8-K

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                       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): March 4, 1997


                              ESCALON MEDICAL CORP.
             (Exact name of registrant as specified in its charter)


          California                       0-20127            33-0272839
(State or other jurisdiction of  (Commission File Number)  (I.R.S. Employer 
       incorporation)                                       Identification No.)
        


                               182 Tamarack Circle
                           Skillman, New Jersey 08558
                    (Address of principal executive offices)



Registrant's telephone number, including area code:           (609) 497-9141

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ITEM 5.  OTHER EVENTS.

         On March 4, 1997, the Registrant announced, via press release, several
     senior level management changes. The full text of the press release is
     attached as Exhibit 99.1 and is incorporated into this Item 5 by reference.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

    (c)  Exhibits.

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

           99.1                   Press release, dated March 4, 1997.












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                                   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.

                                               ESCALON MEDICAL CORP.
                                                   (Registrant)



Dated:   March 5, 1997                         /s/  John T. Rich
                                               ---------------------------------
                                               John T. Rich, Vice President of
                                               Finance and Administration








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                                  EXHIBIT INDEX

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

             99.1                            Press release, dated March 4, 1997

EX-99.1

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                                                                    EXHIBIT 99.1

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AT THE COMPANY               AT THE FINANCIAL RELATIONS BOARD, INC.
- --------------               --------------------------------------
John T. Rich, CPA            Alison Ziegler - General
Vice President of Finance    Brian Gill - Analyst
and Administration           Gil Faggen - Media
(609) 497-9141               (212) 661-8030

FOR IMMEDIATE RELEASE
March 4, 1997


              ESCALON(R) MEDICAL CORP. ANNOUNCES MANAGEMENT CHANGES

Skillman, NJ -- March 4, 1997 -- Escalon Medical Corp. (Nasdaq: ESMC) today
announced several management changes. Richard J. DePiano, currently a Director
of Escalon Medical Corp. has been named Chairman of the Board and Chief
Executive Officer of Escalon Medical Corp. Jay L. Federman, M.D. has resigned
his position as Chairman of the Board but remains on the Board of Directors.
Sterling C. Johnson, currently President and CEO has been appointed Chief
Operating Officer, a position previously unfilled. Mr. Johnson will retain the
position of President.

"We are very pleased to name Richard J. DePiano as Escalon Medical's new
Chairman and CEO," said Dr. Jay L. Federman. "Richard is an experienced leader
and brings strong business skills which will be useful as he focuses on the
strategic direction of Escalon Medical. In his new position as Chief Operating
Officer, Sterling will have more time to spend on the operational side of the
ophthalmic products business. The expanded management team should benefit both
the Company and our shareholders, as the strategic opportunities for Escalon, as
well as its ophthalmic product operations, receive the necessary focus."

Richard J. DePiano commented, "It is unfortunate that Dr. Federman's busy
schedule causes him to resign his position as Chairman of the Board of
Directors. Jay has been Chairman of the Board since the Company acquired
substantially all the assets of Escalon Ophthalmics, Inc. in February 1996 and
has been Chairman of the Board of Escalon Ophthalmics, Inc. since 1989. We
appreciate his strong commitment to the Company and are pleased that he has
decided to remain as a Director, where we can continue to benefit from his
business and ophthalmic industry experience."




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Escalon Medical Corp.
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Mr. DePiano, age 56, has been a member of the Board of Directors for the past
year and has been a Director of Escalon Ophthalmics, Inc. since 1989. He is
currently the CEO of The Sandhurst Company, L.P., a venture capital firm, and
the Chairman of the Board and a founder of Surgical Laser Technologies, Inc. Up
until 1986, Mr. DePiano was a partner of Touche Ross & Co., where he was
Director of Tax Operations. His experience in mergers and acquisitions,
healthcare and emerging businesses will be invaluable as he helps to direct
Escalon Medical in its future strategic endeavors.

Founded in 1987, Escalon develops, markets and distributes ophthalmic medical
devices and pharmaceuticals and is developing ophthalmic drug delivery systems
and lasers. Escalon has headquarters in Skillman, New Jersey, manufacturing
operations in Milwaukee, Wisconsin and laser laboratories in Irvine, California.



      To receive additional information on Escalon medical Corp., via fax,
             at no charge, dial 1-800-PRO-INFO and enter code ESMC.