)

          Pennsylvania      			        91-1319190        
(state or other jurisdiction of			(IRS Employer Indentifi-
incorporation or organization)			cation Number)


	1310 Goshen Parkway
		  		West Chester, Pennsylvania 19380         
	(Address of Principal Executive Offices) (Zip Code)


	VWR SCIENTIFIC PRODUCTS CORPORATION
 	NON-EMPLOYEE DIRECTORS' RESTRICTED STOCK PLAN

	(Full title of the plan)


	David M. Bronson, Senior Vice President and Secretary
	VWR Scientific Products Corporation
	1310 Goshen Parkway
				  West Chester, Pennsylvania 19380     
	(Name and address of agent for service)

	            (610) 431-1700             
	(Telephone number, including area code,
	of agent for service)

	Copy to:
	Thomas E. Wood, Esquire
	Drinker Biddle & Reath LLP
	Suite 300, 1000 Westlakes Drive
	Berwyn, Pennsylvania 19312


	
	


<PAGE>2

               CALCULATION OF REGISTRATION FEE

	                       Proposed          Proposed
Titles o     Amount     Maximum          Maximum
Securities   To Be      Offering         Aggregate       Amount of
To Be        Regis-     Price            Offering        Registration
Registered   tered      Per Share **     Price **        Fee**
__________   _______    ____________     _____________   ____________

Common       25,000     $34.6875         $867,187.50     $255.82
Shares,      shares*
par value
$1.00 per
share
	

*    Pursuant to Rule 416(a), this Registration Statement also registers
 such indeterminate number of additional shares as may become issuable under
 the Plan in connection with share splits, share dividends 
 or similar transactions.

**   Calculated pursuant to Rule 457(h).  The price is computed based upon
 $34.6875 the average of the highest and lowest selling prices of the
 Company's Common Shares on April 23, 1998, as reported by the Nasdaq 
 National Market.


<PAGE>3

PART I - INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS


	(Not required to be filed as part of this Registration Statement)


   PART II - INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 3.  Incorporation of Documents by Reference.

          VWR Scientific Products Corporation (the "Company") 
hereby incorporates into this Registration Statement by reference 
the following documents:

The Annual Report on Form 10-K of VWR Scientific Products 
Corporation (the "Registrant") for the fiscal year ended 
December 31, 1997. 

The description of the Registrant's Common Stock contained in the 
Form 10 of the Registrant filed under the Securities Exchange 
Act of 1934 (the "Exchange Act") on January 10, 1986 (file no. 
0-14139) (registering the Registrant's Common Stock and 
containing a description thereof), including any amendment or 
report filed for the purpose of updating such description; and

The description of the Rights attached to the Registrant's Common 
Stock contained in the Form 8-A of the Registrant filed under 
the Exchange Act on May 23, 1988 (registering the Rights 
attached to the Registrant's Common Stock and containing a 
description of such Rights and the Rights Agreement of the 
Registrant and the Rights Agent named therein), including any 
amendment or report filed for the purpose of updating such 
description.

          All reports subsequently filed by the Company pursuant to 
Section 13(a), 13(c), 14 and 15(d) of the Exchange Act after the 
date of the Registration Statement and prior to the filing of a


<PAGE>4

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 
date of filing of such documents.  Any statement contained in a 
document incorporated by reference herein shall be deemed to be 
modified or superseded for the purposes hereof to the extent that a 
statement contained herein (or in any subsequently filed document 
which also is incorporated by reference herein) modifies or 
supersedes such statement.  Any statement so modified or superseded 

shall not be deemed, except as so modified or superseded, to 
constitute a part hereof.

Item 4.   Description of Securities.

          Not applicable.


Item 5.   Interests of Named Experts and Counsel.

          Not applicable.


Item 6.   Indemnification of Directors and Officers.

          Article XIV of the Registrant's Amended and Restated 
Articles of Incorporation eliminated the personal liability of a 
director for monetary damages for any action taken, or failure to 
take any action, to the fullest extent permitted by the 
Pennsylvania Business Corporation Law ("PBCL").

