<PAGE>
 
     As filed with the Securities and Exchange Commission on July 19, 1995
                                                   Registration No. 33-_________
================================================================================
                    U.S. SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549

                             ____________________

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

                            SYNBIOTICS CORPORATION
               (Name of registrant as specified in its charter)

              CALIFORNIA                              95-3737816
     (State or other jurisdiction of               (I.R.S. Employer
     incorporation or organization)               Identification No.)

          11011 VIA FRONTERA
         SAN DIEGO, CALIFORNIA                         92127
(Address of principal executive offices)            (Zip Code)

                            SYNBIOTICS CORPORATION
                     1995 STOCK OPTION/STOCK ISSUANCE PLAN
                           (Full title of the plan)

                               MICHAEL K. GREEN
             VICE PRESIDENT OF FINANCE AND CHIEF FINANCIAL OFFICER
                            SYNBIOTICS CORPORATION
               11011 VIA FRONTERA, SAN DIEGO, CALIFORNIA  92127
                    (Name and address of agent for service)

                                (619) 451-3771
         (Telephone number, including area code, of agent for service)

                                  Copies to:
                            HAYDEN J. TRUBITT, ESQ.
                          BROBECK, PHLEGER & HARRISON
                         550 West C Street, Suite 1300
                         San Diego, California  92101

                             ____________________


          This Registration Statement shall become effective
          immediately upon filing with the Securities and Exchange
          Commission, and sales of the registered securities will
          begin as soon as reasonably practicable after such effective
          date.

                             ____________________

                        CALCULATION OF REGISTRATION FEE

<TABLE> 
<CAPTION> 
- ----------------------------------------------------------------------------------------------------------------
 Title of securities to be  Amount to be     Proposed maximum          Proposed maximum         Amount of
      registered             registered  offering price per share   aggregate offering price   registration fee
- ----------------------------------------------------------------------------------------------------------------
<S>                         <C>          <C>                        <C>                        <C>
Common Stock (under
1995 Stock Option Plan)     1,300,000/1/          $2.75/2/                $3,575,000            $1,232.76
</TABLE>

(1)  This Registration Statement shall also cover any additional shares of
Common Stock which become issuable under the 1995 Stock Option Plan by reason of
any stock dividend, stock split, recapitalization or other similar transaction
effected without the receipt of consideration which results in an increase in
the number of the Company's outstanding shares of Common Stock.

(2)  Calculated solely for the purposes of this offering under Rule 457(h) of
the Securities Act of 1933, as amended, on the basis of the last sale reported
per share of Common Stock of Synbiotics Corporation on July 12, 1995 as reported
on the Nasdaq National Market.

================================================================================
<PAGE>
 
                                    PART II
                                    -------

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
              --------------------------------------------------

ITEM 3.   INCORPORATION OF DOCUMENTS BY REFERENCE
          ---------------------------------------

Synbiotics Corporation (the "Registrant") hereby incorporates by reference into
this Registration Statement the following documents previously filed with the
Securities and Exchange Commission (the "Commission"):

     (a)  the Registrant's latest Annual Report, filed on Form 10-KSB for the
          nine month fiscal year ended December 31, 1994, in which there is set
          forth the Registrant's audited financial statements for the nine month
          period ended December 31, 1994.

     (b)  the Registrant's Quarterly Report, filed on Form 10-QSB for the
          quarter ended March 31, 1995.

     (c)  the Registrant's Registration Statement on Form S-1, filed with the
          Commission on July 3, 1987, pursuant to Section 12 of the Securities
          Exchange Act of 1933, in which there is described the terms, rights
          and provisions applicable to the Registrant's outstanding Common
          Stock.

All documents filed by the Registrant pursuant to Section 13(a), 13(c), 14 or
15(d) of the Securities Exchange Act of 1934 after the date of this Registration
Statement and prior to the filing of a post-effective amendment which indicates
that all securities offered hereby have been sold or which deregisters all
securities then remaining unsold, shall be deemed to be incorporated by
reference into this Registration Statement and to be a part hereof from the date
of filing of such documents.


ITEM 4.   DESCRIPTION OF SECURITIES
          -------------------------

Not applicable.


ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL
          --------------------------------------

Not applicable.


ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS
          -----------------------------------------

     (a)  Section 317 of the California General Corporation Law provides for the
          indemnification of officers and directors of the Company against
          expenses, judgments, fines and amounts paid in settlement under
          certain conditions and subject to certain limitations.

     (b)  Article VIII, Section 4 of the Bylaws of the Company provides that the
          Company shall have the power to indemnify any person who is or was a
          director, officer, employee or agent of the Company or any person who
          is or was serving at the request of the Company as a director,
          officer, employee or agent of another corporation, subject to certain
          limitations.  The rights to indemnity thereunder continue as to a
          person who has ceased to be director, officer, employee or agent and
          shall inure to the benefit of the heirs, executors and administrators
          of the person.  In addition,

                                      -1-
<PAGE>
 
          expenses incurred by a director, officer, employee or agent in
          defending a civil or criminal action, suit or proceeding by reason of
          the fact that he or she is or was a director, officer, employee or
          agent of the Company (or was serving at the Company's request as a
          director, officer, employee or agent of another corporation) may be
          paid by the Company in advance of the final disposition of such
          action, suit or proceeding upon receipt of an undertaking by or on
          behalf of such director or officer to repay such amount if it shall
          ultimately be determined that he or she is not entitled to be
          indemnified by the Company.

     (c)  Article Seventh of the Company's Articles of Incorporation provides
          that liability of the directors of the Company for monetary damages
          shall be eliminated to the fullest extent permissible under California
          law.  Article Eighth of the Company's Articles of Incorporation
          further provides that the Company is authorized to indemnify agents
          (as defined in Section 317 of the California General Corporation Law)
          in excess of the indemnification otherwise permitted by Section 317,
          subject to the limits set forth in Section 204 of the California
          General Corporation Law.

     (d)  Pursuant to authorization provided under the Articles of
          Incorporation, the Company has entered into indemnification agreements
          with its directors and officers.  Generally, the indemnification
          agreements attempt to provide the maximum protection permitted by
          California law as it may be amended from time to time.  Moreover, the
          indemnification agreements provide for certain additional
          indemnification.  the indemnification agreements provided for the
          Company to advance to the individual any and all reasonable expenses
          (including legal fees and expenses) incurred in investigating or
          defending an action, suit or proceeding.  In order to receive an
          advance of expenses, the individual must undertake to repay such
          advance upon a determination that he or she is not entitled to
          indemnification.  The Company's Bylaws contain a provision of similar
          effect relating to advancement of expenses to a director or officer,
          subject to an undertaking to repay if it is ultimately determined that
          indemnification is unavailable.


ITEM 7.   EXEMPTION FROM REGISTRATION CLAIMED
          -----------------------------------

Not applicable.


ITEM 8.   EXHIBITS
          --------

Exhibit No.  Exhibit
- -----------  -------

 5        Opinion and consent of Brobeck, Phleger & Harrison.
23.1      Consent of Brobeck, Phleger & Harrison is contained in Exhibit 5 to
          this Registration Statement
           on Form S-8.
23.2      Consent of Independent Accountants, Price Waterhouse LLP.
24        Power of Attorney, reference is made to page 4 of this Registration
          Statement on Form S-8.
99.1      1995 Stock Option/Stock Issuance Plan.
99.2      Form of Notice of Grant of Stock Option.


ITEM 9.   UNDERTAKINGS
          ------------

A.   The undersigned Registrant hereby undertakes: (1) to file, during any
     period in which offers or sales are being made, a post-effective amendment
     to this Registration Statement (i) to include any prospectus required

                                      -2-
<PAGE>
 
     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
     thereof) which, individually or in the aggregate, represent a fundamental
     change in the information set forth in this Registration Statement, and
     (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, (1) that clauses (1)(i) and (1)(ii) shall 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 into 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 (3) that the Registrant shall remove from
     registration by means of a post-effective amendment any of the securities
     being registered which remain unsold upon termination of the Registrant's
     1995 Stock Option Plan.

B.   The undersigned registrant hereby undertakes that, for purposes of
     determining any liability under the Securities Act of 1933, each filing of
     the Registrants' annual report pursuant to Section 13(a) or 15(d) of the
     Securities Exchange Act of 1934 (and, where applicable, each filing of an
     employee benefit plan's annual report pursuant to Section 15(d) of the
     Securities Exchange Act of 1934) that is incorporated by reference in the
     Registration Statement shall be deemed to be a new registration statement
     relating to the securities offered therein, and the offering of such
     securities at that time shall be deemed to be the initial bona fide
     offering thereof.

