31

             U.S. SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549
                                

                           FORM 10-KSB
                                

     [X]ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
               SECURITIES AND EXCHANGE ACT OF 1934
           For the fiscal year ended December 31, 1995

                               OR
                                
  [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934
                 Commission file number 33-19583
                                

                    ZEVEX INTERNATIONAL, INC.
   (Name of Small Business Issuer as specified in its charter)

              Nevada
                                                            87-
                                                            04628
                                                            07
          (State       or       other       jurisdiction       of
(I.R.S. Employer
               incorporation           or           organization)
Identification No.)

                      5175 Greenpine Drive,
                      Salt Lake City, Utah
                                
                           (Zip Code)
                              84123
            (Address of principal executive offices)
                                
  Issuers telephone number, including area code: (801) 264-1001
                                
                                
      Securities  Registered Pursuant to  Section  12(b)  of  the
Exchange Act: None

 Securities registered pursuant to Section 12(g) of the Exchange
                            Act: None

     Check whether  the Issuer (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Exchange Act during the
preceding  12  months  (or  for  such  shorter  period  that  the
regestrant was required to file such reports), and (2)  has  been
subject  to such filing requirements for the past 90 days.   Yes:
X   No:

      Check  if  there is no disclosure of delinquent  filers  in
response  to Item 405 of Regulation S-B contained in  this  form,
and  no  disclosure  will be contained, to the  best  of  Issuers
knowledge,   in   definitive  proxy  or  information   statements
incorporated by reference in Part III of this Form 10KSB  or  any
amendment to this form 10KSB:  X

     The Issuers revenues for the fisccal year ended December 31,
1995 were $5,295,762

     The aggragate market value of the Companys voting stock held
 by nonaffiliates computed with reference to the average bid and
  asked prices for such stock in the over-the-counter market as
    qoted on the OTC Bulletin Board on February 12, 1996, was
                    approximately $2,876,000.
               DOCUMENTS INCORPORATED BY REFERENCE
                                

     List hereunder the following documents if incorporated by
reference and the part of the form 10K (e.g., Part I, Part II,
etc.) into which the document is incorporated: (1) any annual
report to security holders; (2) any proxy or information
statement; (3) any prospectus filed pursuant to rule 424(b) or
(c) under the Securities Act of 1933, as amended:

(1) Four copies of the proxy statement with respect to the
Companys Annual Meeting of Shareholders held on June 1, 1995 are
included in Part IV.
_________________________________________________________________
___________________________
     TABLE OF CONTENTS
_________________________________________________________________
____________________________
Item               Number               and               Caption
Page

PART I

1.                                                       Business
4

2.                                                     Properties
9

3.                          Legal                     Proceedings
10

4.     Submission of Matters to a
                Vote          of         Security         Holders
10

PART II

5.     Market for Companys Common Stock
               and        Related       Stockholder       Matters
11

6.     Managements Discussion and Analysis of
          Financial   Condition   and   Results   of    Operation
11

7.        Financial    Statements    and    Supplementary    Data
16

8.     Changes in and Disagreements with Accountants on
             Accounting       and      Financial       Disclosure
16

PART III

9.        Directors   and   Executive   Officers    of    Company
17

10.                      Executive                   Compensation
18

11.     Security Ownership of Certain Beneficial Owners
                               and                     Management
22

12.        Certain   Relationships   and   Related   Transactions
22

PART IV

13.     Exhibits, Financial Statement Schedules
             and        Reports        on        Form         8-K
24

FINANCIAL       STATEMENTS      AND      SUPPLEMENTARY       DATA
28
                             PART I
                                
                        ITEM 1.  BUSINESS

Introduction

      ZEVEX  International, Inc. (the "Company")  is  engaged  in
manufacturing  and marketing operations through its  wholly-owned
subsidiary,  ZEVEX, Inc.  The Company was originally incorporated
under  the  laws of Nevada on December 30, 1987, under  the  name
Downey  Industries, Inc.  ZEVEX, Inc. was originally incorporated
in  Utah  in  November 1986, under the name Ultronix,  Inc.,  and
subsequently changed its name to ZEVEX, Inc. in May, 1987. Unless
the  context otherwise requires, the terms "ZEVEX" and  "Company"
as used throughout this report refer to both ZEVEX International,
Inc.,  a  Nevada  corporation,  and its  wholly-owned  subsidiary
ZEVEX, Inc., a Utah corporation.

      The Company designs, manufactures, markets and sells custom
and   standard  products  utilizing  ultrasonic  transducers  and
related signal processing instrumentation.  The Companys products
are  sold  primarily to original equipment manufacturers ("OEMs")
serving  the  medical,  industrial and aerospace  instrumentation
markets.   In  most  cases, the Companys design  and  engineering
staffs  work  closely with the customer to design and  develop  a
custom  product  which will perform the function desired  by  the
customer.  The Companys products range in complexity from  simple
ultrasonic transducers which convert electrical energy  to  sound
waves,   to  electronic  instrumentation  systems  which   embody
ultrasonic technology.

The Technology

     Ultrasonic transducers are used to convert electrical energy
to acoustic energy or sound waves in predetermined configurations
and  intensities  depending upon the specific  application.   The
acoustic  energy generated by the transducer is then utilized  to
perform  a variety of functions involving either the transmission
of  sound  waves  as  a  power source  or  the  transmission  and
reception of sound waves to provide interpretative data.  In  one
application, the Companys transducers are used to drive precision
surgical  instruments,  causing  a  cutting  tip  or  needle   to
oscillate or vibrate at rates exceeding 50,000 times per  second.
In  applications, transducers are coupled with signal  processing
equipment  in  order  to transmit sound waves  to  or  through  a
particular material or liquid.  A signal processing circuit  then
records  and  interprets the pattern and frequency  of  returning
sound  waves to make determinations about the characteristics  of
the  subject  material.   Such devices are  used  to  detect  the
presence  of air bubbles in liquids and monitor fluid  levels  in
vessels.

      The  Company  designs  and manufactures  transducers  of  a
variety of sizes which can be incorporated by an OEM into a final
instrument  or  piece  of  equipment.   The  Companys  ultrasonic
process  control  products are designed  to  be  mounted  outside
surgical  tubing and containers and do not contain moving  parts,
which  offer  advantages  in  terms of non-invasive  application,
service  and  durability. As the Company has grown, its  emphasis
has shifted away from the performance of engineering services  to
the  higher  margin manufacturing operations.  In  addition,  the
Company  has  developed and is developing  its  own  products  to
augment its OEM business.



Product Applications

     Custom products account for most of the Companys sales.  The
Companys custom products serve a variety of applications  in  the
medical,  industrial and aerospace instrumentation  markets.   In
the development of custom products, the Company generally accepts
primary responsibility for product design, having received  input
and  output specifications from the potential customer.  In  most
cases, prototypes are developed and delivered to the customer for
evaluation  before  a  firm  order for production  quantities  is
placed.   The  Company places a strong emphasis on  developing  a
working  relationship between its own engineering staff  and  the
engineering  staff  of a potential customer  during  the  product
development phase.

