SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

                                    FORM 8-A

                FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                     PURSUANT TO SECTION 12(b) OR (g) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                                MICROVISION, INC.
             (Exact name of registrant as specified in its charter)


                    Washington                              91-1600822
     (State of incorporation or organization)     (IRS Employer Identification
                                                            Number)


2203 Airport Way South, Suite 100, Seattle, Washington         98134
     (Address of principal executive offices)               (Zip Code)


     If this Form relates to the registration of a class of debt securities and
is effective upon filing pursuant to General Instruction A(c)(1), please check
the following box.  [  ]

     If this Form relates to the registration of a class of debt securities and
is to become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A(c)(2), please check the following box.  [  ]


        Securities to be registered pursuant to Section 12(b) of the Act:
        -----------------------------------------------------------------

                                      None


        Securities to be registered pursuant to Section 12(g) of the Act:
        -----------------------------------------------------------------
                      Common Stock, no par value per share
                                (Title of Class)

                                    Warrants
                                (Title of Class)

            Units, each Unit consisting of one share of Common Stock
                                 and one Warrant
                                (Title of Class)



ITEM 1.   DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED

     The description of the Units, Common Stock, and Warrants ("Unit 
Warrants") of the Registrant set forth under the caption "Description of 
Securities" in Amendment No. 1 to the Registrant's  Registration Statement on 
Form SB-2 (Reg. No. 33-5276-LA) (the "Registration Statement"), is hereby 
incorporated herein by reference.

ITEM 2.   EXHIBITS

     Except as otherwise indicated, the following exhibits are incorporated
herein by reference to the exhibits with the same numbers in the Registration
Statement:

Exhibit Number           Exhibit Title
- --------------           -------------

     3.1                 Amended and Restated Articles of Incorporation

     3.2                 Amended and Restated Bylaws

     4.1                 Form of specimen certificate for Common Stock

     4.2                 Form of Unit Warrant for purchase of Common Stock

     4.3                 Unit Warrant Agreement

     4.4                 Form of Representatives' Warrant for purchase of Units

     4.5                 Form of 7% Convertible Subordinated Note due 1997

     10.7                1993 Stock Option Plan

     10.8                1994 Combined Incentive and Nonqualified Stock Option
                         Plan

     10.9                1995 Combined Incentive and Nonqualified Stock Option
                         Plan

     10.10               1996 Stock Option Plan

     10.11               1996 Independent Director Stock Plan



                                    SIGNATURE

     Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, as amended, the Registrant has duly caused this Registration Statement
to be signed on its behalf by the undersigned, thereto duly authorized.

                                        MICROVISION, INC.
                                        (Registrant)


                                        By /s/ RICHARD RUTKOWSKI
                                          ----------------------------------
                                          Richard Rutkowski, Chief Executive
                                          Officer and President

Dated: August 19, 1996