SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* INES ALBERTO SANTA (Last) (First) (Middle) C/O ABAXIS INC 3240 WHIPPLE ROAD (Street) UNION CITY CA 94587 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol ABAXIS INC [ ABAX ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) CFO and VP of Finance
	3. Date of Earliest Transaction (Month/Day/Year) 04/25/2006
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units(1)	$0	04/25/2006		A		20,000		04/25/2007(2)	04/25/2010	Common Stock	20,000	$0	193,805(3)	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of Abaxis common stock.

2. Granted under the Abaxis 2005 Equity Incentive Plan. Restricted Stock Units vest as to 5%, 12 months from grant date; then vest as to 10%, 24 months from grant date, then vest as to 15%, 36 months from grant date; and then vest as to the remaining 70%, 48 months from grant date. The vesting of Restricted Stock Units is subject to acceleration upon achieving the following qualifers: (a) pre-tax income requirements within 12 months from grant date, vesting of 25%; within 24 months from grant date, vesting of 25%; within 36 months of grant date, vesting of 30%; (b) product development requirements within 14 months from grant date, additional vesting of 10%; (c) regulatory requirements within 23 months of grant date, additional vesting of 10%; or (d) operating income per share requirements in any fiscal period, full acceleration.

3. Includes: (1) 17,930 common stock; (2) 20,000 restricted stock units; and (3)155,875 shares subject to options exercisable by Mr. Santa Ines and 13,125 shares unvested as of 04/26/2006.

	/s/ Alberto Santa Ines	04/27/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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