          Ophthalmic Surgical Products.  The Company manufactures
          piezoelectric   handpieces,   control   circuits,   and
          instrumentation employed in surgical procedures for the
          removal of cataracts, called phacoemulsification.   The
          handpieces utilize ultrasonic energy to cause a  needle
          located at the tip of the handpiece to oscillate  at  a
          high  frequency.   During  the procedure,  the  surgeon
          holds  the  handpiece and inserts the needle through  a
          small incision in the eye.  The actuation of the needle
          causes fragmentation of the cataract tissue at the tip,
          which is emulsified and aspirated through ports in  the
          handpiece.  The phacoemulsification procedure  has  led
          to   the  treatment  of  cataracts  as  an  out-patient
          procedure.    Sales  of  phacoemulsification   products
          accounted   for  approximately  40%  of  the   Companys
          revenues in 1995, and 57% in 1994.
          
               Air Bubble Detectors.   The Company manufactures a
          line  of ultrasonic air bubble detectors which are non-
          invasive  devices  used  to  continuously  detect   the
          presence  of air bubbles in fluids through  most  sizes
          and types of medical tubing.  Each system consists of a
          pair of ultrasonic transducers encapsulated in a sensor
          housing, accompanied by a single compact circuit board.
          Certain of these circuits have been approved for use in
          medical infusion systems by the TUV Product Service  of
          Germany,  which  is  a  technical control  organization
          responsible for product safety in Europe.
          
                The  sensor is configured to meet the tubing size
          and  packaging requirements of the particular customer.
          The  sensor  is clamped on the tubing in an arrangement
          which  does not restrict flow, yet requires no acoustic
          couplant  for operation.  This dry-coupling arrangement
          is favored in the medical operating environment for its
          simplicity and the ability to reuse sensors  with  many
          disposable tubing sets.  The use of the sensors on  the
          exterior  of  the tubing also eliminates concerns  with
          respect to contamination of the fluids and the need  to
          sterilize  the sensor housing.  The system operates  by
          causing one transducer to project ultrasonic energy  or
          sound  waves across the path of the fluid in the  tube.
          A  second  transducer acts as a receiver which monitors
          the  transmission of the ultrasonic energy  across  the
          fluid  path.   When a bubble of  critical  size  passes
          between the transducers, the path of acoustic energy is
          interrupted and detected, and a signal is sent  by  the
          interface circuit to the instrument controller which in
          turn shuts down the infusion pump to prevent the bubble
          from   entering  the  patient.   The  Companys   bubble
          detectors  have been configured for microbore  infusion
          tubing sizes as small as 1/16  inch in diameter and for
          cardiotomy  tubing  as large as 1/2 inch  in  diameter.
          Bubbles  as small as a few microliters can be  detected
          and  detection thresholds can be set to sizes  required
          by the specific application.  The system logic features
          fault  detection  capability and the interface  can  be
          configured  to  meet  the  requirements  of  the  user.
          Detectors are designed to operate at both high and  low
          fluid  rates  and  with  fluids that  vary  greatly  in
          density  and  opacity.   Sales of air bubble  detectors
          account  for approximately 56% of the Companys revenues
          in 1995, and 38% in 1994.
          
                Ultrasonic Liquid Level Detection Systems.  These
          systems  provide  a  simple  and  accurate  means   for
          measuring   and  monitoring  liquid  levels   in   both
          industrial  and  medical  applications.   The   systems
          contain  no moving parts and require little  power  for
          operation.    A   system  typically  consists   of   an
          ultrasonic  transducer  and a microprocessor-controlled
          signal  processing  circuit.  The  circuit  drives  the
          transducer which projects a pulse of ultrasonic  energy
          from the bottom of the vessel toward the surface of the
          liquid.   At the liquid to air (or gas) interface,  the
          ultrasonic  pulse  is  reflected  and  returns  to  the
          transducer, which now acts as a receiver.  By precisely
          timing   the   echo  from  the  surface,  an   accurate
          measurement  of the liquid level can be made.   Through
          the    use   of   modern   microprocessor   technology,
          calibration  factors  can be  used  to  enhance  system
          accuracy  and  to convert level data to  useful  volume
          information.
          
                Since  the system makes and averages hundreds  of
          measurements  each second, it is capable  of  producing
          relatively    high   statistical   accuracies.     This
          continuous inventory management feature is particularly
          useful  in  environments where tank leak  detection  is
          required.   In industrial applications, the  transducer
          housing  is  manufactured from  materials  designed  to
          resist harsh chemical environments and to operate while
          immersed  in hydrocarbon products, organics and  water.
          Level gauging systems are used in the medical operating
          environment  to  continuously detect liquid  levels  in
          blood  oxygenators, cardiotomy reservoirs  and  similar
          vessels.    In   these  applications,  the   transducer
          attaches  to the exterior of the vessel at  the  bottom
          and projects and receives the ultrasonic energy through
          the  plastic  wall,  which  may  vary  in  composition,
          rigidity  and thickness.  In medical applications,  the
          product  assists  in  process control  during  critical
          operations  so  that medical personnel  can  attend  to
          other activities.  Sales of liquid level detectors have
          accounted  for  less than 5% of the  Companys  revenues
          during each of the last two fiscal years.
          
                Bottlewatch Liquid Level Indicators.  Bottlewatch
          noninvasively  monitors liquid  levels  in  bottles  of
          balanced  salt solutions which are used extensively  in
          cataract  and retinal surgery.  Balanced salt  solution
          is   required  to  nourish  and  support  the  delicate
          structure  of  the  eye  during  ocular  surgery,   the
          depletion  of which can complicate surgery, or  in  the
          worst  case, lead to irreparable damage to the patients
          eye.   When  the  liquid  level drops  below  the  user
          specified  position  of  the Bottlewatch,  audible  and
          visible  alarms are immediately activated.  Bottlewatch
          is  the first proprietary product to be trademarked and
          marketed   under   the   ZEVEX  name,   and   worldwide
          distribution was successfully established during  1995.
          Bottlewatch accounted for less than 1% of the  Companys
          revenue in 1995.


Manufacturing

      The  Companys  products are assembled  and  tested  at  its
manufacturing facility in Salt Lake City, Utah.  In  most  cases,
the  manufacturing  process begins with  technical  drawings  and
specifications  produced in cooperation with the customer.   Once
the  preliminary  design  has  been  completed,  a  prototype  is
manufactured  and further design refinements and adjustments  are
made  based  on  the  performance of  the  prototype.   Following
completion of final design specifications, the Company orders the
required  electronic  components (primarily integrated  circuits,
capacitors and resistors), piezoelectric ceramic, molded  plastic
and  stainless  steel  housings, and other items  from  qualified
suppliers  of  such  items.   The  Company  has  found  that  the
materials  required  for  the manufacture  of  its  products  are
available  from  several  different sources  of  supply  and  the
Company  is  not  dependent on any single supplier  or  group  of
suppliers.

      The  component  parts and raw materials  required  for  the
Companys  products  are  shipped to  the  Companys  manufacturing
facility  by  the  various suppliers.  There,  the  products  are
assembled  by  hand in an assembly line format  by  the  Companys
manufacturing personnel.  The Company believes the combination of
an  adequate  supply of labor and its in-house training  programs
will enable it to continue to meet its requirements.

      The  performance of the Companys products is  validated  by
subjecting  them  to tests at various points  in  the  production
process  as  well  as  to a final test by the  quality  assurance
staff.   Completed products are then shipped to the OEMs  or  end
users.   The  Company accepts standard purchase order forms  from
its  customers, the terms of which may vary based on negotiations
with the customers.  Payment terms are generally net 30 days  and
the Company generally warrants that its standard products will be
free  from defects for a period of at least 14 months   from  the
date of manufacture.

