8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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                                    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): October 28, 2003

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                                  ABAXIS, INC.
             (Exact name of registrant as specified in its charter)
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          California                      000-19720              77-0213001
(State or other jurisdiction of   (Commission File Number)    (I.R.S. Employer)
incorporation or organization)    ------------------------   Identification No.)
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    3240 Whipple Road, Union City, CA                               94587
(Address of principal executive offices)                          (Zip Code)
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       Registrant's telephone number, including area code: (510) 675-6500
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             (Former name or address, if changes since last report)



Item 12.

      On October 28, 2003, the Company released a press release that is attached
hereto as Exhibit 99.1 and is incorporated herein by reference in its entirety.

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

99.1              Press release dated October 28, 2003.



                                   SIGNATURES

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

Dated this 28th day of October, 2003.

                                                     Abaxis, Inc.

                                                     By: /s/ Alberto Santa Ines
                                                         Alberto Santa Ines
                                                         Chief Financial Officer



                                INDEX TO EXHIBITS

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

99.1              Press release dated October 28, 2003.

EX-99.1

                                                                    Exhibit 99.1

       ABAXIS Reports Automatic Conversion of Series D Preferred Stock

No Preferred Stock Remains Outstanding and All Dividend Obligations Have Been
                                  Eliminated

    UNION CITY, Calif., Oct. 28 /PRNewswire-FirstCall/ -- ABAXIS, Inc.
(Nasdaq: ABAX), a medical products company manufacturing point-of-care blood
analysis systems, reported that today all outstanding shares of its Series D
Preferred Stock automatically converted into shares of Abaxis common stock.
    Under the terms of Abaxis' Certificate of Determination with respect to
the Series D Preferred Stock, such stock automatically converts into shares of
common stock after twenty consecutive trading days where the per share closing
price of Abaxis' common stock as reported on the Nasdaq National Market
exceeds $14.00.  Elective conversions between October 1-28, coupled with the
automatic conversion of all remaining outstanding Series D Preferred Stock,
resulted in the conversion of 5,328 shares of Series D Preferred Stock into
761,142 additional shares of common stock subsequent to September 30, 2003.
The automatic conversion means that Abaxis will no longer have to pay
semi-annual dividends in cash or stock in an annual amount of $70.00 per share
of Series D Preferred Stock, or an aggregate annual cost savings of $372,960.
Abaxis previously announced the automatic conversion of all outstanding Series
E preferred stock that occurred on October 15, 2003.

    About Abaxis
    ABAXIS develops, manufactures and markets portable blood analysis systems
for use in any veterinary or human patient-care setting to provide clinicians
with rapid blood constituent measurements.  The system consists of a compact,
6.9 kilogram, portable analyzer and a series of single-use plastic discs,
called reagent discs that contain all the chemicals required to perform a
panel of up to 14 tests.  The system can be operated with minimal training and
performs multiple routine tests on whole blood, serum or plasma samples.  The
system provides test results in less than 15 minutes with the precision and
accuracy equivalent to a clinical laboratory analyzer.  In addition to the
blood chemistry analysis system, the Company markets a hematology analysis
system.  The hematology system, the VetScan HMT, is purchased from MELET
SCHLOESING Laboratories of France ("MELET") through a cross OEM agreement.
MELET markets the VetScan as the MScan in certain European markets.

    This press release includes statements that constitute "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995 (the "Reform Act").  ABAXIS claims the protection of the safe-harbor
for forward-looking statements contained in the Reform Act.  These
forward-looking statements are often characterized by the terms "may,"
"believes," "projects," "expects," or "anticipates," and do not reflect
historical facts.  Specific forward-looking statements contained in this press
release include, but are not limited to, risks and uncertainties related to
fluctuations in the Company's share price prior to October 28, 2003, the
market acceptance of the Company's products and the continuing development of
its products, risks associated with manufacturing and distributing its
products on a commercial scale free of defects, risks associated with entering
the human diagnostic market on a larger scale, risks related to the protection
of the Company's intellectual property or claims of infringement of
intellectual property asserted by third parties, risks involved in carrying of
inventory, risks associated with the ability to attract, train and retain
competent sales personnel, general market conditions, competition and other
risks detailed from time to time in ABAXIS' periodic reports filed with the
United States Securities and Exchange Commission.  Forward-looking statements
speak only as of the date the statement was made. ABAXIS does not undertake
and specifically disclaims any obligation to update any forward-looking
statements.

SOURCE  ABAXIS, Inc.
    -0-                             10/28/2003
    /CONTACT:  Clint Severson, Chief Executive Officer of ABAXIS, Inc.,
+1-510-675-6500, or retail, Joe Dorame, or institutional/analysts, Joe Diaz,
both of RCG Capital Markets Group, +1-480-675-0400, for ABAXIS, Inc./
    /Web site:  http://www.abaxis.com /
    (ABAX)

CO:  ABAXIS, Inc.
ST:  California
IN:  MTC BIO HEA
SU: