UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                    Under the
                             Securities Act of 1933

                           MERIT MEDICAL SYSTEMS, INC.
             (Exact name of registrant as specified in its charter)

              Utah                                    87-0447695
  (State or other jurisdiction of                  (I.R.S. Employer
   incorporation or organization)                 Identification No.)

                             1600 West Merit Parkway
                            South Jordan, Utah 84095
                            Telephone: (801) 253-1600
                    (Address of Principal Executive Offices,
                               including Zip Code)

                           MERIT MEDICAL SYSTEMS, INC.
              1996 EMPLOYEE STOCK PURCHASE PLAN (the "Merit Plan")
                                       and
                          MERIT SERVICES NON-QUALIFIED
            EMPLOYEE STOCK PURCHASE PLAN (the "Merit Services Plan")
                             (together, the "Plans")

                            (Full title of the plans)

       Kent W. Stanger                                   Copy to:
   Chief Financial Officer                             Keith L. Pope
   Merit Medical Systems, Inc.               Parr Waddoups Brown Gee & Loveless
    1600 West Merit Parkway                  185 South State Street, Suite 1300
    South Jordan, Utah 84095                      Salt Lake City, Utah 84111
         (801) 253-1600                               (801) 532-7840
 (Name, address and telephone number,
     including area code, of
      agent for service)
<TABLE>
<CAPTION>

                         CALCULATION OF REGISTRATION FEE

========================================================================================================================
                                                               Proposed         Proposed Maximum
                                          Amount to be     Maximum Offering    Aggregate Offering        Amount of
 Title of Securities to be Registered      Registered     Price per Share(1)        Price(1)            Registration
                                                                                                           Fee(1)
- --------------------------------------- ----------------- ------------------- ---------------------- -------------------
<S>                                     <C>               <C>                 <C>                    <C>
Common Stock, no par value:
       Merit Plan .............        180,000 Shares(2)
       Merit Services Plan               70,000 Shares         $6.21875              $1,473,352             $368
Total: . ......................


=======================================================================================================================
</TABLE>

(1)  Pursuant  to Rules 457 (h)(1) and  457(c),  the  offering  price per share,
aggregate  offering price and  registration fee are computed on the basis of the
average of the high and low sales  prices as reported on the NASDAQ Stock Market
(National Market System) on March 29, 2001.
(2) 13,079 of these shares have previously  been registered  under Form S-8, SEC
File No.  333-92053,  and are consequently  excluded from the calculation of the
registration fee pursuant to General Instruction E of Form S-8.

                                       1
<PAGE>

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Item 1.  Plan Information.

     Information  required  by  Item  1 to be  contained  in the  Section  10(a)
prospectus is omitted from this  Registration  Statement in accordance with Rule
428 adopted under the Securities Act of 1933, as amended, and the Note to Part I
of Form S-8.

Item 2.  Registrant Information and Employee Plan Annual Information.

     Information  required  by  Item  2 to be  contained  in the  Section  10(a)
prospectus is omitted from this  Registration  Statement in accordance with Rule
428 adopted under the Securities Act of 1933, as amended, and the Note to Part I
of Form S-8.

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

     The  following  documents  filed  by  Merit  Medical  Systems,   Inc.  (the
"Registrant") with the Securities and Exchange Commission (the "SEC") are hereby
incorporated by reference in this Registration Statement:

         (1)      The Registrant's Annual Report on Form 10-K for the year ended
                  December 31, 2000; and

         (2)      The  description  of the  Registrant's  Common  Stock,  no par
                  value, contained in the Registrant's Registration Statement on
                  Form 8-A, SEC File No.  000-18592,  filed under the Securities
                  Exchange  Act  of  1934,  as  amended  (the  "Exchange  Act"),
                  including any amendment or report filed under the Exchange Act
                  for the purpose of updating such description.

     In addition, all documents subsequently filed by the Registrant pursuant to
Sections 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 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 purposes hereof to the extent that a statement  contained  herein
(or in any other  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 to constitute a part hereof except as
so modified or superseded.

Item 4.  Description of Securities.

         Not applicable.

Item 5.  Interests of Named Experts and Counsel.

         Not applicable.