          Section 6.1 of the Registrant's Bylaws provides for 
indemnification by the Registrant of each person who was or is made 
a party or is threatened to be made a party to or is involved in 
any threatened, pending or completed action, suit or proceeding by 
reason of the fact that he or she is or was a director or officer 
of the Registrant or, being or having been such a director or


<PAGE>5

officer, is or was serving at the request of the Registrant as a 
director, officer, partner, trustee, employee or agent or another 
corporation or of a partnership, joint venture, trust or other 
enterprise to the fullest extent not prohibited by the PBCL, public 
policy, or other applicable law.

          In addition, the Registrant has purchased an insurance 
policy which, subject to certain restrictions and exclusions, 
provides insurance to the Registrant's directors and officers 
against loss (including expenses incurred in the defense of 
actions, suits or proceedings in connection therewith) arising from 
acts or failures to act while serving as directors and officers of 
the Registrant.

          The PBCL provides that a corporation may indemnify any 
person who was or is a party or is threatened to be made a party to 
any threatened, pending or completed action or proceeding, whether 
civil, criminal, administrative or investigative (other than a 
derivative action by or in the right of such corporation) by reason 
of the fact that the person is or was a representative of the 
corporation (or is or was serving at the request of the corporation 
as a representative of another corporation) against expenses 

(including attorneys' fees), judgments, fines and amounts paid in 
settlement actually and reasonably incurred in connection with such 
action or proceeding, 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 such corporation, and, with respect to any criminal 
action or proceeding, had no reasonable cause to believe his 
conduct was unlawful.

          The PBCL also permits indemnification by a corporation 
under similar circumstances for expenses (including attorneys' 
fees) actually and reasonably incurred by such persons in 
connection with the defense or settlement of a threatened, pending 
or completed derivative action, except that no indemnification 
shall be made in respect of any claim, issue or matter as to which 
such person shall have been adjudged to be liable to such


<PAGE>6

corporation unless the court of common pleas of the judicial 
district embracing the county in which the registered office of the 
corporation is located or the court in which such action was 
brought determines upon application that such person is fairly and 
reasonably entitled to indemnity for such expenses which such court 
shall deem proper.

          The PBCL provides that the indemnification described 
above shall not be deemed exclusive of other indemnification that 
may be granted by a corporation pursuant to its By-Laws, 
disinterested directors' vote, shareholders' vote, agreement or 
otherwise; provided that the indemnification shall not be made in 
any case where the act or failure to act giving rise to the claim 
for indemnification is determined by a court to have constituted 
willful misconduct or recklessness.

          The PBCL also empowers corporations to purchase and 
maintain insurance on behalf of any person who is or was a 
representative of the corporation, or is or was serving at the 
request of the corporation as a representative for another 
corporation, partnership, joint venture, trust or other enterprise 
against any liability asserted against him in any such capacity, or 
arising out of his status as such, whether or not the corporation 
would have the power to indemnify him against such liability as 
described above.

Item 7.   Exemption from Registration Claimed.

          Not applicable.  


<PAGE>7

Item 8.   Exhibits.

          Exhibit 4.1*   The VWR Scientific Products 
Corporation Non-Employee Directors' 
Restricted Stock Plan.

          Exhibit 4.2    The Rights Agreement dated May 20, 
1988 between the Registrant and The 
First Jersey National Bank 
(incorporated by reference to Exhibit 
1 of the Registrant's Form 8-A filed 
on May 23, 1988).

          Exhibit 4.2(a) Amendment to the Rights Agreement 
dated May 20, 1988 between the 
Registrant and The First Jersey 
National Bank (incorporated by 
reference to the Registrant's Form 8 
dated June 14, 1988).

          Exhibit 4.2(b) Amendment No. 1, dated as of February 
23, 1995, to the Rights Agreement, 
dated May 20, 1988, between VWR 
Scientific Products Corporation 
(formerly known as VWR Corporation) 
and First Interstate Bank of 
Washington, N.A., successor to The 
First Jersey National Bank 
(incorporated by reference to Exhibit 
4 of the Registrant's Form 8-K dated 
as of February 23, 1995).

          Exhibit 5*     Opinion of Drinker Biddle & Reath 
LLP, counsel to Registrant.

          Exhibit 23.1*  Consent of Ernst & Young LLP, 
independent auditors.