Marketing

      The  Company markets its products directly to its customers
in  the  United  States and Europe through its sales  staff.   In
addition  to  the  marketing organization, the Company  uses  its
technical  engineering  and  design  staffs  to  assist  in   the
marketing  effort.  The Company seeks to market opportunities  or
product  types  with component functions which could  benefit  by
incorporating ultrasonic components.  The Company then identifies
and  contacts manufacturers or prospective manufacturers  of  the
particular product types.  The sales and marketing staff acts  as
liaison  between  the potential customer and the Companys  design
and  engineering  staffs.  During 1993,  and  continuing  through
1995,  the  Company undertook research and development activities
to  produce  prototype  products which  it  believed  would  fill
certain  specialized  market niches.  The Company  completed  its
development of the Bottlewatch product and launched its  sale  of
the  product in October of 1995.  When and if other such products
are successfully completed, the Company will commence efforts  to
market the completed products to OEMs and potential end users.

Backlog

      At  December 31, 1995, the Company had a backlog of  orders
for   manufactured  transducers  and  electronic  components   of
$3,091,000,  as  compared to backlogs at December  31,  1994  and
1993, of $2,359,000 and $1,133,000, respectively.  As of February
19,  1996, the Company had a backlog of $3,419,000.  For purposes
of  the  above figures, backlog includes all orders  received  by
customers  pursuant  to  purchase  orders  which  have  not  been
completed  and  shipped  by  the Company.   Some  of  the  orders
included  in the backlog may be canceled or modified by customers
without  significant penalty.  In addition, since  customers  may
place  orders for delivery at various times throughout the  year,
and  because  of the possibility of customer changes in  delivery
schedules or cancellation of orders, the Companys backlog  as  of
any  particular  date may not be a reliable indicator  of  future
sales.

Customers

     The Company currently sells its products to approximately 80
different customers, although a small number of customers account
for  a  significant portion of the Companys total sales.  In  the
1995  fiscal year, two customers accounted for approximately  56%
of   the  Companys  total  sales.   These  customers  were   IVAC
Corporation  and Allergan Medical Optics, each of whom  accounted
for  in  excess of 10% of the Companys total sales.   Neither  of
these  customers has any affiliation with or relationship to  the
Company.   The  loss  of  any  of  such  major  customers  or   a
significant  reduction  in the volume of  their  orders  for  the
Companys products may be anticipated to have a materially adverse
impact on the Companys operations.

      Sales  to foreign customers accounted for approximately  7%
and  4% of net sales during the 1995 and 1994, respectively.  All
of  such  foreign sales were made to customers in Europe and  the
Middle  East  and were billed and paid for in U.S. dollars.   The
Companys export sales are subject to certain risks common to  all
export  activities, such as governmental regulation,  tariffs  or
other trade barriers.


Research and Development

      During 1995, the Company continued independent research and
development activities with respect to the design and development
of  new  and  improved products, spending $502,255  in  1995  and
$419,278  in  1994.  In 1995 and 1994 respectively  research  and
development costs represented approximately 9.5% and 12.6% of the
Companys  net  sales.   The  Companys  research  and  development
efforts  during  1995 were devoted to several  projects,  one  of
which  is  for use in surgical monitoring applications,  and  for
which  the  Company  has  received a patent  and  trademark.   In
October  the  Company  Launched the BottleWatch  product  at  the
American Academy of Ophthalmology in Atlanta.

      Following  the  market  release of Bottlewatch,  ZEVEX  has
continued  to  invest in research and development of  proprietary
medical   products   for   niche  applications.    Research   and
development  is  ongoing  on  two products,  one  is  a  surgical
instrument  and the other a fluid delivery device.  Both  of  the
products  are  medical  instruments requiring  unique  disposable
components which will also be provided by ZEVEX.

      All  research and development is expensed as incurred.   At
December 31, 1995, the Company employed three employees in  full-
time research and development capacities and utilized the efforts
of  its  other  design and engineering staffs in connection  with
certain research and development projects.

Regulation

       The   Company  supplies  products  to  original  equipment
manufacturers  for  incorporation into final products.   Many  of
these  end  products  constitute  "medical  devices"  which   are
regulated  by  the Food and Drug Administration ("FDA")  under  a
number of statutes, including the Food and Drug and Cosmetic  Act
and  the  regulations promulgated thereunder.  Since the Companys
medical   products   are  currently  limited   to   manufacturing
components  for sale to OEMs, those OEMs have responsibility  for
obtaining  regulatory  approval from the FDA  and  various  state
agencies with respect to the marketing and sale of such products.
However,  as  a  contract manufacturer of  medical  devices,  the
Company  is  required to register with the FDA and  meet  quality
control  and  manufacturing  procedures  set  forth  in  the  FDA
regulations with respect to good manufacturing practices ("GMP").
The Companys facilities are subject to periodic inspection by the
FDA  to monitor compliance with these regulations and the Company
is  subject  to certain FDA mandated record keeping requirements.
The  Company  believes that it currently meets all  material  GMP
requirements respecting the manufacture of its products.

Competition

      Because  most  of  the  products the Company  produces  are
component  products which are incorporated in a wide  variety  of
medical  and industrial products, it faces extensive  and  varied
competition.  Some of the Companys competitors have substantially
greater  financial,  marketing,  manufacturing,  engineering  and
management   resources   than  the   Company.    The   ultrasonic
instrumentation   industry  includes  large  original   equipment
manufacturers who manufacture exclusively for their own  use  and
several  independent  manufacturers  such  as  the  Company   who
manufacture exclusively for sale to others.  The Company believes
its   current   share  of  the  total  ultrasonic  products   and
instrumentation market is very small.  The Company believes  that
the  primary factors of competition in the industry are  quality,
on-time delivery, price and performance, and the Company attempts
to be competitive in each of those areas.

Patents and Trademarks

      The Company has applied for six patents and four trademarks
as of December 31, 1995 on products developed by the Company.  To
date  the  Company  has received one patent  on  the  Bottlewatch
product   as  well  as  the  registered  world  wide  Bottlewatch
trademark.    The  current  status of the  remaining  patents  is
patent  pending.  The Company also believes that rapidly changing
technology  makes  its  continued  success  dependent  upon   the
technical  competence and creative skills of its  personnel.   If
the Companys research and development activities should result in
a  new  technology,  product  or application  which  the  Company
believes   is  patentable  and  with  respect  to  which   patent
protection appears to be justified, the Company anticipates  that
it   will   continue   to   file  additional   necessary   patent
applications.

Employees

      The  Company  employs a total of 71 persons, including  its
three executive officers.  Of such employees, 12 are employed  in
administrative  capacities, 4 in sales,  25  in  engineering  and
design  and 30 in manufacturing.  The Companys employees are  not
represented  by  a  collective bargaining  organization  and  the
Company believes its relationship with its employees to be good.

                       ITEM 2.  PROPERTIES

      The Companys executive offices and manufacturing facilities
are  located  in a 18,150 square foot facility at 5175  Greenpine
Drive,  Salt Lake City, Utah 84123.  The space is leased from  an
unrelated  third party pursuant to a written lease which  expires
in  April  1997.  The Company currently pays $8,732 per month  in
rent.

                   ITEM 3.  LEGAL PROCEEDINGS

      The  Company  is not a party to any material pending  legal
proceedings,  and to the best knowledge of the Company,  no  such
proceedings have been threatened.

  ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

      During  the  Companys  second  quarter  of  the  year  ending
December  31,  1995, matters submitted to a vote  of  the  security
holders of the Company were to reelect the current members  of  the
Companys  board  of directors, and the selection  of  the  Companys
auditors  to  be  affirmed.  The  vote  from  ballots  and  proxies
tallied  for  the  each member proposed to the board  of  directors
and  the  selection  of the Companys auditors were  970,792  shares
voted  For,  zero  shares voted Against, and zero shares  Abstained
from  voting.   All proposals were approved by a  majority  of  the
issued   and   outstanding   shares  of  Companys   common   stock.
     PART II

     ITEM 5.  MARKET FOR COMPANYS COMMON STOCK AND
     RELATED STOCKHOLDER MATTERS

      The  Companys  common stock is traded in the over-the-counter
market,  in  the "pink sheets" published by the National  Quotation
Bureau,  and is listed on the OTC Bulletin Board under the  symbols
"ZVXI" and "ZVXIU."  The market for the Companys common stock  must
be  characterized  as a limited market due to  the  relatively  low
trading  volume and the small number of brokerage firms  acting  as
market makers.

      The  following  table sets forth, for the periods  indicated,
certain information with respect to the high and low bid quotations
for the Common Stock as reported by a market maker for the Companys
common  stock.   The  quotations represent inter-dealer  quotations
without  retail  markups,  markdowns or  commissions  and  may  not
represent actual transactions.  No assurances can be given that the
prices  for  the  Companys securities will be maintained  at  their
present levels.

                    High Bid  High Bid   Low Bid   Low Bid
                     Common     Units    Common     Units
Fiscal Year 1994                                      
    First Quarter     $4.50     $4.75     $3.75     $4.00
    Second Quarter    $3.75     $4.00     $2.75     $3.00
    Third Quarter     $3.25     $3.25     $2.50     $2.50
    Fourth Quarter    $3.25     $3.25     $2.00     $2.00
                                                      
Fiscal Year 1995                                      
    First Quarter     $3.75     $3.75     $2.50     $2.50
    Second Quarter    $4.00     $4.00     $2.75     $2.75
    Third Quarter     $3.25     $3.50     $2.25     $2.25
    Fourth Quarter    $4.00     $4.25     $3.25     $3.20

      On February 14, 1996, the high bid and low asked prices for
the  Companys  shares  as quoted on the OTC Bulletin  Board  were
$4.00  and $4.75 for common stock and $4.12 and $4.75, for  units
respectively.

      The Companys transfer agent reported that as of February 1,
1996,  there  were 1,365,716 shares of the Companys common  stock
issued  and  outstanding  held by approximately  580  holders  of
record,  including shares held of record by brokerage  firms  and
clearing corporations on behalf of their customers.

     No cash dividends have been paid on the Companys securities,
and the Company does not anticipate paying any cash dividends in
the foreseeable future.  The Company did declare on March 8,
1995, a stock dividend to sharholders of record on March 15,
1995, to be paid on April 3, 1995.
    ITEM 6.  MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL
               CONDITION AND RESULTS OF OPERATIONS

General

      The Company designs, manufactures, markets and sells custom
and   standard  products  utilizing  ultrasonic  transducers  and
related signal processing instrumentation.  The Companys products
are  sold  primarily to original equipment manufacturers ("OEMs")
serving  the  medical,  industrial and aerospace  instrumentation
markets.   In  most  cases, the Companys design  and  engineering
staffs  work  closely with the customer to design and  develop  a
custom  product  which will perform the function desired  by  the
customer.  The Companys products range in complexity from  simple
ultrasonic transducers which convert electrical energy  to  sound
waves,  to  transducers coupled with advanced drive circuits  and
signal processing systems which are capable of signal generation,
signal detection and analysis of electrical wave forms.

      As  detailed  below,  in each of the previous  three  years
individual  customers  accounted for significant  percentages  of
total  revenue so fluctuations in the timing and size  of  orders
from  such  major customers resulted in changes in  the  Companys
results  of operation.  As a result of the foregoing, the Company
experiences  variations  in operating  results  from  quarter  to
quarter,  and  the  results of operations for a specific  quarter
should  not be considered indicative of the results that  may  be
achieved for longer periods.  As the Company increases the number
of  products manufactured and the proportion of products based on
its  own technologies, it expects that the quarterly fluctuations
experienced in the past may moderate.

Selected Financial Data

      The selected financial data set forth below with respect to
the  Consolidated  Statements  of  Income  for  the  years  ended
December   31,  1995,  1994  and  1993  are  derived   from   the
Consolidated Financial Statements included elsewhere  herein  and
are  qualified by reference to such financial statements and  the
notes  thereto.  The selected financial data with respect to  the
Consolidated  Statements of Income for the years  ended  December
31,  1992  and  1991 are derived from the Consolidated  Financial
Statements  of  the  Company for the years  then  ended  and  are
qualified by reference to such financial statements and the notes
thereto.

                                                  Fiscal  Year   Ended
December 31

                    1995    1994    1993    1992    1991
Statement of       
Operations Data
Sales              5,295,  3,332,  3,115,  2,435,  2,571,
                      762     437     878     979     597
Gross Profit       2,230,  1,315,  1,515,  1,078,  1,209,
                      209     767     806     753     615
Selling, general   1,324,  1,023,  775,76  629,96  504,11
and                   749     988       0       0       0
administrative
expenses
Research and       502,25  419,27  198,80  194,05  93,502
development             5       8       4       7
expenses
Other              (40,64  (36,12  (37,09  (16,87  (11,54
(income)/expenses      9)      7)      6)      5)      9)
Provisions         127,05  (66,70  196,94  81,510  224,10
(credit) for            5      9)       0               4
taxes
Net income (loss)  316,80  (24,66  381,39  190,10  399,44
                        0      2)       8       1       8
Net income (loss)     .24   (.02)     .36     .20     .45
per share
Weighted average   1,305,  1,130,  1,060,  938,12  888,26
shares                812     609     430       5       2
outstanding

Results of Operations

      The  following table sets forth, for the periods indicated,
the  relative  percentages  that  certain  items  in  the  income
statement bear to net sales.

                              Year Ended December 31
                              Income Statement Data -- Percentage
of Net Sales

                    1995    1994    1993    1992    1991
Sales              100.0%  100.0%  100.0%  100.0%  100.0%
Gross Profit        42.1%   39.5%   48.6%   44.3%   47.0%
Selling, general    25.0%   30.7%   24.9%   25.8%   19.6%
and
administrative
expenses
Operating income    17.1%    8.8%   23.7%   18.5%   27.5%
Research and         9.5%   12.6%    6.4%    8.0%    3.6%
development
expenses
Other              (0.8)%  (1.1)%  (1.1)%  (0.7)%  (0.5)%
(income)/expenses
Income (loss)        8.4%  (2.7)%   18.6%   11.2%   24.4%
before taxes
Provisions           2.4%  (2.0)%    6.3%    3.3%    8.7%
(credit) for
taxes
Net income (loss)    6.0%   (.7)%   12.3%    7.9%   15.7%


      The  Companys sales increased to $5,295,762  in  1995  from
$3,332,437  in  1994, an increase of approximately  59%.   During
1995 and 1994, 56% and 65%, of total revenues resulted from sales
to  two customers and three customers respectively, two of  which
were  major customers in both years.  Since the Companys products
are  primarily sold to OEMs as components for incorporation  into
products  manufactured by them, demand for the Companys  products
is  affected by the demand for the final products manufactured by
the OEMs, which is beyond the control of the Company.  Management
attributes the increase in sales to an increase in demand for the
Companys  products during 1995 and anticipates  that  the  demand
will  continue  during  1996.   The Companys  customers  have  no
contractual  or  other obligation to purchase products  from  the
Company,  and  no  assurances can be given that orders  from  any
customer  will increase or remain at current levels or that  they
will not decline.