Item 6.  Indemnification of Directors and Officers.

     Section 16-10a-902 ("Section 902") of the Utah Revised Business Corporation
Act (the "Revised Act") provides that a corporation may indemnify any individual
who was, is, or is  threatened  to be made a named  defendant or  respondent  (a
"Party") in any  threatened,  pending or completed  action,  suit or proceeding,
whether civil,  criminal,  administrative or investigative and whether formal or
informal (a "Proceeding"), because he is or was a director of the corporation or
is or was  serving at its  request as a  director,  officer,  partner,  trustee,

                                       2
<PAGE>

employee,  fiduciary  or agent of another  corporation  or other person or of an
employee  benefit  plan (an  "Indemnified  Director"),  against  any  obligation
incurred  with respect to a  Proceeding,  including  any  judgment,  settlement,
penalty,  fine or reasonable expenses (including  attorneys' fees),  incurred in
the Proceeding if his conduct was in good faith, he reasonably believed that his
conduct was in, or not opposed to, the best interests of the  corporation,  and,
in the case of any criminal  Proceeding,  he had no reasonable  cause to believe
his conduct was unlawful;  except that (i) indemnification  under Section 902 in
connection with a Proceeding by or in the right of the corporation is limited to
payment  of  reasonable  expenses   (including   attorneys'  fees)  incurred  in
connection  with the  Proceeding and (ii) the  corporation  may not indemnify an
Indemnified  Director in connection  with a Proceeding by or in the right of the
corporation  in which  the  Indemnified  Director  was  adjudged  liable  to the
corporation,  or in  connection  with any  other  Proceeding  charging  that the
Indemnified  Director  derived  an  improper  personal  benefit,  whether or not
involving action in his official  capacity,  in which Proceeding he was adjudged
liable on the basis that he derived an improper personal benefit.

     Section  16-10a-906 of the Revised Act provides that a corporation  may not
indemnify a director under Section 902 unless authorized and a determination has
been made (by the board of  directors,  a committee of the board of directors or
by the stockholders) that  indemnification of the director is permissible in the
circumstances  because the director has met the  applicable  standard of conduct
set forth in Section 902.

     Section 16-10a-903 ("Section 903") of the Revised Act provides that, unless
limited by its  articles  of  incorporation,  a  corporation  shall  indemnify a
director who was successful,  on the merits or otherwise,  in the defense of any
Proceeding,  or in the defense of any claim,  issue or matter in the proceeding,
to which he was a Party  because  he is or was a  director  of the  corporation,
against  reasonable  expenses  (including  attorneys'  fees)  incurred by him in
connection with the Proceeding or claim.

     In  addition  to the  indemnification  provided  by  Sections  902 and 903,
Section  16-10a-905  ("Section  905") of the Revised Act provides  that,  unless
otherwise limited by a corporation's  articles of incorporation,  a director may
apply for  indemnification  to the court conducting the Proceeding or to another
court of competent  jurisdiction.  On receipt of an application and after giving
any  notice the court  considers  necessary,  (i) the court may order  mandatory
indemnification  under Section 903, in which case the court shall also order the
corporation to pay the director's  reasonable  expenses to obtain  court-ordered
indemnification,  or (ii) upon the court's  determination  that the  director is
fairly and reasonably  entitled to  indemnification  in view of all the relevant
circumstances and regardless of whether the director met the applicable standard
of conduct set forth in Section 902, the court may order  indemnification as the
court  determines  to be proper,  except that  indemnification  with  respect to
certain  Proceedings  resulting  in a director  being  found  liable for certain
actions against the corporation may be limited to reasonable expenses (including
attorneys' fees) incurred by the director.

     Section  16-10a-904  ("Section  904") of the  Revised Act  provides  that a
corporation  may  pay  for  or  reimburse  the  reasonable  expenses  (including
attorneys'  fees)  incurred  by a  director  who is a Party to a  Proceeding  in
advance of the final disposition of the Proceeding if (i) the director furnishes
the  corporation a written  affirmation of his good faith belief that he has met
the applicable  standard of conduct  described in Section 902, (ii) the director
furnishes to the corporation a written  undertaking,  executed  personally or in
his behalf, to repay the advance if it is ultimately  determined that he did not
meet the required  standard of conduct,  and (iii) a determination  is made that
the facts  then  known to those  making  the  determination  would not  preclude
indemnification under Section 904.