<PAGE>8

          Exhibit 23.2*  Consent of Drinker Biddle & Reath LLP 
(included in Exhibit 5).

          Exhibit 24     Power of Attorney (included on 
<PAGE>10)
___________________________________
          *  Filed herewith.

Item 9.   Undertakings.

          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;

     (ii) To reflect in the prospectus any facts or events arising 
after the effective date of the registration statement (or the most 
recent post-effective amendment thereof) which, individually or in 
the aggregate, represent a fundamental change in the information 
set forth in the registration statement.  Notwithstanding the 
foregoing, any increase or decrease in volume of securities offered 
(if the total dollar value of securities offered would not exceed 
that which was registered) and any deviation from the low or high 
and of the estimated maximum offering range may be reflected in the 
form of prospectus filed with the Securities and Exchange 
Commission pursuant to Rule 424(b) if, in the aggregate, the 
changes in value and price represent no more than a 20% change in 
the maximum aggregate offering price set forth in the "Calculation 
of Registration Fee" table in the effective registration statement; 
and

     (iii) To include any material information with respect to the 
plan of distribution not previously disclosed in the registration


<PAGE>9

statement or any material change to such information in the 
registration statement. 

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

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

     The undersigned registrant hereby undertakes that, for 
purposes of determining any liability under the Securities Act, 
each filing of the registrant's annual report pursuant to Section 
13(a) or Section 15(d) of the Exchange Act (and, where applicable, 
each filing of an employee benefit plan's annual report pursuant to 
Section 15(d) of the Exchange Act) that is incorporated by 
PAGE<8>

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.

     Insofar as indemnification for liabilities arising under the 
Securities Act may be permitted to directors, officers and 
controlling persons of the registrant pursuant to the foregoing 
provisions, or otherwise, the registrant has been advised that in 
the opinion of the Securities and Exchange Commission such 
indemnification is against public policy as expressed in the 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,


<PAGE>10

officer or controlling person in connection with the securities 
being registered, the registrant will, unless in the opinion of its 
counsel the matter has been settled by controlling precedent, 
submit to a court of appropriate jurisdiction the question whether 
such indemnification by it is against public policy as expressed in 
the Securities Act and will be governed by the final adjudication 
of such issue.

                  SIGNATURES AND POWER OF ATTORNEY

          Pursuant to the requirements of the Securities Act of 
1933, the registrant certifies that it has reasonable grounds to 
believe that it meets all of the requirements for filing on Form S-
8 and has duly caused this registration statement to be signed on 
its behalf by the undersigned, thereunto duly authorized, in West 
Chester, Pennsylvania, on this 29 day of April, 1998.

                         VWR SCIENTIFIC PRODUCTS CORPORATION


                         By: /s/ Jerrold B. Harris            
                                   Jerrold B. Harris,
                         President and Chief Executive Officer


          Each person whose signature appears below hereby 
constitutes and appoints Jerrold B. Harris and David M. Bronson or 
either of them as his attorneys-in-fact and agents, with full power 
of substitution and resubstitution for him, in any and all 
capacities, to sign any or all amendments or post-effective 
amendments to this Registration Statement, and to file the same, 
with exhibits thereto and other documents in connection therewith, 
granting unto each of such attorneys-in-fact and agents full power 
and authority to do and perform each and every act and thing 
requisite and necessary in connection with such matters and hereby 
ratifying and confirming all that each of such attorneys-in-fact 
and agents or his substitutes may do or cause to be done by virtue 
hereof.


<PAGE>11

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

   Signature
    Title
	    Date


/s/Jerrold B. Harris      President and Chief      April 29, 1998
Jerrold B. Harris         Executive Officer
                         (Principal Executive 
                          Officer)

/s/David M. Bronson       Senior Vice President    April 29, 1998
David M. Bronson          Finance and Chief 
                          Financial Officer (Principal
                           Financial Officer)

/s/James W. Bernard       Director                 April 29, 1998
James W. Bernard
<PAGE>10


/s/Richard E. Engebrecht   Director            April 29, 1998
Richard E. Engebrecht

/s/Wolfgang Honn           Director            April 29, 1998
Wolfgang Honn

/s/Dieter Janssen          Director            April 29, 1998
Dieter Janssen

/s/Stephen J. Kunst        Director            April 29, 1998
Stephen J. Kunst

/s/Edward A. McGrath, Jr.  Director            April 29, 1998
Edward A. McGrath, Jr.