C.   Insofar a indemnification for liabilities arising under the Securities Act
     of 1933 may be permitted to directors, officers or controlling persons of
     the Registrant pursuant to the indemnity provisions incorporated by
     reference in Item 6, or otherwise, the Registrant has been informed that in
     the opinion of the Securities and Exchange Commission such indemnification
     is against public policy as expressed in the 1933 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 its is against public policy as expressed in the 1933
     Act and will be governed by the final adjudication of such issue.

                                      -3-
<PAGE>
 
                                  SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, 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 San Diego, State of California, on this 17th day of
July, 1995.

                                     SYNBIOTICS CORPORATION
                                   
                                     By   /s/ Michael K. Green
                                          -----------------------------
                                          Michael K.  Green
                                          Vice President - Finance


                               POWER OF ATTORNEY


KNOW ALL PERSONS BY THESE PRESENTS:

That the undersigned officers and directors of Synbiotics Corporation, a
California corporation, do hereby constitute and appoint Robert L. Widerkehr and
Michael K. Green, and each of them, the lawful attorneys-in-fact and agents with
full power and authority to do any and all acts and things and to execute any
and all instruments which said attorneys and agents, and either one of them,
determine may be necessary or advisable or required to enable said corporation
to comply with the Securities Act of 1933, as amended, and any rules or
regulations or requirements of the Securities and Exchange Commission in
connection with this Registration Statement.  Without limiting the generality of
the foregoing power and authority, the powers granted include the power and
authority to sign the names of the undersigned officers and directors in the
capacities indicated below to this Registration Statement, to any and all
amendments, both pre-effective and post-effective, and supplements to this
Registration Statement, and to any and all instruments or documents filed as
part of or in conjunction with this Registration Statement or amendments or
supplements thereof, and each of the undersigned hereby ratifies and confirms
that all said attorneys and agents, or either of them, shall do or caused to be
done by virtue hereof.  This Power of Attorney may be signed in several
counterparts.

IN WITNESS WHEREOF, each of the undersigned has executed this Power of Attorney
as of the date indicated.

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.

<TABLE>
<CAPTION>
       SIGNATURE                                 TITLE                              DATE
       ---------                                 -----                              ----

<S>                         <C>                                                <C>
/s/ Robert L. Widerkehr     Chief Executive Officer, President and Director    July 17, 1995
- ------------------------
Robert L.  Widerkehr
 
/s/ Michael K. Green        Chief Financial Officer                            July 17, 1995
- ------------------------
Michael K. Green
 
/s/ Keith A. Butler         Chief Accounting Officer and Corporate Controller  July 17, 1995
- ------------------------
Keith A. Butler
</TABLE>

                                      -4-
<PAGE>
 
<TABLE>
<S>                         <C>                                                <C>
/s/ Patrick Owen Burns      Director                                           July 17, 1995
- ------------------------
Patrick Owen Burns
 
/s/ James C. DeCesare       Director                                           July 17, 1995
- ------------------------
James C. DeCesare
 
/s/ Theodor H. Heinrichs    Director                                           July 17, 1995
- ------------------------
Theodor H.  Heinrichs
 
/s/ M. Blake Ingle          Director                                           July 17, 1995
- ------------------------
M. Blake Ingle
 
/s/ Donald E. Phillips      Director                                           July 17, 1995
- ------------------------
Donald E.  Phillips
</TABLE>

                                      -5-
<PAGE>
 
                      SECURITIES AND EXCHANGE COMMISSION

                               WASHINGTON, D.C.