     Section 16-10a-907 of the Revised Act provides that, unless a corporation's
articles of incorporation  provide otherwise,  (i) an officer of the corporation
is entitled to mandatory  indemnification  under  Section 903 and is entitled to
apply for court ordered  indemnification  under Section 905, in each case to the
same  extent as a  director,  (ii) the  corporation  may  indemnify  and advance
expenses to an officer,  employee,  fiduciary or agent of the corporation to the
same  extent as a  director,  and (iii) a  corporation  may also  indemnify  and
advance  expenses  to an  officer,  employee,  fiduciary  or agent  who is not a
director  to a greater  extent  than the  right of  indemnification  granted  to
directors,  if not inconsistent  with public policy,  and if provided for by its
articles of  incorporation,  bylaws,  general or specific action of its board of
directors or contract.

     The Registrant's  Bylaws provide that the Registrant  shall, to the fullest
extent  permitted,  and in the manner  required by the law of the State of Utah,
indemnify an  individual  made, or threatened to be made a party to a proceeding
because he is or was a director, officer, employee or agent of the Registrant or
of another enterprise at the request of the Registrant.

                                       3
<PAGE>

     The  Registrant's  Articles  of  Incorporation,  as amended  and  restated,
provide  that to the fullest  extent  permitted  by the Revised Act or any other
applicable law as now in effect or as it may hereafter be amended, a director of
the  Registrant  shall  not  be  personally  liable  to  the  Registrant  or its
Shareholders  for  monetary  damages for any action taken or any failure to take
any action, as a director.  The extent to which the Revised Act permits director
liability to be eliminated is governed by Section 16-10a-841 of the Revised Act,
which provides that the liability of a director may not be eliminated or limited
for (i) the amount of  financial  benefit  received by a director to which he is
not entitled;  (ii) an intentional  infliction of harm on the corporation or its
shareholders;  (iii) a violation of Section  16-10a-842 of the Revised Act which
prohibits unlawful  distributions by a corporation to its shareholders;  or (iv)
an intentional violation of criminal law.

     Indemnification  may be granted pursuant to any other agreement,  bylaw, or
vote of shareholders or directors. In addition to the foregoing,  the Registrant
maintains  insurance from commercial  carriers against certain liabilities which
may be incurred by its directors and officers.

     The foregoing  description is necessarily general and does not describe all
details  regarding the  indemnification  of officers,  directors or  controlling
persons of the Registrant.

Item 7.  Exemption from Registration Claimed.

         Not applicable.

Item 8.  Exhibits.

         See the Exhibit Index on page 8.

Item 9.  Undertakings.

     (a) The undersigned Registrant hereby undertakes:

                  (1) To file,  during any  period in which  offers or sales are
                  being   made   of  the   securities   registered   hereby,   a
                  post-effective  amendment  to this  Registration  Statement to
                  include any material  information  with respect to the plan of
                  distribution  not  previously  disclosed in this  Registration
                  Statement or any material  change to such  information 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  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 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 may be  permitted to  directors,  officers  and  controlling  persons of the
Registrant pursuant to the foregoing  provisions,  or otherwise,  the Registrant
has been advised that in the opinion of the Securities  and Exchange  Commission
such  indemnification  is against  public policy as expressed in the Act and is,
therefore,  unenforceable. In the event that a claim for indemnification against
such liabilities  (other than the payment by the Registrant of expenses incurred
or paid by a director,  officer or  controlling  person of the Registrant in the
successful  defense of any  action,  suit or  proceeding)  is  asserted  by such
director,  officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been  settled by  controlling  precedent,  submit to a court of  appropriate
jurisdiction the question whether such  indemnification  by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.

                                       4
<PAGE>

                                   SIGNATURES

     Pursuant to the  requirements of the Securities Act of 1933, the Registrant
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-8 and has  duly  caused  this  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized,  in the City of South  Jordan,   State of Utah on this  23rd  day of
March, 2001.

                              MERIT MEDICAL SYSTEMS, INC.


