<PAGE>
 
    As filed with the Securities and Exchange Commission on March 10, 1998.
                             Subject to amendment.

                                                     Registration No. 333-
================================================================================

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549
                                  ----------
                                   FORM S-8
                            REGISTRATION STATEMENT
                                     Under
                          THE SECURITIES ACT OF 1933
                                  ----------
                                  IMPATH INC.
            (Exact name of registrant as specified in its charter)

         DELAWARE                                            13-3459685
  (State or other jurisdic-                               (I.R.S. Employer
    tion of incorporation                                 Identification No.)
     or organization)

                                  ----------
                             521 West 57th Street
                           New York, New York 10019
              (Address of principal executive offices; zip code)
                                  ----------
                                  IMPATH INC.
                         1997 LONG TERM INCENTIVE PLAN
                          (Full titles of the plans)
                                  ----------
                              Anu D. Saad, Ph.D.
                     President and Chief Executive Officer
                             521 West 57th Street
                           New York, New York  10019
                                (212) 698-0300
                     (Name, address and telephone number,
                  including area code, of agent for service)
                                  ----------
                                   Copy to:
                             John J. Butler, Esq.
                                Haythe & Curley
                                237 Park Avenue
                           New York, New York  10017
                                  ----------
               Approximate date of proposed sale to the public:
                       As soon as practicable after the
                   Registration Statement becomes effective
                                  ----------
                        CALCULATION OF REGISTRATION FEE
================================================================================
<TABLE>
<CAPTION>
   Title of securities     Amount to be          Proposed maximum             Proposed maximum               Amount of
    to be registered        registered       offering price per share*     aggregate offering price       registration fee
 ---------------------    -------------      -------------------------     ------------------------       ----------------
<S>                        <C>               <C>                          <C>                            <C>
Common Stock                 300,000                  $33.875                    $10,162,500                   $3,079.55
 (par value
 $0.005 per share)
</TABLE>
================================================================================
*Estimated solely for purposes of calculating the registration fee pursuant to
Rule 457(c) on the basis of the average of the high and low prices for the
registrant's shares of Common Stock on March 3, 1998 as reported on the Nasdaq
National Market.
================================================================================
<PAGE>
 
                                    PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 3.  Incorporation of Documents by Reference.
         --------------------------------------- 

  The Registrant hereby states that the documents listed in (a) and (b) below
are incorporated by reference in this Registration Statement and 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, 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 
any document incorporated or deemed to be 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 such statement so
modified or superseded shall not be deemed, except as modified or superseded, to
constitute a part of this Registration Statement.

  (a) The Registrant's Annual Report on Form 10-K for the year ended December
31, 1997.

(b)  The description of the Registrant's Common Stock contained in the
     Registrant's Registration Statement on Form 8-A, as amended.

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 Five, Section 7 of the Registrant's Certificate of Incorporation (the
"Certificate") provides that, to the fullest extent permitted by Section 145 of
the General Corporation Law of the State of Delaware (the "Delaware Law"), or
any comparable successor law, as the same may be amended and supplemented from
time to time, the Registrant (i) may indemnify all persons whom it shall have
power to indemnify under the Delaware Law from and against any and all of the
expenses, liabilities or other matters referred to in or covered thereby, (ii)
shall indemnify each such person if he is or is threatened to be made a party to
an action, suit or proceeding by reason of the fact that he is or was a
director, officer, employee or agent of the Registrant or because he was serving
the Registrant or any other legal entity in any capacity at the request of the
Registrant while a director, officer, employee or agent of the Registrant and
(iii) shall pay the expenses of such a current or former director, officer,
employee or agent incurred in connection with any such 
<PAGE>
 
action, suit or proceeding in advance of the final disposition of such action,
suit or proceeding. The Certificate further provides that the indemnification
and advancement of expenses provided for therein shall not be deemed exclusive
of any other rights to which those entitled to indemnification or advancement of
expenses may be entitled under any by-law, agreement, contract or vote of
stockholders or disinterested directors or pursuant to the direction (however
embodied) of any court of competent jurisdiction or otherwise, both as to action
in his official capacity and as to action in another capacity while holding such
office, and shall continue as to a person who has ceased to be a director,
officer, employee or agent and shall inure to the benefit of the heirs,
executors and administrators of such a person.