/s/Donald P. Nielsen       Director            April 29, 1998
Donald P. Nielsen



<PAGE>12

/s/N. Stewart Rogers       Director            April 29, 1998
N. Stewart Rogers

/s/Dr. Harald J. Schroder  Director            April 29, 1998
Dr. Harald J. Schroder

/s/Walter W. Zywottek      Director            April 29, 1998
Walter W. Zywottek


<PAGE>13
                            EXHIBIT INDEX
Number                          Description                       

Exhibit 4.1*        The VWR Scientific Products Corporation Non-
Employee Directors' Restricted Stock Plan.

Exhibit 4.2         The Rights Agreement dated May 20, 1988 between 
the Registrant and The First Jersey National 
Bank (incorporated by reference to Exhibit 1 of 
the Registrant's Form 8-A filed on May 23, 
1988).

Exhibit 4.2(a)      Amendment to the Rights Agreement dated May 20, 
1988 between the Registrant and The First 
Jersey National Bank (incorporated by reference 
to the Registrant's Form 8 dated June 14, 
1988).

Exhibit 4.2(b)      Amendment No. 1, dated as of February 23, 1995, 
to the Rights Agreement, dated May 20, 1988, 
between VWR Scientific Products Corporation 
(formerly known as VWR Corporation) and First 
Interstate Bank of Washington, N.A., successor 
to The First Jersey National Bank (incorporated 
by reference to Exhibit 4 of the Registrant's 
Form 8-K dated as of February 23, 1995).

Exhibit 5*          Opinion of Drinker Biddle & Reath LLP, counsel 
to Registrant.

Exhibit 23.1*       Consent of Ernst & Young LLP, independent 
auditors.

Exhibit 23.2*       Consent of Drinker Biddle & Reath LLP (included 
in Exhibit 5).

Exhibit 24          Power of Attorney (included on <PAGE>10)
_______________________________
*  Filed herewith.















	



 



 

 



























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1

        As filed with the Securities and Exchange Commission on April 29, 1998

                                                Registration No. 333-

	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C.  20549

	FORM S-8

	REGISTRATION STATEMENT
	UNDER
	THE SECURITIES ACT OF 1933

	          VWR SCIENTIFIC PRODUCTS CORPORATION           
	(Exact name of issuer as specified in its charter)

          Pennsylvania      			        91-1319190        
(state or other jurisdiction of			(IRS Employer Indentifi-
incorporation or organization)			cation Number)

	1310 Goshen Parkway
		  		West Chester, Pennsylvania 19380         
	(Address of Principal Executive Offices) (Zip Code)

	VWR SCIENTIFIC PRODUCTS CORPORATION
 	NON-EMPLOYEE DIRECTORS' RESTRICTED STOCK PLAN

	(Full title of the plan)

	David M. Bronson, Senior Vice President and Secretary
	VWR Scientific Products Corporation
	1310 Goshen Parkway
				  West Chester, Pennsylvania 19380     
	(Name and address of agent for service)

	            (610) 431-1700             
	(Telephone number, including area code,
	of agent for service)

	Copy to:
	Thomas E. Wood, Esquire
	Drinker Biddle & Reath LLP
	Suite 300, 1000 Westlakes Drive
	Berwyn, Pennsylvania 19312
2

               CALCULATION OF REGISTRATION FEE

	                       Proposed          Proposed
Titles o     Amount     Maximum          Maximum
Securities   To Be      Offering         Aggregate       Amount of
To Be        Regis-     Price            Offering        Registration
Registered   tered      Per Share **     Price **        Fee**
__________   _______    ____________     _____________   ____________

Common       25,000     $34.6875         $867,187.50     $255.82
Shares,      shares*
par value
$1.00 per
share
	

*    Pursuant to Rule 416(a), this Registration Statement also registers
 such indeterminate number of additional shares as may become issuable under
 the Plan in connection with share splits, share dividends 
 or similar transactions.