                                   EXHIBITS

                                      TO

                                   FORM S-8

                                     UNDER

                            SECURITIES ACT OF 1933

                            SYNBIOTICS CORPORATION
<PAGE>
 
                                 EXHIBIT INDEX

Exhibit No.    Exhibit
- -----------    -------

 5             Opinion and consent of Brobeck, Phleger & Harrison.
23.1           Consent of Brobeck, Phleger & Harrison is contained in Exhibit 5
                to this Registration Statement on Form S-8.
23.2           Consent of Independent Accountants, Price Waterhouse LLP.
24             Power of Attorney, reference is made to page 4 of this
                Registration Statement on Form S-8.
99.1           1995 Stock Option/Stock Issuance Plan.
99.2           Form of Notice of Grant of Stock Option.
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 19317}]
{"company-data": {"conformed-name": "SYNBIOTICS CORP", "cik": "0000719483", "assigned-sic": "2835", "irs-number": "953737816", "state-of-incorporation": "CA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "033-61103", "film-number": "95554686"}, "business-address": {"street1": "11011 VIA FRONTERA", "city": "SAN DIEGO", "state": "CA", "zip": "92127", "phone": "6194513771"}}
As filed with the Securities and Exchange Commission on July 19, 1995
                                                   Registration No. 33-_________
================================================================================
                    U.S. SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549

                             ____________________

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

                            SYNBIOTICS CORPORATION
               (Name of registrant as specified in its charter)

              CALIFORNIA                              95-3737816
     (State or other jurisdiction of               (I.R.S. Employer
     incorporation or organization)               Identification No.)

          11011 VIA FRONTERA
         SAN DIEGO, CALIFORNIA                         92127
(Address of principal executive offices)            (Zip Code)

                            SYNBIOTICS CORPORATION
                     1995 STOCK OPTION/STOCK ISSUANCE PLAN
                           (Full title of the plan)

                               MICHAEL K. GREEN
             VICE PRESIDENT OF FINANCE AND CHIEF FINANCIAL OFFICER
                            SYNBIOTICS CORPORATION
               11011 VIA FRONTERA, SAN DIEGO, CALIFORNIA  92127
                    (Name and address of agent for service)

                                (619) 451-3771
         (Telephone number, including area code, of agent for service)

                                  Copies to:
                            HAYDEN J. TRUBITT, ESQ.
                          BROBECK, PHLEGER & HARRISON
                         550 West C Street, Suite 1300
                         San Diego, California  92101

                             ____________________

          This Registration Statement shall become effective
          immediately upon filing with the Securities and Exchange
          Commission, and sales of the registered securities will
          begin as soon as reasonably practicable after such effective
          date.

                             ____________________

                        CALCULATION OF REGISTRATION FEE
- ----------------------------------------------------------------------------------------------------------------
 Title of securities to be  Amount to be     Proposed maximum          Proposed maximum         Amount of
      registered             registered  offering price per share   aggregate offering price   registration fee
- ----------------------------------------------------------------------------------------------------------------
Common Stock (under
1995 Stock Option Plan)     1,300,000/1/          $2.75/2/                $3,575,000            $1,232.76
(1)  This Registration Statement shall also cover any additional shares of
Common Stock which become issuable under the 1995 Stock Option Plan by reason of
any stock dividend, stock split, recapitalization or other similar transaction
effected without the receipt of consideration which results in an increase in
the number of the Company's outstanding shares of Common Stock.

(2)  Calculated solely for the purposes of this offering under Rule 457(h) of
the Securities Act of 1933, as amended, on the basis of the last sale reported
per share of Common Stock of Synbiotics Corporation on July 12, 1995 as reported
on the Nasdaq National Market.

================================================================================
PART II
                                    -------

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
              --------------------------------------------------

ITEM 3.   INCORPORATION OF DOCUMENTS BY REFERENCE
          ---------------------------------------

Synbiotics Corporation (the "Registrant") hereby incorporates by reference into
this Registration Statement the following documents previously filed with the
Securities and Exchange Commission (the "Commission"):

     (a)  the Registrant's latest Annual Report, filed on Form 10-KSB for the
          nine month fiscal year ended December 31, 1994, in which there is set
          forth the Registrant's audited financial statements for the nine month
          period ended December 31, 1994.

     (b)  the Registrant's Quarterly Report, filed on Form 10-QSB for the
          quarter ended March 31, 1995.

     (c)  the Registrant's Registration Statement on Form S-1, filed with the
          Commission on July 3, 1987, pursuant to Section 12 of the Securities
          Exchange Act of 1933, in which there is described the terms, rights
          and provisions applicable to the Registrant's outstanding Common
          Stock.

All documents filed by the Registrant pursuant to Section 13(a), 13(c), 14 or
15(d) of the Securities Exchange Act of 1934 after the date of this Registration
Statement and prior to the filing of a post-effective amendment which indicates
that all securities offered hereby have been sold or which deregisters all
securities then remaining unsold, shall be deemed to be incorporated by
reference into this Registration Statement and to be a part hereof from the date
of filing of such documents.