     The Companys gross profit as a percentage of sales was 42.1%
in 1995, as compared to 39.5% in 1994.  Management attributes the
increase  mainly  to  the reeingineering and fixturing  currently
being developed by the company.

       During  1994,  the  Companys  general  and  administrative
expenses  increased  to $1,324,749 or 25.0%  of  total  sales  as
opposed  to  $1,023,988 or 30.7% of total  sales  in  1994.   The
increased  expenses  resulted  from  the  Companys  decision   to
increase the size of its operations by expanding the size of  the
physical facilities, which in turn increased rental, utility  and
related expenses.  The Company also improved customer service  by
expanding  its  sales,  marketing  and  customer  service  staff,
established  more  elaborate internal production  and  management
controls   and  documentation,  and  expanded  quality  assurance
procedures.   The  Company also had an increase  in  legal  costs
associated  with patent and trademank costs as well as  increases
in  expenses  related to employees such as insurance,  taxes  and
pension   benefits.   The  Company  believes  that  general   and
administrative expenses in 1996 as related to sales will continue
at approximately the same rate as in the previous two years.

      The  Company continued research and development  activities
independent  of engineering conducted on behalf of its  customers
in  an  effort  to  develop new Company  owned  technologies  and
products  in  areas where the Company perceived  a  demand.  (See
"BUSINESS:   Research  and Development.")  The  Company  invested
$502,255  in  1995 and $419,278 in 1994 directly in new  research
and development projects.

      Operating  income increased to $905,460, or  17.1%  of  net
sales,  in  1995  from $291,780, or 8.8% of net sales,  in  1994.
Similarly,  the Company had a net income of $316,800 or  6.0%  of
net sales, in 1995 compared to a net loss of  $24,622 or (.7)% of
net  sales, in 1994.  These increases during 1995 as compared  to
1994  are  principally due to the  costs addressed previously  as
well as the Companys product mix delivered during the year.

Liquidity and Capital Resources

       During  1995,  the  $316,800  net  income  from  operating
activities created net cash of $214,361 as the Company funded  an
increase in accounts receivable, inventories and work in progress
for  future sale.  Operating activities during 1994 used net cash
of  $461,721  as  the  Company funded  an  increase  in  accounts
receivable and inventories.

      The Companys purchases of new research, production, testing
equipment and tooling increased to $237,331 in 1995 from $136,744
in 1994.  The increase in purchases of equipment is primarily due
to  upgrading  the  Companys production  fixturing,  tooling  and
research  and  engineering capabilities  in  1995.   The  Company
expects  to  spend approximately $240,000 in 1996 for  additional
manufacturing equipment as well as for normal replacement of  old
equipment.   The Company also anticipates spending  approximately
$500,000  in additional research and development expenses  during
1996.

      Financing  activities used nominal amounts of  cash  during
each  of  the  preceding  three years for interest  on  long-term
indebtedness.

      The  Companys  working capital at December  31,  1995,  was
$2,528,418, as compared to $2,269,944 and $2,304,984 at  December
31,  1994 and 1993 respectively.  The portion of working  capital
represented  by  cash  at such dates was $870,333,  $864,332  and
$1,462,979   respectively.   The  Company  utilizes   substantial
portions  of  its cash from time to time to fund  its  operations
including increases in inventories, accounts receivable and  work
in  progress in connection with various customer orders.   It  is
anticipated that the Companys current working capital  will  meet
the  Companys  working  capital requirements  for  current  sales
volumes.

Inflation and Changing Prices

      The  Company  has  not been, and in the near  term  is  not
expected  to  be,  materially affected by inflation  or  changing
prices.
                                
      ITEM 7.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

     The Companys financial statements for the fiscal years ended
December  31, 1995 and 1994, are included beginning  at  page  27
which follows the signature page.



    ITEM 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
               ACCOUNTING AND FINANCIAL DISCLOSURE

     None.
     PART III

     ITEM 9.  DIRECTORS AND EXECUTIVE OFFICERS OF COMPANY

      The directors and executive officers of the Company are  as
follows.  Each of the officers and directors also holds the  same
offices with ZEVEX, Inc.

Name                   Age  Position
Dean G. Constantine    43   President, Chief Executive Officer and
                            Director
David J. McNally       34   Vice President, Director of Marketing
                            and Director
Phillip L.McStotts     38   Chief Financial Officer,
                            Secretary/Treasurer and Director
James L. Holden        32   Manager of Engineering and Director
Bradly A. Oldroyd      38   Director
Darla R. Gill          44   Director


     *The  term of office of each director is one year and  until
     their   successor   is  elected  at  the   Companys   annual
     shareholders meeting and is qualified, subject to removal by
     the shareholders. The term of office for each officer is for
     one  year  and  until a successor is elected at  the  annual
     meeting  of the board of directors and is qualified, subject
     to removal by the board of directors.

      Certain  biographical information with respect to  each  of
such persons is set forth below.

      Dean  G. Constantine, is a founder of the Company  and  has
served  as an executive officer and director since its inception.
Prior to joining the Company, he was employed by EDO Corporation,
Western  Division, in Salt Lake City, Utah, from October 1985  to
September 1987, and from January 1971, to June 1983.  During  his
nearly  fifteen  years  of employment with EDO  Corporation,  Mr.
Constantine   had  various  responsibilities  including   project
supervision,   management  of  engineering  for  commercial   and
industrial transducers, and research and development.  From  July
1983,  through October 1985, Mr. Constantine was employed  as  an
engineering specialist at Northrop Corporation-Electro Mechanical
Division,   Anaheim,   California,  where  his   responsibilities
included   engineering   project  management   and   applications
engineering.

     David J. McNally, is a founder of the Company and has served
as  an executive officer and director since its inception.  Prior
to  joining  the  Company, he was employed by EDO Corporation  in
Salt  Lake City, Utah as a marketing manager of transducers  from
October 1985 to September 1987.  From June 1984 to October  1985,
Mr.  McNally  was employed by Physical Acoustics  Corporation,  a
Princeton,  New  Jersey based manufacturer  of  acoustic  testing
systems,  as  its  regional sales manager  for  the  Southeastern
United States.  From June 1983, to June 1984, he was employed  by
Hercules,   Inc.,   in  Magna,  Utah,  as  an  advanced   methods
development engineer.  Mr. McNally received a Bachelor of Science
Degree  in Mechanical Engineering from LaFayette College  in  May
1983,  and  a Master of Business Administration Degree  from  the
University of Utah in June 1992.

      Phillip  L. McStotts, is a founder of the Company  and  has
served  as an executive officer and director since its inception.
He  is  also self employed, and has been since October  1986,  as
president   of   Phillip  L.  McStotts  C.P.A.,  a   professional
corporation.  From May 1985 to September 1986, he was employed as
an  accountant  with  the  Salt  Lake  City  firm  of  Chachas  &
Associates, where he was tax manager.  He has also worked in  the
tax  departments of the regional accounting firms of Pearson, Del
Prete  &  Company and Petersen, Sorensen & Brough.  Mr.  McStotts
received  a  Bachelor  of  Science  Degree  in  Accounting   from
Westminster  College  in  May 1980, and  received  an  Master  of
Business  Administration  Degree in  Taxation  from  Golden  Gate
University in May 1982.