  The Registrant has entered into indemnification agreements with all directors
and executive officers of the Registrant.  These agreements provide that the
directors and executive officers will be indemnified to the fullest possible
extent permitted by Delaware law against all expenses (including attorneys'
fees), judgments, fines, penalties, taxes and settlement amounts paid or
incurred by them in any action or proceeding, including any action by or in the
right of the Registrant or any of its subsidiaries or affiliates, on account of
their service as directors, officers, employees, fiduciaries or agents of the
Registrant or any of its subsidiaries or affiliates, and their service at the
request of the Registrant or any of its subsidiaries or affiliates as directors,
officers, employees, fiduciaries or agents of another corporation, partnership,
joint venture, trust, employee benefit plan or other enterprise.

  The Registrant maintains liability insurance for its officers and directors,
insuring them against certain losses arising from claims or charges made against
them while acting in their capacities as officers or directors of the
Registrant.

  Article Five, Section 6 of the Certificate provides that a director of the
Registrant shall not be personally liable to the Registrant or its stockholders
for monetary damages for breach of fiduciary duty as a director, except for
liability (i) for any breach of the director's duty of loyalty to the Registrant
or its stockholders, (ii) for acts or omissions not in good faith or which
involve intentional misconduct or a knowing violation of law, (iii) for the
unlawful payment of dividends or unlawful stock purchases under Section 174 of
the Delaware Law, or (iv) for any transaction from which the director derived
any improper personal benefit. If the Delaware Law is amended to eliminate
further or limit the personal liability of directors, then the liability of a
director of the Registrant shall be eliminated or limited to the fullest extent
permitted by the Delaware Law, as so amended. Any repeal or modification of such
provision of the Certificate by the stockholders of the Registrant shall be
prospective only and shall not adversely affect any right or protection of a
director of the Registrant existing at the time of such repeal or modification.

  While the Certificate provides directors with protection from awards for
monetary damages for breaches of their duty of care, it does not eliminate such
duty. Accordingly, the Certificate will have no effect on the availability of
equitable remedies such as an injunction or rescission based on a director's
breach of his or her duty of care. The provisions of the 

                                      II-2
<PAGE>
 
Certificate described above apply to an officer of the Registrant only if he or
she is a director of the Registrant and is acting in his or her capacity as
director, and do not apply to officers of the Registrant who are not directors.

Item 7.  Exemption from Registration Claimed.
         ----------------------------------- 

         Not applicable.

Item 8.  Exhibits.
         -------- 

The Exhibits required to be filed as part of this Registration Statement are
listed in the attached Index to Exhibits.

Item 9.  Undertakings.
         ------------ 

  The undersigned Registrant hereby undertakes, except as otherwise specifically
provided in the rules of the Securities and Exchange Commission promulgated
under the Securities Act of 1933:

         (1) To file, during any period in which offers or sales are being
made, a post-effective amendment to this Registration Statement:

         (i) To include any prospectus required by section 10(a)(3) of the
Securities Act of 1933;

         (ii) To reflect in the prospectus any facts or events arising after
the effective date of this Registration Statement (or the most recent post-
effective amendment hereof) which, individually or in the aggregate, represent a
fundamental change in the information set forth in this Registration Statement;

         (iii)  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;

provided, however, that paragraphs (1)(i) and (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 Securities Exchange Act of 1934 that are
incorporated by reference in this Registration Statement;

         (2) That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof; and

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

          The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
Registrant's annual report pursuant to section 13(a) or section 15(d) of the
Securities Exchange Act of 1934 that is incorporated by reference in this
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 of 1933 may be permitted to directors, officers and controlling
persons of the Registrant pursuant to the foregoing provisions, or otherwise,
the Registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable.  In the event that a claim for
indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer or controlling
person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.

                                      II-4
<PAGE>
 
                               POWER OF ATTORNEY

          The Registrant and each person whose signature appears below hereby
appoints each of Anu D. Saad, Ph.D. and John P. Gandolfo as attorneys-in-fact
with full power of substitution, severally, to execute in the name and on behalf
of the Registrant and each such person, individually and in each capacity stated
below, one or more amendments to this Registration Statement as the attorney-in-
fact acting in the premises deems appropriate and to file any such amendment to
this Registration Statement with the Securities and Exchange Commission.

                                  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 New York and State of New York on the 10th day of
March, 1998.

                                 IMPATH INC.



                                 By /s/ Anu D. Saad
                                 --------------------------------
                                    Anu D. Saad, Ph.D.
                                      President and
                                  Chief Executive Officer


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

Signature                   Title                             Date
---------                   -----                             ----


/s/ Anu D. Saad             President, Chief Executive     March 10, 1998
--------------------------  Officer and Director  
Anu D. Saad, Ph.D.         