ITEM 4.   DESCRIPTION OF SECURITIES
          -------------------------

Not applicable.

ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL
          --------------------------------------

Not applicable.

ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS
          -----------------------------------------

     (a)  Section 317 of the California General Corporation Law provides for the
          indemnification of officers and directors of the Company against
          expenses, judgments, fines and amounts paid in settlement under
          certain conditions and subject to certain limitations.

     (b)  Article VIII, Section 4 of the Bylaws of the Company provides that the
          Company shall have the power to indemnify any person who is or was a
          director, officer, employee or agent of the Company or any person who
          is or was serving at the request of the Company as a director,
          officer, employee or agent of another corporation, subject to certain
          limitations.  The rights to indemnity thereunder continue as to a
          person who has ceased to be director, officer, employee or agent and
          shall inure to the benefit of the heirs, executors and administrators
          of the person.  In addition,

                                      -1-
expenses incurred by a director, officer, employee or agent in
          defending a civil or criminal action, suit or proceeding by reason of
          the fact that he or she is or was a director, officer, employee or
          agent of the Company (or was serving at the Company's request as a
          director, officer, employee or agent of another corporation) may be
          paid by the Company in advance of the final disposition of such
          action, suit or proceeding upon receipt of an undertaking by or on
          behalf of such director or officer to repay such amount if it shall
          ultimately be determined that he or she is not entitled to be
          indemnified by the Company.

     (c)  Article Seventh of the Company's Articles of Incorporation provides
          that liability of the directors of the Company for monetary damages
          shall be eliminated to the fullest extent permissible under California
          law.  Article Eighth of the Company's Articles of Incorporation
          further provides that the Company is authorized to indemnify agents
          (as defined in Section 317 of the California General Corporation Law)
          in excess of the indemnification otherwise permitted by Section 317,
          subject to the limits set forth in Section 204 of the California
          General Corporation Law.

     (d)  Pursuant to authorization provided under the Articles of
          Incorporation, the Company has entered into indemnification agreements
          with its directors and officers.  Generally, the indemnification
          agreements attempt to provide the maximum protection permitted by
          California law as it may be amended from time to time.  Moreover, the
          indemnification agreements provide for certain additional
          indemnification.  the indemnification agreements provided for the
          Company to advance to the individual any and all reasonable expenses
          (including legal fees and expenses) incurred in investigating or
          defending an action, suit or proceeding.  In order to receive an
          advance of expenses, the individual must undertake to repay such
          advance upon a determination that he or she is not entitled to
          indemnification.  The Company's Bylaws contain a provision of similar
          effect relating to advancement of expenses to a director or officer,
          subject to an undertaking to repay if it is ultimately determined that
          indemnification is unavailable.

ITEM 7.   EXEMPTION FROM REGISTRATION CLAIMED
          -----------------------------------

Not applicable.

ITEM 8.   EXHIBITS
          --------

Exhibit No.  Exhibit
- -----------  -------

 5        Opinion and consent of Brobeck, Phleger & Harrison.
23.1      Consent of Brobeck, Phleger & Harrison is contained in Exhibit 5 to
          this Registration Statement
           on Form S-8.
23.2      Consent of Independent Accountants, Price Waterhouse LLP.
24        Power of Attorney, reference is made to page 4 of this Registration
          Statement on Form S-8.
99.1      1995 Stock Option/Stock Issuance Plan.
99.2      Form of Notice of Grant of Stock Option.

ITEM 9.   UNDERTAKINGS
          ------------

A.   The undersigned Registrant hereby undertakes: (1) to file, during any
     period in which offers or sales are being made, a post-effective amendment
     to this Registration Statement (i) to include any prospectus required

                                      -2-
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
     thereof) which, individually or in the aggregate, represent a fundamental
     change in the information set forth in this Registration Statement, and
     (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, (1) that clauses (1)(i) and (1)(ii) shall 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 into 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 (3) that the Registrant shall remove from
     registration by means of a post-effective amendment any of the securities
     being registered which remain unsold upon termination of the Registrant's
     1995 Stock Option Plan.