**   Calculated pursuant to Rule 457(h).  The price is computed based upon
 $34.6875 the average of the highest and lowest selling prices of the
 Company's Common Shares on April 23, 1998, as reported by the Nasdaq 
 National Market.
3

PART I - INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

	(Not required to be filed as part of this Registration Statement)

   PART II - INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

          VWR Scientific Products Corporation (the "Company") 
hereby incorporates into this Registration Statement by reference 
the following documents:

The Annual Report on Form 10-K of VWR Scientific Products 
Corporation (the "Registrant") for the fiscal year ended 
December 31, 1997. 

The description of the Registrant's Common Stock contained in the 
Form 10 of the Registrant filed under the Securities Exchange 
Act of 1934 (the "Exchange Act") on January 10, 1986 (file no. 
0-14139) (registering the Registrant's Common Stock and 
containing a description thereof), including any amendment or 
report filed for the purpose of updating such description; and

The description of the Rights attached to the Registrant's Common 
Stock contained in the Form 8-A of the Registrant filed under 
the Exchange Act on May 23, 1988 (registering the Rights 
attached to the Registrant's Common Stock and containing a 
description of such Rights and the Rights Agreement of the 
Registrant and the Rights Agent named therein), including any 
amendment or report filed for the purpose of updating such 
description.

          All reports subsequently filed by the Company pursuant to 
Section 13(a), 13(c), 14 and 15(d) of the Exchange Act after the 
date of the Registration Statement and prior to the filing of a
4

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 
date of filing of such documents.  Any statement contained in a 
document incorporated by reference herein shall be deemed to be 
modified or superseded for the purposes hereof to the extent that a 
statement contained herein (or in any subsequently filed document 
which also is incorporated by reference herein) modifies or 
supersedes such statement.  Any statement so modified or superseded 

shall not be deemed, except as so modified or superseded, to 
constitute a part hereof.

Item 4.   Description of Securities.

          Not applicable.

Item 5.   Interests of Named Experts and Counsel.

          Not applicable.

Item 6.   Indemnification of Directors and Officers.

          Article XIV of the Registrant's Amended and Restated 
Articles of Incorporation eliminated the personal liability of a 
director for monetary damages for any action taken, or failure to 
take any action, to the fullest extent permitted by the 
Pennsylvania Business Corporation Law ("PBCL").

          Section 6.1 of the Registrant's Bylaws provides for 
indemnification by the Registrant of each person who was or is made 
a party or is threatened to be made a party to or is involved in 
any threatened, pending or completed action, suit or proceeding by 
reason of the fact that he or she is or was a director or officer 
of the Registrant or, being or having been such a director or
5

officer, is or was serving at the request of the Registrant as a 
director, officer, partner, trustee, employee or agent or another 
corporation or of a partnership, joint venture, trust or other 
enterprise to the fullest extent not prohibited by the PBCL, public 
policy, or other applicable law.

          In addition, the Registrant has purchased an insurance 
policy which, subject to certain restrictions and exclusions, 
provides insurance to the Registrant's directors and officers 
against loss (including expenses incurred in the defense of 
actions, suits or proceedings in connection therewith) arising from 
acts or failures to act while serving as directors and officers of 
the Registrant.

          The PBCL provides that a corporation may indemnify any 
person who was or is a party or is threatened to be made a party to 
any threatened, pending or completed action or proceeding, whether 
civil, criminal, administrative or investigative (other than a 
derivative action by or in the right of such corporation) by reason 
of the fact that the person is or was a representative of the 
corporation (or is or was serving at the request of the corporation 
as a representative of another corporation) against expenses 

(including attorneys' fees), judgments, fines and amounts paid in 
settlement actually and reasonably incurred in connection with such 
action or proceeding, 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 such corporation, and, with respect to any criminal 
action or proceeding, had no reasonable cause to believe his 
conduct was unlawful.

          The PBCL also permits indemnification by a corporation 
under similar circumstances for expenses (including attorneys' 
fees) actually and reasonably incurred by such persons in 
connection with the defense or settlement of a threatened, pending 
or completed derivative action, except that no indemnification 
shall be made in respect of any claim, issue or matter as to which 
such person shall have been adjudged to be liable to such
6

corporation unless the court of common pleas of the judicial 
district embracing the county in which the registered office of the 
corporation is located or the court in which such action was 
brought determines upon application that such person is fairly and 
reasonably entitled to indemnity for such expenses which such court 
shall deem proper.

