SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, DC 20549

                                ___________

                                  FORM 8-A

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

                     Diagnostic/Retrieval Systems, Inc.
           (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

                Delaware                             13-2632319
     (STATE OF INCORPORATION OR ORGANIZATION)   (I.R.S. EMPLOYER
                                                 IDENTIFICATION NO.)

   5 Sylvan Way, Parsippany, New Jersey                 07054
  (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)             (ZIP CODE)

                If this Form            If this Form
                relates to the          relates to the
                registration of a       registration of a
                class of debt           class of debt
                securities and is       securities and is
                effective upon          to become
                filing pursuant         effective
                to General              simultaneously
                Instruction             with the
                A(c)(1) please          effectiveness of a
                check the               concurrent
                following box. ( )      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:

                                          Name of Each Exchange on Which    
          Title of Each Class                 Each Class is to be       
          to be so Registered                      Registered

      9% Senior Subordinated            American Stock Exchange,
      Convertible                       Inc.
      Debentures Due 2003

     SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:

                                   None                              
                              (TITLE OF CLASS)

                               Not Applicable                    
                              (TITLE OF CLASS)


     Item 1.    Description of Securities to be Registered

             Registrant hereby incorporates by reference the
     description of its 9% Senior Subordinated Convertible Debentures
     Due 2003 (the "Debentures") set forth under the caption
     "Description of the Debentures" of its preliminary prospectus
     dated November 30, 1995 (the "Prospectus") as filed with the
     Securities and Exchange Commission on such date as part of
     Registrant's Registration Statement on Form S-2 (No. 33-64641)
     under the Securities Act of 1933, as amended (the "Securities
     Act") and the description of its Class A Common Stock, $.01 par
     value, (the "Class A Common Stock") issuable upon conversion of
     the Debentures, set forth under "Description of Capital Stock" of
     the Prospectus.

     Item 2.    Exhibits

             (1)         Form of 9% Senior Subordinated Convertible
     Debenture due 2003 (incorporated herein by reference to Exhibit
     4.2 to the Company's Registration Statement on Form S-2 (No.33-
     64641) under the Securities Act).

             (2)         Indenture dated as of September 22, 1995
     between the Company and The Trust Company of New Jersey, as
     Trustee, relating to the Debentures (incorporated herein by
     reference to Exhibit 4.1 to the Company's Registration Statement
     on Form S-2 (No. 33-64641) under the Securities Act).

             (3)         Registration Rights Agreement (incorporated
     herein by reference to Exhibit 4.3 to the Company's Registration
     Statement on Form S-2 (No. 33-64641) under the Securities Act).


                                 SIGNATURE

          Pursuant to the requirements of Section 12 of the Securities
     Exchange Act of 1934, the registrant has duly caused this
     registration statement to be signed on its behalf by the
     undersigned, thereto duly authorized.

                                        Diagnostic/Retrieval Systems, Inc. 
                                                 (Registrant)

     Date:  December 6, 1995            By:  /s/ Nancy R. Pitek 
                                             Name:  Nancy R. Pitek
                                             Title: Controller, Treasurer
                                                      and Secretary