8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  December 14, 2006

BIOANALYTICAL SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

Indiana (State or other jurisdiction of incorporation or organization)	0-23357	35-1345024 (I.R.S. Employer Identification No.)
	(Commission File Number)

2701 KENT AVENUE WEST LAFAYETTE, INDIANA	47906-1382
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code: (765) 463-4527

Item 1.01.    Entry into a Material Definitive Agreement.

On December 14, 2006, Bioanalytical Systems, Inc. (the "Company") entered into a letter agreement (the "Amendment") which amended the Credit Facility Amended and Restated Credit Agreement by and between the Company and National City Bank (the "Credit Facility"). The Amendment raised our interest rate from LIBOR plus 250-300 basis point to LIBOR plus 325 basis points, or from prime plus 25 basis points to prime plus 50 basis points, increased our fee on the unused portion of the line from 25 basis points to 37.5 basis points, and limited capital additions for fiscal 2007 to $1.2 million. Among other things, the Amendment waived the breach of certain financial covenants set forth in the Credit Facility, changed the method of calculation of the Fixed Charge Coverage Ratio and eliminated the Senior Debt Ratio covenant.

The foregoing description of the Amendment is qualified in its entirety by reference to the complete terms of the document, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K, and incorporated herein by reference.

Item 9.01.    Financial Statements and Exhibits.

        (a)    Not applicable.

        (b)    Not applicable.

        (c)    Not applicable.

        (d)    Exhibits.

        10.1    Letter Agreement amending Amended and Restated Credit Agreement by and between Bioanalytical Systems, Inc. and National City Bank executed December 14, 2006.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:  December 28, 2006 Bioanalytical Systems, Inc.




By:  /s/  Michael R. Cox Michael R. Cox
Vice President, Finance and Chief Financial Officer

Exhibit Index

Exhibit No.

  10.1 Description

Letter Agreement amending Amended and Restated Credit Agreement by and between Bioanalytical Systems, Inc. and National City Bank executed December 14, 2006.

EX-10

National City Bank of Indiana
One National City Center, Suite 200E
Indianapolis, IN 46255

Michael C. Callas
Vice President
Direct (317) 267-7443
Fax (317) 267-6249
mike.callas@nationalcity.com

December 12, 2006

Michael Cox
Chief Financial Officer
Bioanalytical Systems, Inc.
2701 Kent Avenue
West Lafayette, Indiana 47906


Mr. Cox:

Pursuant to your request, the Bank has considered and hereby offers to waive and amend the following covenants of the Loan Agreement subject to the following terms and conditions:

Waive:
1.	Bank hereby waives Borrower's covenant violation of its Fixed Charge Coverage Ratio as required under Section 5.3.2 of the Current Loan Agreement for the fiscal period ending September 30, 2006.

2. Bank hereby waives Borrower's covenant violation of its Senior Debt Ratio as required under Section 5.3.1 of the Current Loan Agreement for the fiscal period ending September 30, 2006

Amend:
1.	Bank hereby amends Borrower's covenant of its Fixed Charge Coverage Ratio as follows:

• Current:  Fixed Charge Coverage to be defined as (EBITDA — Unfunded CAPEX — Taxes) / (Interest + CPLTD), tested on a rolling four-quarter basis.

• Proposed Change:  Going forward, the covenant will be calculated based on a build-up of quarterly performance beginning with YTD 12/31/06, calculated on a rolling four-quarter basis beginning with the 9/30/07 testing period. CPLTD is to include Capital Lease Obligations and set at a level of 1.50.

2. Bank hereby eliminates Borrower's Senior Debt ratio covenant.

3. Bank hereby adds a Capital Expenditure Covenant defined as follows:

• Capital Expenditures to be tested quarterly beginning at the 12-31-06 testing period. The covenant level shall not exceed $300,000 per quarter or $1.2MM for the fiscal year ending 9-30-07.

4. Bank hereby eliminates the remaining $300,000 of reducing term loan in the revolver.

In consideration of these covenant waivers, the Bank requires the following:

1. A one-time fee of $15,000

2. Elimination of the pricing grid with pricing set at Borrowers option of LIBOR plus 325 basis points or Prime +50 basis points. The unused fee will also be increased to 37.5 basis points.

This Letter Agreement is offered by Bank this 11th day of December, 2006, and shall be effective and binding, if executed and returned to Bank by December 15th, 2006. Otherwise, this Letter Agreement and the offer of waiver herein shall become null and void and of no effect.

National City Bank of Indiana
One National City Center, Suite 200E
Indianapolis, IN 46255

Michael C. Callas
Vice President
Direct (317) 267-7443
Fax (317) 267-6249
mike.callas@nationalcity.com

Sincerely,


/s/  Michael Callas Michael Callas
Vice President
National City Bank of Indiana

Accepted and agreed this 14th day of December, 2006, by the undersigned duly authorized officer of Borrower.

Bioanalytical Systems, Inc.


By:  /s/  Michael R. Cox
Its:  Vice President-Finance