      James L. Holden,  has been a director of the Company  since
January,  1991, and has been the Companys manager of  engineering
since 1988.  Prior to joining the Company, he was employed by EDO
Corporation,  Western Division from March 1984,  to  March  1988,
where  he  developed tactical sonar systems for use  in  undersea
warfare.   Mr.  Holden received a Bachelor of Science  degree  in
Electrical Engineering from the University of Utah in  1986,  and
has completed post-graduate course work at the University of Utah
in the design of medical ultrasound instrumentation.

      Bradly A. Oldroyd, has been a director of the Company since
October,  1991.   He  is  the founder,  president  and  principal
shareholder of Pinnacle Management Group, a Salt Lake  City-based
personnel  services firm.  He is also a member of the faculty  of
the  University  of  Phoenix campus in Salt Lake  City  where  he
teaches  management  and marketing courses in  undergraduate  and
graduate  programs.  Mr. Oldroyd received a Bachelor  of  Science
degree  in  Marketing from Utah State University in 1981,  and  a
Master  of Business Administration Degree from the University  of
Utah in 1982.

      Darla  R.  Gill, is the founder and President  of  Momentum
Medical   Corp.,   a   Salt  Lake  City-based  manufacturer   and
distributor of home health care products.  Ms. Gill is also  sole
proprietor  of DRG Enterprises, a consulting company specializing
in marketing, sales and new product development.  Ms. Gill was  a
founder  of  Merit Medical Systems, Inc. in Salt  Lake  City  and
served until 1992 as Executive Vice President and Director.   She
was also previously employed by Utah Medical Products, Inc. where
she  served as Vice President of Marketing and Sales.   Ms.  Gill
also  currently  serves  as  a  Director  of  the  Board  of  NYB
Corporation  in  Salt  Lake City.  Ms. Gill  graduated  from  the
University  of  Phoenix  with  a  Bachelors  Degree  in  Business
Administration in 1988.


     ITEM 10.  EXECUTIVE COMPENSATION

General

      The  Companys  executive  officers  and  directors  receive
compensation in the form of salaries, bonuses, benefits  realized
under  the  Companys  401(k) plan, ESOP plan  and  stock  options
granted  under the 1993 ZEVEX Stock Option and Stock Award  plan.
The  board  of  directors has appointed a compensation  committee
which  consists of Bradly Oldroyd and Darla Gill to  address  the
compensation  of executive officers and directors.   The  Company
has  not  entered into employment agreements with  its  executive
officers  and compensation levels are determined by the board  of
directors on an annual basis.

Compensation of Executive Officers

     The following table sets forth the cash compensation paid by
the Company to each of the Companys executive officers during the
three year period ended December 31.

     SUMMARY COMPENSATION TABLE
                                 Long Term
                               Compensation
                     Annua        Awards           Payouts
                       l
                     Compe
                     nsati
                      on
     (a)        (b)   (c)    (d)   (e)    (f)     (g)    (h)    (i)
                                   Othe  Restri         All    
                                   r     cted
Name and                           Annu  Stock          LTIP   Other
                                   al
Principal       Yea  Salar  Bonus  Comp  Awards  Optio  Payou  Comp.
Position        r    y             .             ns     ts
Dean G.         199  $64,1  $10,1  $5,2       0      0      0      0
Constantine       5     14     02    61
CEO and         199  $61,2  $10,0  $5,1       0      0      0      0
President         4     38     00    62
                199  $54,1      $  $3,7       0      0      0      0
                  3     96      0    42
David J.        199  $64,1  $10,1  $5,2       0      0      0      0
McNally           5     14     02    61
Vice President  199  $61,2  $10,0  $5,1       0      0      0      0
                  4     38     00    62
                199  $54,1      $  $3,7       0      0      0      0
                  3     96      0    42
Phillip L.      199  $64,1  $10,1  $5,2       0      0      0      0
McStotts          5     14     02    61
Secretary/Trea  199  $61,2  $10,0  $5,1       0      0      0      0
surer             4     38     00    62
                199  $54,1      $  $3,7       0      0      0      0
                  3     96      0    42

The  Other  Annual  Compensation listed in  the  above  table  is
contribution  by the officer into a deferred compensation  401(K)
plan.

Options Grants in Last Fiscal Year

     No options were granted to the persons listed in the Summary
Compensation Table during the year ended December 31, 1995.

Aggregated Option Exercises in Last Fiscal Year and Fiscal  Year-
End Option Values

      The following table sets forth the options exercised during
the  year  ended December 31, 1995, by each executive officer  of
the Company and the value of options held by such persons at year
end.

(a)                    (b)              (c)                   (d)
(e)

Value of

Number of    Unexercised

Unexercised   In-the-Month

Options at     Options at

FY-End         FY-End

Shares
Name                                                          and
Acquired                    Value                    Exercisable/
Exercisable/
Principal                                                Position
on Exercise     Realized     Unexercisable          Unexercisable
Dean G. Constantine
President
0                              0                          5,400/0
0/0

David J. McNally
Vice                                                    President
0                              0                          5,400/0
0/0

Phillip J. McStotts
Secretary/Treasurer
0                              0                          5,400/0
0/0

The  unexercised  options  listed  above  were  granted   on
December  17,  1992 and expire on December  16,  2001.   The
exercise price on the above options is $5.00.

Compensation of Directors

      The  Company pays each director who is not an employee
of  the Company or its subsidiary a directors fee of $50 per
board of directors meeting attended by them.  Directors  who
are   employees   of  the  Company  receive  no   additional
compensation for serving as directors or attending  meetings
of  directors.   During 1995, and as  of  the  date  hereof,
Bradly  Oldroyd  and  Darla  Gill  are  the  only  directors
receiving compensation under this arrangement.

     During 1995, Darla Gill was paid $1,750 as a consultant
for the Company on various projects.

Stock Option Plan

      In  1993, the Company established and the shareholders
approved  the 1993 Stock Option and Stock Award  Plan  under
which  the  Company could grant options to  purchase  up  to
200,000  shares  of  the Companys Common Stock  (subject  to
adjustment  for  such  matters as  stock  splits  and  stock
dividends)  which may be incentive stock options within  the
meaning  of  section 422A of the Internal  Revenue  Code  of
1986,  as  amended,  or  options which  do  not  qualify  as
incentive stock options.  The Option Plan also provides  for
grant  of  stock  appreciation rights and  stock  awards  to
eligible  participants, subject to forfeiture  restrictions.
The  Option  Plan  may  be  administered  by  the  board  of
directors of the Company or by a committee appointed by  the
board of directors.  The board, or the committee if and when
appointed,  will interpret the Option Plan,  its  rules  and
regulations, and the instruments evidencing the restrictions
imposed upon stock sold under the Option Plan, and will make
all   determinations  deemed  necessary  or  advisable   for
administration  of  the  Option Plan.  During  1994,  19,000
options were granted under the plan.

      In  connection with the underwriting of  the  Companys
1993 public offering of Units, the Company agreeed that  for
a  period  of  three years subsequent to  the  date  of  the
prospectus for the offering (April 29, 1993), it  would  not
grant any stock options without the prior written consent of
the  underwriter except that the Company may grant incentive
stock  options  for  up to 100,000 shares  of  the  Companys
common stock to persons who are not directors of the Company
without the underwriter consent.