                              By: /s/ Fred P. Lampropoulos
                              ----------------------------
                                      Fred P. Lampropoulos
                                      President and Chief Executive Officer

                                POWER OF ATTORNEY

     We, the undersigned  directors  and/or  officers of Merit Medical  Systems,
Inc.  (the  "Company"),   hereby  severally   constitute  and  appoint  Fred  P.
Lampropoulos,  Chief  Executive  Officer,  and Kent W. Stanger,  Chief Financial
Officer,  and each of them  individually,  with full powers of substitution  and
resubstitution, our true and lawful attorneys, with full powers to them and each
of them to sign for us, in our names and in the capacities indicated below, this
Registration  Statement  on Form S-8  filed  with the  Securities  and  Exchange
Commission, and any and all amendments to said registration statement (including
post-effective amendments),  and to file or cause to be filed the same, with all
exhibits  thereto  and  other  documents  in  connection  therewith,   with  the
Securities and Exchange  Commission,  granting unto said attorneys,  and each of
them,  full power and  authority  to do and perform each and every act and thing
requisite  and  necessary to be done in  connection  therewith,  as fully to all
intents  and  purposes  as each of them might or could do in person,  and hereby
ratifying and  confirming  all that said  attorneys,  and each of them, or their
substitute or substitutes,  shall do or cause to be done by virtue of this Power
of Attorney.

                                       5
<PAGE>

     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
registration  statement  has  been  signed  by  the  following  persons  in  the
capacities indicated below:

       Signature                          Title                     Date

                                 Chairman of the Board,
By: /s/ Fred P. Lampropoulos     President and Chief Executive   March 23, 2001
- -----------------------------    Officer
        Fred P. Lampropoulos

By: /s/ Kent W. Stanger          Secretary-Treasurer, Chief      March 23, 2001
- ------------------------------   Financial Officer and Director
        Kent W. Stanger

By: /s/ Michael E. Stillabower   Director                        March 26, 2001
- ------------------------------
        Michael E. Stillabower

By: /s/ James J. Ellis           Director                        March 27, 2001
- ------------------------------
        James J. Ellis


By: /s/ Rex C. Bean              Director                        March 27, 2001
- ------------------------------
        Rex C. Bean

By: /s/ Richard W. Edelman       Director                        March 26, 2001
- ------------------------------
        Richard W. Edelman

                                       6
<PAGE>

                           MERIT MEDICAL SYSTEMS, INC.

                                  EXHIBIT INDEX


     Regulation S-K
     Exhibit No.            Description
     --------------   ---------------------------------------------------------
         4.1*         Articles  of   Incorporation   as  amended  and  restated.
                      (Incorporated herein by reference from the Form 10-Q filed
                      by the  Registrant  for the Quarter  ended June 30, 1996).
                      Amendment  to  Articles  of  Incorporation   which  became
                      effective June 18, 1997. (Incorporated herein by reference
                      from the Form 10-Q filed by the Registrant for the Quarter
                      ended  June  30,   1997).   Amendment   to   Articles   of
                      Incorporation  which became effective  September 11, 1997.
                      (Incorporated  herein by reference from the Form S-8 filed
                      by the Registrant on December 3, 1999).

         4.2*         Bylaws of the  Registrant.  (Incorporated  by reference to
                      Exhibit 3.2 of the  Company's  Registration  Statement  on
                      Form S-18 filed October 19, 1989).

           5          Opinion  of  Parr  Waddoups   Brown  Gee  &  Loveless,   a
                      professional  corporation,  as  to  the  legality  of  the
                      securities offered.

         23.1         Consent of Deloitte & Touche LLP.

         23.2         onsent  of  Parr  Waddoups   Brown  Gee  &  Loveless,   a
                      professional corporation (included in Exhibit No. 5).

           24         Powers of Attorney (included on signature page hereto).

         99.1         Merit Medical  Systems,  Inc. 1996 Employee Stock Purchase
                      Plan, as amended.


- -----------------------
* Incorporated by reference.