          The PBCL provides that the indemnification described 
above shall not be deemed exclusive of other indemnification that 
may be granted by a corporation pursuant to its By-Laws, 
disinterested directors' vote, shareholders' vote, agreement or 
otherwise; provided that the indemnification shall not be made in 
any case where the act or failure to act giving rise to the claim 
for indemnification is determined by a court to have constituted 
willful misconduct or recklessness.

          The PBCL also empowers corporations to purchase and 
maintain insurance on behalf of any person who is or was a 
representative of the corporation, or is or was serving at the 
request of the corporation as a representative for another 
corporation, partnership, joint venture, trust or other enterprise 
against any liability asserted against him in any such capacity, or 
arising out of his status as such, whether or not the corporation 
would have the power to indemnify him against such liability as 
described above.

Item 7.   Exemption from Registration Claimed.

          Not applicable.
7

Item 8.   Exhibits.

          Exhibit 4.1*   The VWR Scientific Products 
Corporation Non-Employee Directors' 
Restricted Stock Plan.

          Exhibit 4.2    The Rights Agreement dated May 20, 
1988 between the Registrant and The 
First Jersey National Bank 
(incorporated by reference to Exhibit 
1 of the Registrant's Form 8-A filed 
on May 23, 1988).

          Exhibit 4.2(a) Amendment to the Rights Agreement 
dated May 20, 1988 between the 
Registrant and The First Jersey 
National Bank (incorporated by 
reference to the Registrant's Form 8 
dated June 14, 1988).

          Exhibit 4.2(b) Amendment No. 1, dated as of February 
23, 1995, to the Rights Agreement, 
dated May 20, 1988, between VWR 
Scientific Products Corporation 
(formerly known as VWR Corporation) 
and First Interstate Bank of 
Washington, N.A., successor to The 
First Jersey National Bank 
(incorporated by reference to Exhibit 
4 of the Registrant's Form 8-K dated 
as of February 23, 1995).

          Exhibit 5*     Opinion of Drinker Biddle & Reath 
LLP, counsel to Registrant.

          Exhibit 23.1*  Consent of Ernst & Young LLP, 
independent auditors.
8

          Exhibit 23.2*  Consent of Drinker Biddle & Reath LLP 
(included in Exhibit 5).

          Exhibit 24     Power of Attorney (included on
10)
___________________________________
          *  Filed herewith.

Item 9.   Undertakings.

          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;

     (ii) To reflect in the prospectus any facts or events arising 
after the effective date of the registration statement (or the most 
recent post-effective amendment thereof) which, individually or in 
the aggregate, represent a fundamental change in the information 
set forth in the registration statement.  Notwithstanding the 
foregoing, any increase or decrease in volume of securities offered 
(if the total dollar value of securities offered would not exceed 
that which was registered) and any deviation from the low or high 
and of the estimated maximum offering range may be reflected in the 
form of prospectus filed with the Securities and Exchange 
Commission pursuant to Rule 424(b) if, in the aggregate, the 
changes in value and price represent no more than a 20% change in 
the maximum aggregate offering price set forth in the "Calculation 
of Registration Fee" table in the effective registration statement; 
and

     (iii) To include any material information with respect to the 
plan of distribution not previously disclosed in the registration
9

statement or any material change to such information in the 
registration statement. 

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

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

     The undersigned registrant hereby undertakes that, for 
purposes of determining any liability under the Securities Act, 
each filing of the registrant's annual report pursuant to Section 
13(a) or Section 15(d) of the Exchange Act (and, where applicable, 
each filing of an employee benefit plan's annual report pursuant to 
Section 15(d) of the Exchange Act) that is incorporated by 
PAGE<8>

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.

     Insofar as indemnification for liabilities arising under the 
Securities Act may be permitted to directors, officers and 
controlling persons of the registrant pursuant to the foregoing 
provisions, or otherwise, the registrant has been advised that in 
the opinion of the Securities and Exchange Commission such 
indemnification is against public policy as expressed in the 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,
10

officer or controlling person in connection with the securities 
being registered, the registrant will, unless in the opinion of its 
counsel the matter has been settled by controlling precedent, 
submit to a court of appropriate jurisdiction the question whether 
such indemnification by it is against public policy as expressed in 
the Securities Act and will be governed by the final adjudication 
of such issue.