Profit Sharing Plan

     During 1991, the Company established a qualified 401(k)
profit sharing plan.  Eligible employees may defer a portion
of  their  salary.   At  the  discretion  of  the  board  of
directors,  the Company may make a matching contribution  of
an  additional  amount  of up to four  percent  of  eligible
employee  deferrals  and  a  discretionary  amount   to   be
determined  by the board of directors each year.   Employees
are  fully vested after seven years.  Contributions  to  the
plan  for  the year ended December 31, 1995, 1994, 1993  and
1992   were   $45,997,   $35,436,   $22,981   and   $34,223,
respectively.

Employee Stock Ownership Plan

      In  1993, the Company established and the shareholders
approved the Employee Stock Ownership Plan (ESOP). The  ESOP
is  a  defined contribution plan, and benefits  are  payable
under  the  ESOP only to the extent of Company contributions
and  earnings of the ESOP.  The ESOP has no minimum  funding
requirements  and the Companys Board of Directors  has  sole
discretion  to  determine  the amounts  to  be  contributed.
Contributions by the Company will be invested  primarily  in
Common  Stock  of the Company by the trustees appointed  for
the  ESOP  or in savings accounts, certificates of  deposit,
higher  grade  short term securities, equity stocks,  bonds,
other investments or cash.  Employees are fully vested after
seven  years.  Contributions to the plan for the year  ended
December  31,  1995,  1994 and 1993, were  $33,750,  $0  and
$16,650, respectively.
      ITEM  11.   SECURITY  OWNERSHIP OF CERTAIN  BENEFICIAL
OWNERS
     AND MANAGEMENT

      The  following  table sets forth, as of  February  15,
1996, the number of shares of the Companys common stock, par
value $0.04, owned of record or beneficially by each of  the
executive officers and directors of the Company and  by  all
directors  as  a group.  Such persons are the  only  persons
known  to  the Company to be the beneficial owner of  5%  or
more  of  the issued and outstanding shares of the  Companys
common  stock.  As of such date, the Company had a total  of
1,365,716  shares  of  common  stock  issued  and  1,365,716
outstanding.


                                       Number of        Percent
 Name                                    Shares        of Class
                                      Owned(1)(4)
Dean G. Constantine                    257,400(2)        18.77%
David J. McNally                       245,598 (2)       17.91%
Phillip L. McStotts                    152,400(2)        11.11%
James L. Holden                         39,000(3)         2.79%
Bradly A. Oldroyd                             0            .00%
Darla R. Gill                               480            .00%
All Officers and Directors                                     
as a Group (5 persons)                694,878(2)(3)      49.13%

(1)      Unless  otherwise indicated, all  shares  are  held
     beneficially and of record by the person indicated.

(2)      Includes options to purchase up to 5,400 shares  of
     Common  Stock  held  by  each of  Messrs.  Constantine,
     McNally and McStotts.

(3)      Includes options to purchase up to 31,500 shares of
     Common Stock held by Mr. Holden.

(4)      Does  not include or give affect to any outstanding
     warrants.


    ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

See Compensation of Directors
     PART IV

     ITEM 13  EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND
     REPORTS ON FORM 8-K

Financial Statements

       The   following  financial  statements  are  included
immediately following this report.


Page

No.

               Independent          Auditors          Report
29
               Consolidated          Balance          Sheets
30
          Consolidated     Statements     of      Operations
31
       Consolidated   Statements  of   Stockholders   Equity
32
         Consolidated    Statements    of     Cash     Flows
33
            Schedule       of       Noncash       Activities
34
        Notes    to    Consolidated   Financial   Statements
35

Exhibits
             SEC
Exhibit          Reference
 No.              No.                         Title  of  Document
                                       Location

1               3                                 Articles     of
Incorporation                        Incorporated By Reference*

2                     3                                    Bylaws
Incorporated By Reference*

3              10                              Industrial   Lease
Agreement                    Incorporated By Reference*
                                             Dated September  22,
1987

4           10                            ZEVEX 1991 Stock Option
Plan             Incorporated By Reference*

5             10                            ZEVEX  401(K)  Profit
Sharing Plan         Incorporated By Reference*

6            10                           ZEVEX 1993 Stock Option
And             Incorporated By Reference(a)
                                           Stock Award Plan

7            10                            ZEVEX  Employee  Stock
Ownership         Incorporated By Reference(a)
                         Plan
*Incorporated by reference from Registrants annual report on
Form 10-K for the fiscal year ended December 31, 1992, dated
February 15, 1993.

(a)Incorporated by reference from Registrants annual  report
on  Form  10-K for the fiscal year ended December 31,  1993,
dated March 25, 1994.

Reports on Form 8-K
      During  the  last  quarter of the  fiscal  year  ended
December 31, 1995, the Company filed no reports on form 8-K.

      Pursuant to the requirements of section 13 or 15(d) of
the Securities Exchange of 1934, as amended, the Company has
duly  caused this report to be signed on its behalf  by  the
undersigned, thereunto duly authorized.

                                   ZEVEX INTERNATIONAL, INC.

Dated:  March 25, 1996

By
                    By
     Phillip L. McStotts
                    Dean G. Constantine
               Principal          Financial          Officer
Principal Executive Officer

      Pursuant to the requirements of section 13 or 15(d) of
the Securities Exchange of 1934, as amended, the Company has
duly  caused this report to be signed on its behalf  by  the
following  persons  on  behalf of the  Company  and  in  the
capacities and on the dates indicated.

     Name                                              Title
          Date


                                                   President
                                       March 25, 1996
Dean G. Constantine                 and Director


                                              Vice President
March 25, 1996
David J. McNally                     and Director


                                                  Secretary,
Treasurer            March 25, 1996
Phillip L. McStotts                    and Director


                                                    Director
March 25, 1996
James L. Holden


                                                    Director
March 25, 1996
Bradly A. Oldroyd


                                                    Director
March 25, 1996
Darla R. Gill
Supplemental Information to be Furnished With Reports  Filed
Pursuant to Section 15(d) of the Act by Companys Which  Have
Not Registered Securities Pursuant to Section 12 of the Act

      Included with this report are four copies of the proxy
statement  with  respect to the Companys Annual  Meeting  of
Shareholders held on June  1, 1995.



     ZEVEX INTERNATIONAL, INC.

     AND SUBSIDIARY

     CONSOLIDATED FINANCIAL STATEMENTS

     WITH

     INDEPENDENT AUDITORS REPORT


     For The Three Years Ended December 31, 1995
                  ZEVEX INTERNATIONAL, INC. AND SUBSIDIARY
                              TABLE OF CONTENTS




Page

Independent Auditors Report
29

Consolidated Balance Sheets
30

Consolidated Statements of Operations
31

Consolidated  Statements of Stockholders Equity
32

Consolidated  Statements of Cash Flows
33

Notes  to  Consolidated  Financial Statements
35

     INDEPENDENT AUDITORS REPORT



To the Board of Directors and Stockholders
of Zevex International, Inc.


We  have audited the accompanying consolidated balance sheets  of
Zevex International, Inc. and Subsidiary as of December 31,  1995
and  1994, and the related consolidated statements of operations,
stockholders  equity, and cash flows for the  years  then  ended.
These consolidated financial statements are the responsibility of
the  Companys  management.  Our responsibility is to  express  an
opinion on these consolidated financial statements based  on  our
audits.