                                       7
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{"company-data": {"conformed-name": "MERIT MEDICAL SYSTEMS INC", "cik": "0000856982", "assigned-sic": "3841", "irs-number": "870447695", "state-of-incorporation": "UT", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "file-number": "333-58162", "film-number": "1592291"}, "business-address": {"street1": "1600 WEST MERIT PARK WAY", "city": "SOUTH JORDAN", "state": "UT", "zip": "84095", "phone": "8012531600"}, "mail-address": {"street1": "1600 WEST MERIT PARKWAY", "city": "SOUTH JORDAN", "state": "UT", "zip": "84095"}}
UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                    Under the
                             Securities Act of 1933

                           MERIT MEDICAL SYSTEMS, INC.
             (Exact name of registrant as specified in its charter)

              Utah                                    87-0447695
  (State or other jurisdiction of                  (I.R.S. Employer
   incorporation or organization)                 Identification No.)

                             1600 West Merit Parkway
                            South Jordan, Utah 84095
                            Telephone: (801) 253-1600
                    (Address of Principal Executive Offices,
                               including Zip Code)

                           MERIT MEDICAL SYSTEMS, INC.
              1996 EMPLOYEE STOCK PURCHASE PLAN (the "Merit Plan")
                                       and
                          MERIT SERVICES NON-QUALIFIED
            EMPLOYEE STOCK PURCHASE PLAN (the "Merit Services Plan")
                             (together, the "Plans")

                            (Full title of the plans)

       Kent W. Stanger                                   Copy to:
   Chief Financial Officer                             Keith L. Pope
   Merit Medical Systems, Inc.               Parr Waddoups Brown Gee & Loveless
    1600 West Merit Parkway                  185 South State Street, Suite 1300
    South Jordan, Utah 84095                      Salt Lake City, Utah 84111
         (801) 253-1600                               (801) 532-7840
 (Name, address and telephone number,
     including area code, of
      agent for service)
CALCULATION OF REGISTRATION FEE

========================================================================================================================
                                                               Proposed         Proposed Maximum
                                          Amount to be     Maximum Offering    Aggregate Offering        Amount of
 Title of Securities to be Registered      Registered     Price per Share(1)        Price(1)            Registration
                                                                                                           Fee(1)
- --------------------------------------- ----------------- ------------------- ---------------------- -------------------
Common Stock, no par value:
       Merit Plan .............        180,000 Shares(2)
       Merit Services Plan               70,000 Shares         $6.21875              $1,473,352             $368
Total: . ......................

=======================================================================================================================
(1)  Pursuant  to Rules 457 (h)(1) and  457(c),  the  offering  price per share,
aggregate  offering price and  registration fee are computed on the basis of the
average of the high and low sales  prices as reported on the NASDAQ Stock Market
(National Market System) on March 29, 2001.
(2) 13,079 of these shares have previously  been registered  under Form S-8, SEC
File No.  333-92053,  and are consequently  excluded from the calculation of the
registration fee pursuant to General Instruction E of Form S-8.

                                       1
PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Item 1.  Plan Information.

     Information  required  by  Item  1 to be  contained  in the  Section  10(a)
prospectus is omitted from this  Registration  Statement in accordance with Rule
428 adopted under the Securities Act of 1933, as amended, and the Note to Part I
of Form S-8.

Item 2.  Registrant Information and Employee Plan Annual Information.

     Information  required  by  Item  2 to be  contained  in the  Section  10(a)
prospectus is omitted from this  Registration  Statement in accordance with Rule
428 adopted under the Securities Act of 1933, as amended, and the Note to Part I
of Form S-8.

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

     The  following  documents  filed  by  Merit  Medical  Systems,   Inc.  (the
"Registrant") with the Securities and Exchange Commission (the "SEC") are hereby
incorporated by reference in this Registration Statement:

         (1)      The Registrant's Annual Report on Form 10-K for the year ended
                  December 31, 2000; and

         (2)      The  description  of the  Registrant's  Common  Stock,  no par
                  value, contained in the Registrant's Registration Statement on
                  Form 8-A, SEC File No.  000-18592,  filed under the Securities
                  Exchange  Act  of  1934,  as  amended  (the  "Exchange  Act"),
                  including any amendment or report filed under the Exchange Act
                  for the purpose of updating such description.