/s/ John P. Gandolfo        Executive Vice President,      March 10, 1998
--------------------------  Chief Operating Officer, 
John P. Gandolfo            Chief Financial Officer and 
                            Principal Accounting Officer 
                    

                                      II-5
<PAGE>
 
Signature                   Title                             Date
---------                   -----                             ----


/s/ John L. Cassis           Chairman of the Board         March 10, 1998
---------------------------  and Director                                      
John L. Cassis      


/s/ Richard J. Cote          Director                      March 10, 1998
---------------------------                                   
Richard J. Cote, M.D.


/s/ Richard Kessler          Director                      March 10, 1998
---------------------------                                   
Richard Kessler


                             Director                      _____  _, 1998
---------------------------                             
Joseph A. Mollica



/s/ Marcel Rozencweig        Director                      March 10, 1998
-----------------------                                       
Marcel Rozencweig, M.D.


                             Director                      ____  _, 1998
-----------------------------                              
David B. Snow, Jr.

                                      II-6
<PAGE>
 
                               CONSENT OF COUNSEL

                The consent of Haythe & Curley is contained in
       their opinion filed as Exhibit 5 to this Registration Statement.

                                      II-7
<PAGE>
 
                        CONSENT OF INDEPENDENT AUDITORS



The Board of Directors
IMPATH Inc.


We consent to the use of our reports incorporated herein by reference.



                                                   KPMG Peat Marwick LLP



Short Hills, New Jersey
March 10, 1998

                                      II-8
<PAGE>
 
                                 INDEX TO EXHIBITS


<TABLE>
<CAPTION>
 Number                                  Description of Exhibit                           Page
--------                ---------------------------------------------------------  ------------------
<S>                <C>  <C>                                                        <C>
 4(i)                -  IMPATH Inc. 1997 Long Term Incentive Plan

 5                   -  Opinion of Haythe & Curley
23(i)                -  Consent of KPMG Peat Marwick LLP, Independent Auditors                     --
                        (See "Consent of Independent Auditors" in the
                        Registration Statement)
 
23(ii)               -  Consent of Haythe & Curley (contained in Exhibit 5)                        --

24                   -  Power of Attorney (see "Power of Attorney" in the                          --
                        Registration Statement)
</TABLE>
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 19283}]
{"company-data": {"conformed-name": "IMPATH INC", "cik": "0001003114", "assigned-sic": "8071", "irs-number": "133459685", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-47689", "film-number": "98561748"}, "business-address": {"street1": "1010 THIRD AVE", "street2": "STE 303", "city": "NEW YORK", "state": "NY", "zip": "10021", "phone": "2127028321"}, "mail-address": {"street2": "1010 THIRD AVENUE STE 303", "city": "NEW YORK", "state": "NY", "zip": "10021"}}
As filed with the Securities and Exchange Commission on March 10, 1998.
                             Subject to amendment.

                                                     Registration No. 333-
================================================================================

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549
                                  ----------
                                   FORM S-8
                            REGISTRATION STATEMENT
                                     Under
                          THE SECURITIES ACT OF 1933
                                  ----------
                                  IMPATH INC.
            (Exact name of registrant as specified in its charter)

         DELAWARE                                            13-3459685
  (State or other jurisdic-                               (I.R.S. Employer
    tion of incorporation                                 Identification No.)
     or organization)

                                  ----------
                             521 West 57th Street
                           New York, New York 10019
              (Address of principal executive offices; zip code)
                                  ----------
                                  IMPATH INC.
                         1997 LONG TERM INCENTIVE PLAN
                          (Full titles of the plans)
                                  ----------
                              Anu D. Saad, Ph.D.
                     President and Chief Executive Officer
                             521 West 57th Street
                           New York, New York  10019
                                (212) 698-0300
                     (Name, address and telephone number,
                  including area code, of agent for service)
                                  ----------
                                   Copy to:
                             John J. Butler, Esq.
                                Haythe & Curley
                                237 Park Avenue
                           New York, New York  10017
                                  ----------
               Approximate date of proposed sale to the public:
                       As soon as practicable after the
                   Registration Statement becomes effective
                                  ----------
                        CALCULATION OF REGISTRATION FEE
================================================================================
Title of securities     Amount to be          Proposed maximum             Proposed maximum               Amount of
    to be registered        registered       offering price per share*     aggregate offering price       registration fee
 ---------------------    -------------      -------------------------     ------------------------       ----------------
Common Stock                 300,000                  $33.875                    $10,162,500                   $3,079.55
 (par value
 $0.005 per share)
================================================================================
*Estimated solely for purposes of calculating the registration fee pursuant to
Rule 457(c) on the basis of the average of the high and low prices for the
registrant's shares of Common Stock on March 3, 1998 as reported on the Nasdaq
National Market.
================================================================================
PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.
         --------------------------------------- 

  The Registrant hereby states that the documents listed in (a) and (b) below
are incorporated by reference in this Registration Statement and 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, 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 
any document incorporated or deemed to be 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 such statement so
modified or superseded shall not be deemed, except as modified or superseded, to
constitute a part of this Registration Statement.

  (a) The Registrant's Annual Report on Form 10-K for the year ended December
31, 1997.

(b)  The description of the Registrant's Common Stock contained in the
     Registrant's Registration Statement on Form 8-A, as amended.

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 Five, Section 7 of the Registrant's Certificate of Incorporation (the
"Certificate") provides that, to the fullest extent permitted by Section 145 of
the General Corporation Law of the State of Delaware (the "Delaware Law"), or
any comparable successor law, as the same may be amended and supplemented from
time to time, the Registrant (i) may indemnify all persons whom it shall have
power to indemnify under the Delaware Law from and against any and all of the
expenses, liabilities or other matters referred to in or covered thereby, (ii)
shall indemnify each such person if he is or is threatened to be made a party to
an action, suit or proceeding by reason of the fact that he is or was a
director, officer, employee or agent of the Registrant or because he was serving
the Registrant or any other legal entity in any capacity at the request of the
Registrant while a director, officer, employee or agent of the Registrant and
(iii) shall pay the expenses of such a current or former director, officer,
employee or agent incurred in connection with any such
action, suit or proceeding in advance of the final disposition of such action,
suit or proceeding. The Certificate further provides that the indemnification
and advancement of expenses provided for therein shall not be deemed exclusive
of any other rights to which those entitled to indemnification or advancement of
expenses may be entitled under any by-law, agreement, contract or vote of
stockholders or disinterested directors or pursuant to the direction (however
embodied) of any court of competent jurisdiction or otherwise, both as to action
in his official capacity and as to action in another capacity while holding such
office, and shall continue as to a person who has ceased to be a director,
officer, employee or agent and shall inure to the benefit of the heirs,
executors and administrators of such a person.

  The Registrant has entered into indemnification agreements with all directors
and executive officers of the Registrant.  These agreements provide that the
directors and executive officers will be indemnified to the fullest possible
extent permitted by Delaware law against all expenses (including attorneys'
fees), judgments, fines, penalties, taxes and settlement amounts paid or
incurred by them in any action or proceeding, including any action by or in the
right of the Registrant or any of its subsidiaries or affiliates, on account of
their service as directors, officers, employees, fiduciaries or agents of the
Registrant or any of its subsidiaries or affiliates, and their service at the
request of the Registrant or any of its subsidiaries or affiliates as directors,
officers, employees, fiduciaries or agents of another corporation, partnership,
joint venture, trust, employee benefit plan or other enterprise.

  The Registrant maintains liability insurance for its officers and directors,
insuring them against certain losses arising from claims or charges made against
them while acting in their capacities as officers or directors of the
Registrant.

  Article Five, Section 6 of the Certificate provides that a director of the
Registrant shall not be personally liable to the Registrant or its stockholders
for monetary damages for breach of fiduciary duty as a director, except for
liability (i) for any breach of the director's duty of loyalty to the Registrant
or its stockholders, (ii) for acts or omissions not in good faith or which
involve intentional misconduct or a knowing violation of law, (iii) for the
unlawful payment of dividends or unlawful stock purchases under Section 174 of
the Delaware Law, or (iv) for any transaction from which the director derived
any improper personal benefit. If the Delaware Law is amended to eliminate
further or limit the personal liability of directors, then the liability of a
director of the Registrant shall be eliminated or limited to the fullest extent
permitted by the Delaware Law, as so amended. Any repeal or modification of such
provision of the Certificate by the stockholders of the Registrant shall be
prospective only and shall not adversely affect any right or protection of a
director of the Registrant existing at the time of such repeal or modification.

  While the Certificate provides directors with protection from awards for
monetary damages for breaches of their duty of care, it does not eliminate such
duty. Accordingly, the Certificate will have no effect on the availability of
equitable remedies such as an injunction or rescission based on a director's
breach of his or her duty of care. The provisions of the 

                                      II-2
Certificate described above apply to an officer of the Registrant only if he or
she is a director of the Registrant and is acting in his or her capacity as
director, and do not apply to officers of the Registrant who are not directors.