                  SIGNATURES AND POWER OF ATTORNEY

          Pursuant to the requirements of the Securities Act of 
1933, the registrant certifies that it has reasonable grounds to 
believe that it meets all of the requirements for filing on Form S-
8 and has duly caused this registration statement to be signed on 
its behalf by the undersigned, thereunto duly authorized, in West 
Chester, Pennsylvania, on this 29 day of April, 1998.

                         VWR SCIENTIFIC PRODUCTS CORPORATION

                         By: /s/ Jerrold B. Harris            
                                   Jerrold B. Harris,
                         President and Chief Executive Officer

          Each person whose signature appears below hereby 
constitutes and appoints Jerrold B. Harris and David M. Bronson or 
either of them as his attorneys-in-fact and agents, with full power 
of substitution and resubstitution for him, in any and all 
capacities, to sign any or all amendments or post-effective 
amendments to this Registration Statement, and to file the same, 
with exhibits thereto and other documents in connection therewith, 
granting unto each of such attorneys-in-fact and agents full power 
and authority to do and perform each and every act and thing 
requisite and necessary in connection with such matters and hereby 
ratifying and confirming all that each of such attorneys-in-fact 
and agents or his substitutes may do or cause to be done by virtue 
hereof.
11

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

   Signature
    Title
	    Date

/s/Jerrold B. Harris      President and Chief      April 29, 1998
Jerrold B. Harris         Executive Officer
                         (Principal Executive 
                          Officer)

/s/David M. Bronson       Senior Vice President    April 29, 1998
David M. Bronson          Finance and Chief 
                          Financial Officer (Principal
                           Financial Officer)

/s/James W. Bernard       Director                 April 29, 1998
James W. Bernard
10

/s/Richard E. Engebrecht   Director            April 29, 1998
Richard E. Engebrecht

/s/Wolfgang Honn           Director            April 29, 1998
Wolfgang Honn

/s/Dieter Janssen          Director            April 29, 1998
Dieter Janssen

/s/Stephen J. Kunst        Director            April 29, 1998
Stephen J. Kunst

/s/Edward A. McGrath, Jr.  Director            April 29, 1998
Edward A. McGrath, Jr.

/s/Donald P. Nielsen       Director            April 29, 1998
Donald P. Nielsen
12

/s/N. Stewart Rogers       Director            April 29, 1998
N. Stewart Rogers

/s/Dr. Harald J. Schroder  Director            April 29, 1998
Dr. Harald J. Schroder

/s/Walter W. Zywottek      Director            April 29, 1998
Walter W. Zywottek
13
                            EXHIBIT INDEX
Number                          Description                       

Exhibit 4.1*        The VWR Scientific Products Corporation Non-
Employee Directors' Restricted Stock Plan.

Exhibit 4.2         The Rights Agreement dated May 20, 1988 between 
the Registrant and The First Jersey National 
Bank (incorporated by reference to Exhibit 1 of 
the Registrant's Form 8-A filed on May 23, 
1988).

Exhibit 4.2(a)      Amendment to the Rights Agreement dated May 20, 
1988 between the Registrant and The First 
Jersey National Bank (incorporated by reference 
to the Registrant's Form 8 dated June 14, 
1988).

Exhibit 4.2(b)      Amendment No. 1, dated as of February 23, 1995, 
to the Rights Agreement, dated May 20, 1988, 
between VWR Scientific Products Corporation 
(formerly known as VWR Corporation) and First 
Interstate Bank of Washington, N.A., successor 
to The First Jersey National Bank (incorporated 
by reference to Exhibit 4 of the Registrant's 
Form 8-K dated as of February 23, 1995).

Exhibit 5*          Opinion of Drinker Biddle & Reath LLP, counsel 
to Registrant.

Exhibit 23.1*       Consent of Ernst & Young LLP, independent 
auditors.

Exhibit 23.2*       Consent of Drinker Biddle & Reath LLP (included 
in Exhibit 5).

Exhibit 24          Power of Attorney (included on
10)
_______________________________
*  Filed herewith.

	

 

 

 

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