     In addition, all documents subsequently filed by the Registrant pursuant to
Sections 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 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 purposes hereof to the extent that a statement  contained  herein
(or in any other  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 to constitute a part hereof except as
so modified or superseded.

Item 4.  Description of Securities.

         Not applicable.

Item 5.  Interests of Named Experts and Counsel.

         Not applicable.

Item 6.  Indemnification of Directors and Officers.

     Section 16-10a-902 ("Section 902") of the Utah Revised Business Corporation
Act (the "Revised Act") provides that a corporation may indemnify any individual
who was, is, or is  threatened  to be made a named  defendant or  respondent  (a
"Party") in any  threatened,  pending or completed  action,  suit or proceeding,
whether civil,  criminal,  administrative or investigative and whether formal or
informal (a "Proceeding"), because he is or was a director of the corporation or
is or was  serving at its  request as a  director,  officer,  partner,  trustee,

                                       2
employee,  fiduciary  or agent of another  corporation  or other person or of an
employee  benefit  plan (an  "Indemnified  Director"),  against  any  obligation
incurred  with respect to a  Proceeding,  including  any  judgment,  settlement,
penalty,  fine or reasonable expenses (including  attorneys' fees),  incurred in
the Proceeding if his conduct was in good faith, he reasonably believed that his
conduct was in, or not opposed to, the best interests of the  corporation,  and,
in the case of any criminal  Proceeding,  he had no reasonable  cause to believe
his conduct was unlawful;  except that (i) indemnification  under Section 902 in
connection with a Proceeding by or in the right of the corporation is limited to
payment  of  reasonable  expenses   (including   attorneys'  fees)  incurred  in
connection  with the  Proceeding and (ii) the  corporation  may not indemnify an
Indemnified  Director in connection  with a Proceeding by or in the right of the
corporation  in which  the  Indemnified  Director  was  adjudged  liable  to the
corporation,  or in  connection  with any  other  Proceeding  charging  that the
Indemnified  Director  derived  an  improper  personal  benefit,  whether or not
involving action in his official  capacity,  in which Proceeding he was adjudged
liable on the basis that he derived an improper personal benefit.

     Section  16-10a-906 of the Revised Act provides that a corporation  may not
indemnify a director under Section 902 unless authorized and a determination has
been made (by the board of  directors,  a committee of the board of directors or
by the stockholders) that  indemnification of the director is permissible in the
circumstances  because the director has met the  applicable  standard of conduct
set forth in Section 902.

     Section 16-10a-903 ("Section 903") of the Revised Act provides that, unless
limited by its  articles  of  incorporation,  a  corporation  shall  indemnify a
director who was successful,  on the merits or otherwise,  in the defense of any
Proceeding,  or in the defense of any claim,  issue or matter in the proceeding,
to which he was a Party  because  he is or was a  director  of the  corporation,
against  reasonable  expenses  (including  attorneys'  fees)  incurred by him in
connection with the Proceeding or claim.

     In  addition  to the  indemnification  provided  by  Sections  902 and 903,
Section  16-10a-905  ("Section  905") of the Revised Act provides  that,  unless
otherwise limited by a corporation's  articles of incorporation,  a director may
apply for  indemnification  to the court conducting the Proceeding or to another
court of competent  jurisdiction.  On receipt of an application and after giving
any  notice the court  considers  necessary,  (i) the court may order  mandatory
indemnification  under Section 903, in which case the court shall also order the
corporation to pay the director's  reasonable  expenses to obtain  court-ordered
indemnification,  or (ii) upon the court's  determination  that the  director is
fairly and reasonably  entitled to  indemnification  in view of all the relevant
circumstances and regardless of whether the director met the applicable standard
of conduct set forth in Section 902, the court may order  indemnification as the
court  determines  to be proper,  except that  indemnification  with  respect to
certain  Proceedings  resulting  in a director  being  found  liable for certain
actions against the corporation may be limited to reasonable expenses (including
attorneys' fees) incurred by the director.

     Section  16-10a-904  ("Section  904") of the  Revised Act  provides  that a
corporation  may  pay  for  or  reimburse  the  reasonable  expenses  (including
attorneys'  fees)  incurred  by a  director  who is a Party to a  Proceeding  in
advance of the final disposition of the Proceeding if (i) the director furnishes
the  corporation a written  affirmation of his good faith belief that he has met
the applicable  standard of conduct  described in Section 902, (ii) the director
furnishes to the corporation a written  undertaking,  executed  personally or in
his behalf, to repay the advance if it is ultimately  determined that he did not
meet the required  standard of conduct,  and (iii) a determination  is made that
the facts  then  known to those  making  the  determination  would not  preclude
indemnification under Section 904.

     Section 16-10a-907 of the Revised Act provides that, unless a corporation's
articles of incorporation  provide otherwise,  (i) an officer of the corporation
is entitled to mandatory  indemnification  under  Section 903 and is entitled to
apply for court ordered  indemnification  under Section 905, in each case to the
same  extent as a  director,  (ii) the  corporation  may  indemnify  and advance
expenses to an officer,  employee,  fiduciary or agent of the corporation to the
same  extent as a  director,  and (iii) a  corporation  may also  indemnify  and
advance  expenses  to an  officer,  employee,  fiduciary  or agent  who is not a
director  to a greater  extent  than the  right of  indemnification  granted  to
directors,  if not inconsistent  with public policy,  and if provided for by its
articles of  incorporation,  bylaws,  general or specific action of its board of
directors or contract.

     The Registrant's  Bylaws provide that the Registrant  shall, to the fullest
extent  permitted,  and in the manner  required by the law of the State of Utah,
indemnify an  individual  made, or threatened to be made a party to a proceeding
because he is or was a director, officer, employee or agent of the Registrant or
of another enterprise at the request of the Registrant.

                                       3
The  Registrant's  Articles  of  Incorporation,  as amended  and  restated,
provide  that to the fullest  extent  permitted  by the Revised Act or any other
applicable law as now in effect or as it may hereafter be amended, a director of
the  Registrant  shall  not  be  personally  liable  to  the  Registrant  or its
Shareholders  for  monetary  damages for any action taken or any failure to take
any action, as a director.  The extent to which the Revised Act permits director
liability to be eliminated is governed by Section 16-10a-841 of the Revised Act,
which provides that the liability of a director may not be eliminated or limited
for (i) the amount of  financial  benefit  received by a director to which he is
not entitled;  (ii) an intentional  infliction of harm on the corporation or its
shareholders;  (iii) a violation of Section  16-10a-842 of the Revised Act which
prohibits unlawful  distributions by a corporation to its shareholders;  or (iv)
an intentional violation of criminal law.

     Indemnification  may be granted pursuant to any other agreement,  bylaw, or
vote of shareholders or directors. In addition to the foregoing,  the Registrant
maintains  insurance from commercial  carriers against certain liabilities which
may be incurred by its directors and officers.

     The foregoing  description is necessarily general and does not describe all
details  regarding the  indemnification  of officers,  directors or  controlling
persons of the Registrant.

Item 7.  Exemption from Registration Claimed.

         Not applicable.

Item 8.  Exhibits.

         See the Exhibit Index on page 8.

Item 9.  Undertakings.

     (a) The undersigned Registrant hereby undertakes:

                  (1) To file,  during any  period in which  offers or sales are
                  being   made   of  the   securities   registered   hereby,   a
                  post-effective  amendment  to this  Registration  Statement to
                  include any material  information  with respect to the plan of
                  distribution  not  previously  disclosed in this  Registration
                  Statement or any material  change to such  information 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  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 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 may be  permitted to  directors,  officers  and  controlling  persons of the
Registrant pursuant to the foregoing  provisions,  or otherwise,  the Registrant
has been advised that in the opinion of the Securities  and Exchange  Commission
such  indemnification  is against  public policy as expressed in the Act and is,
therefore,  unenforceable. In the event that a claim for indemnification against
such liabilities  (other than the payment by the Registrant of expenses incurred
or paid by a director,  officer or  controlling  person of the Registrant in the
successful  defense of any  action,  suit or  proceeding)  is  asserted  by such
director,  officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been  settled by  controlling  precedent,  submit to a court of  appropriate
jurisdiction the question whether such  indemnification  by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.