Item 7.  Exemption from Registration Claimed.
         ----------------------------------- 

         Not applicable.

Item 8.  Exhibits.
         -------- 

The Exhibits required to be filed as part of this Registration Statement are
listed in the attached Index to Exhibits.

Item 9.  Undertakings.
         ------------ 

  The undersigned Registrant hereby undertakes, except as otherwise specifically
provided in the rules of the Securities and Exchange Commission promulgated
under the Securities Act of 1933:

         (1) To file, during any period in which offers or sales are being
made, a post-effective amendment to this Registration Statement:

         (i) To include any prospectus required by section 10(a)(3) of the
Securities Act of 1933;

         (ii) To reflect in the prospectus any facts or events arising after
the effective date of this Registration Statement (or the most recent post-
effective amendment hereof) which, individually or in the aggregate, represent a
fundamental change in the information set forth in this Registration Statement;

         (iii)  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;

provided, however, that paragraphs (1)(i) and (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 Securities Exchange Act of 1934 that are
incorporated by reference in this Registration Statement;

         (2) That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof; and

                                      II-3
(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 of 1933, each filing of the
Registrant's annual report pursuant to section 13(a) or section 15(d) of the
Securities Exchange Act of 1934 that is incorporated by reference in this
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 of 1933 may be permitted to directors, officers and controlling
persons of the Registrant pursuant to the foregoing provisions, or otherwise,
the Registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable.  In the event that a claim for
indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer or controlling
person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.

                                      II-4
POWER OF ATTORNEY

          The Registrant and each person whose signature appears below hereby
appoints each of Anu D. Saad, Ph.D. and John P. Gandolfo as attorneys-in-fact
with full power of substitution, severally, to execute in the name and on behalf
of the Registrant and each such person, individually and in each capacity stated
below, one or more amendments to this Registration Statement as the attorney-in-
fact acting in the premises deems appropriate and to file any such amendment to
this Registration Statement with the Securities and Exchange Commission.

                                  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 New York and State of New York on the 10th day of
March, 1998.

                                 IMPATH INC.

                                 By /s/ Anu D. Saad
                                 --------------------------------
                                    Anu D. Saad, Ph.D.
                                      President and
                                  Chief Executive Officer

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

Signature                   Title                             Date
---------                   -----                             ----

/s/ Anu D. Saad             President, Chief Executive     March 10, 1998
--------------------------  Officer and Director  
Anu D. Saad, Ph.D.         

/s/ John P. Gandolfo        Executive Vice President,      March 10, 1998
--------------------------  Chief Operating Officer, 
John P. Gandolfo            Chief Financial Officer and 
                            Principal Accounting Officer 
                    

                                      II-5
Signature                   Title                             Date
---------                   -----                             ----

/s/ John L. Cassis           Chairman of the Board         March 10, 1998
---------------------------  and Director                                      
John L. Cassis      

/s/ Richard J. Cote          Director                      March 10, 1998
---------------------------                                   
Richard J. Cote, M.D.

/s/ Richard Kessler          Director                      March 10, 1998
---------------------------                                   
Richard Kessler

                             Director                      _____  _, 1998
---------------------------                             
Joseph A. Mollica

/s/ Marcel Rozencweig        Director                      March 10, 1998
-----------------------                                       
Marcel Rozencweig, M.D.

                             Director                      ____  _, 1998
-----------------------------                              
David B. Snow, Jr.

                                      II-6
CONSENT OF COUNSEL

                The consent of Haythe & Curley is contained in
       their opinion filed as Exhibit 5 to this Registration Statement.

                                      II-7
CONSENT OF INDEPENDENT AUDITORS

The Board of Directors
IMPATH Inc.

We consent to the use of our reports incorporated herein by reference.

                                                   KPMG Peat Marwick LLP

Short Hills, New Jersey
March 10, 1998

                                      II-8
INDEX TO EXHIBITS
Number                                  Description of Exhibit                           Page
--------                ---------------------------------------------------------  ------------------
4(i)                -  IMPATH Inc. 1997 Long Term Incentive Plan

 5                   -  Opinion of Haythe & Curley
23(i)                -  Consent of KPMG Peat Marwick LLP, Independent Auditors                     --
                        (See "Consent of Independent Auditors" in the
                        Registration Statement)
 
23(ii)               -  Consent of Haythe & Curley (contained in Exhibit 5)                        --

24                   -  Power of Attorney (see "Power of Attorney" in the                          --
                        Registration Statement)