B.   The undersigned registrant hereby undertakes that, for purposes of
     determining any liability under the Securities Act of 1933, each filing of
     the Registrants' annual report pursuant to Section 13(a) or 15(d) of the
     Securities Exchange Act of 1934 (and, where applicable, each filing of an
     employee benefit plan's annual report pursuant to Section 15(d) of the
     Securities Exchange Act of 1934) that is incorporated by reference in the
     Registration Statement shall be deemed to be a new registration statement
     relating to the securities offered therein, and the offering of such
     securities at that time shall be deemed to be the initial bona fide
     offering thereof.

C.   Insofar a indemnification for liabilities arising under the Securities Act
     of 1933 may be permitted to directors, officers or controlling persons of
     the Registrant pursuant to the indemnity provisions incorporated by
     reference in Item 6, or otherwise, the Registrant has been informed that in
     the opinion of the Securities and Exchange Commission such indemnification
     is against public policy as expressed in the 1933 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 its is against public policy as expressed in the 1933
     Act and will be governed by the final adjudication of such issue.

                                      -3-
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 San Diego, State of California, on this 17th day of
July, 1995.

                                     SYNBIOTICS CORPORATION
                                   
                                     By   /s/ Michael K. Green
                                          -----------------------------
                                          Michael K.  Green
                                          Vice President - Finance

                               POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS:

That the undersigned officers and directors of Synbiotics Corporation, a
California corporation, do hereby constitute and appoint Robert L. Widerkehr and
Michael K. Green, and each of them, the lawful attorneys-in-fact and agents with
full power and authority to do any and all acts and things and to execute any
and all instruments which said attorneys and agents, and either one of them,
determine may be necessary or advisable or required to enable said corporation
to comply with the Securities Act of 1933, as amended, and any rules or
regulations or requirements of the Securities and Exchange Commission in
connection with this Registration Statement.  Without limiting the generality of
the foregoing power and authority, the powers granted include the power and
authority to sign the names of the undersigned officers and directors in the
capacities indicated below to this Registration Statement, to any and all
amendments, both pre-effective and post-effective, and supplements to this
Registration Statement, and to any and all instruments or documents filed as
part of or in conjunction with this Registration Statement or amendments or
supplements thereof, and each of the undersigned hereby ratifies and confirms
that all said attorneys and agents, or either of them, shall do or caused to be
done by virtue hereof.  This Power of Attorney may be signed in several
counterparts.

IN WITNESS WHEREOF, each of the undersigned has executed this Power of Attorney
as of the date indicated.

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/ Robert L. Widerkehr     Chief Executive Officer, President and Director    July 17, 1995
- ------------------------
Robert L.  Widerkehr
 
/s/ Michael K. Green        Chief Financial Officer                            July 17, 1995
- ------------------------
Michael K. Green
 
/s/ Keith A. Butler         Chief Accounting Officer and Corporate Controller  July 17, 1995
- ------------------------
Keith A. Butler
-4-
/s/ Patrick Owen Burns      Director                                           July 17, 1995
- ------------------------
Patrick Owen Burns
 
/s/ James C. DeCesare       Director                                           July 17, 1995
- ------------------------
James C. DeCesare
 
/s/ Theodor H. Heinrichs    Director                                           July 17, 1995
- ------------------------
Theodor H.  Heinrichs
 
/s/ M. Blake Ingle          Director                                           July 17, 1995
- ------------------------
M. Blake Ingle
 
/s/ Donald E. Phillips      Director                                           July 17, 1995
- ------------------------
Donald E.  Phillips
-5-
SECURITIES AND EXCHANGE COMMISSION

                               WASHINGTON, D.C.

                                   EXHIBITS

                                      TO

                                   FORM S-8

                                     UNDER

                            SECURITIES ACT OF 1933

                            SYNBIOTICS CORPORATION
EXHIBIT INDEX

Exhibit No.    Exhibit
- -----------    -------

 5             Opinion and consent of Brobeck, Phleger & Harrison.
23.1           Consent of Brobeck, Phleger & Harrison is contained in Exhibit 5
                to this Registration Statement on Form S-8.
23.2           Consent of Independent Accountants, Price Waterhouse LLP.
24             Power of Attorney, reference is made to page 4 of this
                Registration Statement on Form S-8.
99.1           1995 Stock Option/Stock Issuance Plan.
99.2           Form of Notice of Grant of Stock Option.