                                       4
SIGNATURES

     Pursuant to the  requirements of the Securities Act of 1933, the Registrant
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-8 and has  duly  caused  this  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized,  in the City of South  Jordan,   State of Utah on this  23rd  day of
March, 2001.

                              MERIT MEDICAL SYSTEMS, INC.

                              By: /s/ Fred P. Lampropoulos
                              ----------------------------
                                      Fred P. Lampropoulos
                                      President and Chief Executive Officer

                                POWER OF ATTORNEY

     We, the undersigned  directors  and/or  officers of Merit Medical  Systems,
Inc.  (the  "Company"),   hereby  severally   constitute  and  appoint  Fred  P.
Lampropoulos,  Chief  Executive  Officer,  and Kent W. Stanger,  Chief Financial
Officer,  and each of them  individually,  with full powers of substitution  and
resubstitution, our true and lawful attorneys, with full powers to them and each
of them to sign for us, in our names and in the capacities indicated below, this
Registration  Statement  on Form S-8  filed  with the  Securities  and  Exchange
Commission, and any and all amendments to said registration statement (including
post-effective amendments),  and to file or cause to be filed the same, with all
exhibits  thereto  and  other  documents  in  connection  therewith,   with  the
Securities and Exchange  Commission,  granting unto said attorneys,  and each of
them,  full power and  authority  to do and perform each and every act and thing
requisite  and  necessary to be done in  connection  therewith,  as fully to all
intents  and  purposes  as each of them might or could do in person,  and hereby
ratifying and  confirming  all that said  attorneys,  and each of them, or their
substitute or substitutes,  shall do or cause to be done by virtue of this Power
of Attorney.

                                       5
Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
registration  statement  has  been  signed  by  the  following  persons  in  the
capacities indicated below:

       Signature                          Title                     Date

                                 Chairman of the Board,
By: /s/ Fred P. Lampropoulos     President and Chief Executive   March 23, 2001
- -----------------------------    Officer
        Fred P. Lampropoulos

By: /s/ Kent W. Stanger          Secretary-Treasurer, Chief      March 23, 2001
- ------------------------------   Financial Officer and Director
        Kent W. Stanger

By: /s/ Michael E. Stillabower   Director                        March 26, 2001
- ------------------------------
        Michael E. Stillabower

By: /s/ James J. Ellis           Director                        March 27, 2001
- ------------------------------
        James J. Ellis

By: /s/ Rex C. Bean              Director                        March 27, 2001
- ------------------------------
        Rex C. Bean

By: /s/ Richard W. Edelman       Director                        March 26, 2001
- ------------------------------
        Richard W. Edelman

                                       6
MERIT MEDICAL SYSTEMS, INC.

                                  EXHIBIT INDEX

     Regulation S-K
     Exhibit No.            Description
     --------------   ---------------------------------------------------------
         4.1*         Articles  of   Incorporation   as  amended  and  restated.
                      (Incorporated herein by reference from the Form 10-Q filed
                      by the  Registrant  for the Quarter  ended June 30, 1996).
                      Amendment  to  Articles  of  Incorporation   which  became
                      effective June 18, 1997. (Incorporated herein by reference
                      from the Form 10-Q filed by the Registrant for the Quarter
                      ended  June  30,   1997).   Amendment   to   Articles   of
                      Incorporation  which became effective  September 11, 1997.
                      (Incorporated  herein by reference from the Form S-8 filed
                      by the Registrant on December 3, 1999).

         4.2*         Bylaws of the  Registrant.  (Incorporated  by reference to
                      Exhibit 3.2 of the  Company's  Registration  Statement  on
                      Form S-18 filed October 19, 1989).

           5          Opinion  of  Parr  Waddoups   Brown  Gee  &  Loveless,   a
                      professional  corporation,  as  to  the  legality  of  the
                      securities offered.

         23.1         Consent of Deloitte & Touche LLP.

         23.2         onsent  of  Parr  Waddoups   Brown  Gee  &  Loveless,   a
                      professional corporation (included in Exhibit No. 5).

           24         Powers of Attorney (included on signature page hereto).

         99.1         Merit Medical  Systems,  Inc. 1996 Employee Stock Purchase
                      Plan, as amended.

- -----------------------
* Incorporated by reference.

                                       7