We  conducted  our  audits in accordance with generally  accepted
auditing  standards.  Those standards require that  we  plan  and
perform  the audits to obtain reasonable assurance about  whether
the  consolidated  financial  statements  are  free  of  material
misstatement.   An  audit includes examining, on  a  test  basis,
evidence   supporting  the  amounts  and   disclosures   in   the
consolidated  financial  statements.   An  audit  also   includes
assessing   the   accounting  principles  used  and   significant
estimates  made by management, as well as evaluating the  overall
financial  statement presentation.  We believe  that  our  audits
provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to
above  present fairly, in all material respects, the consolidated
financial position of Zevex International, Inc. and Subsidiary as
of  December  31,  1995  and  1994,  and  the  results  of  their
operations  and  their cash flows for the  years  then  ended  in
conformity with generally accepted accounting principles.




Salt Lake City, Utah
February 12, 1996


                ZEVEX INTERNATIONAL, INC. AND SUBSIDIARY
                      CONSOLIDATED BALANCE SHEETS
                     December 31, 1995 and 1994

                                   ASSETS

                                                             1995
1994

Current Assets:
       Cash                                          $    870,333
$   864,332
       Accounts  receivable                             1,209,794
851,879
       Inventories                                        791,960
691,065
       Prepaid  expenses                                       --
16,235
      Income  tax  refunds                                     --
115,846
       Employee  advances                                   2,835
4,294

        Total  current assets                           2,874,922
2,543,651

Property and equipment -
     at cost, less accumulated depreciation
      of  $460,215 and $209,519                           363,771
276,163

Other   assets                                              8,682
4,215

       Total  Assets                                 $  3,247,375
$ 2,824,029


                       LIABILITIES AND STOCKHOLDERS EQUITY

Current Liabilities:
      Accounts  payable                              $    191,562
$   192,222
       Accrued  expenses                                   96,206
81,485
      Income  taxes  payable                               58,735
--

            Total  current  liabilities                   346,503
273,707

Deferred   taxes                                               --
--


Stockholders Equity:
     Common stock, $.04 par value, authorized
          5,000,000 shares, issued 1,365,716 and
           1,138,109 shares in 1995 and 1994               54,629
45,525
      Additional paid-in capital                        1,344,833
1,344,833
      Retained earnings                                 1,501,410
1,193,714
                                                        2,900,872
2,584,072
      Treasury Stock, 7,500 shares at cost                     --
(33,750)

                Total stockholders equity               2,900,872
2,550,322

Total  Liabilities and Stockholders Equity           $  3,247,375
$ 2,824,029


                   The accompanying notes are an integral part
                    of the consolidated financial statements.


               ZEVEX INTERNATIONAL, INC. AND SUBSIDIARY
              CONSOLIDATED STATEMENTS OF OPERATIONS
           For The Three Years Ended December 31, 1995





                                            1995                  1994
1993
Revenues:
   Sales                              $  5,295,762        $  3,332,437
$ 3,115,878

Cost  of  sales                            3,065,553         2,016,670
1,600,072

   Gross  profit                           2,230,209         1,315,767
1,515,806

Selling, general and
   administrative  expenses                1,324,749         1,023,987
775,760

Operating  income                           905,460            291,780
740,046

Other Income (Expense):
   Interest  income                           40,829            36,127
 37,168
   Interest  expense                              --                --
 (72)
   Loss  on  retirement of equipment            (179)               --
--
   Research  and development               (502,255)         (419,278)
(198,804)

Income (loss) before (provision) benefit
  for  income taxes                         443,855           (91,371)
578,338

  (Provision)  benefit for income taxes     (127,055)           66,709
(196,940)
Net  Income  (Loss)                     $   316,800      $    (24,662)
$   381,398

Net  Income (Loss) Per Common Share    $     .2426       $     (.0218)
$     .3597

Weighted Average Number of
   Common  Shares  Outstanding             1,305,812         1,130,609
1,060,430










     The accompanying notes are an integral part
     of the consolidated financial statements.
                                 ZEVEX INTERNATIONAL, INC. AND SUBSIDIARY
                              CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY
                                For The Three Years Ended December 31, 1995

                                           Additional
                            Common         Stock        Paid-In       Retained
Treasury
                            Shares         Amount       Capital       Earnings
Stock       Total

Balances at December
  31, 1992                37,525,000    $  37,525     $ 352,239     $  836,978
$   --  $1,226,742

Reverse stock split 40:1
  (March 16, 199          (36,586,891)          --            --             --
--         --

Issuance of common stock
  and warrants                200,000          8,000       992,594
--          --  1,000,000


Acquisition of treasury
  stock                           --            --             --            --
(50,400)  (50,400)

Contribution of treasury
  stock to employee stock
  ownership plan                    --             --              --
--     16,650      16,650

Net income for the year
  ended December 31, 1993           --             --            --
381,398         --     381,398

Balances at
  December 31, 1993             1,138,109        45,525    1,344,833
1,218,376    (33,750)  2,574,984

Net (loss) for the year
  ended December 31, 1994             --           --           --
(24,662)        --    (24,662)

Balances at
  December 31, 1994             1,138,109       45,525     1,344,833
1,193,714    (33,750)  2,550,322

Contribution of treasury
  stock to employee stock
  ownership plan                       --            --        --         --
33,750         33,750

Common stock dividend             227,607         9,104       --      (9,104)
--              --

Net income for the year
  ended December 31, 1995             --         --           --       316,800
--        316,800

Balances at
  December 31, 1995            1,365,716   $ 54,629     $1,344,833   $1,501,410
$   --      $2,900,872
                            The accompanying notes are an integral part
                               of the consolidated financial statements
 .                      ZEVEX INTERNATIONAL, INC. AND SUBSIDIARY
                        CONSOLIDATED STATEMENTS OF CASH FLOWS
                     For The Three Years Ended December 31, 1995


                                                    1995              1994
1993

Cash Flows from Operating Activities:

      Net income (loss)                        $  316,800      $  (24,662)
$  381,398

     Adjustments to reconcile net cash
      provided by operating activities:
        Depreciation expense                      153,523          128,672
69,595
        Deferred tax expense                           --               --
(4,800)
        Loss on retirement of equipment               979               --
--
  Change in asset and liability accounts:
       (Increase) in accounts receivable        (357,915)        (110,044)
(346,442)
       (Increase) in inventories                (100,895)        (276,529)
(128,698)
          (Increase)    decrease    in   employee    advances        1,459
976      (2,020)
          (Increase)    decrease    in   prepaid    expenses        16,235
1,398     (17,633)
          (Increase)    decrease   in   income   tax   refunds     115,846
(115,846)          --
           (Increase)    in    other    assets                     (4,467)
32,520       53,754
           Increase    in    accrued    expenses                    14,721
22,140       21,768
          (Decrease)    in   pension   plan    payable                  --
(6,700)     (8,502)
       Increase (decrease) in income
              taxes      payable                                    58,735
(111,340)      91,830

          Net cash flows provided (used) by
                 operating      activities                         214,361
(461,721)     110,250

Cash Flows from Investing Activities:
         Acquisition     of    equipment                         (242,110)
(136,744)   (217,168)

Cash Flows from Financing Activities:
     Acquisition of treasury stock                      --               -
-     (33,750)
     Repurchase of common stock by Company          33,750               -
-           --
     Proceeds from issuance of common stock
          and warrants                                  --               -
-    1,000,594

   Net cash flows provided by
     financing activities                           33,750               -
-      966,844

Net     increase    (decrease)    in    cash                         6,001
(598,465)     859,926

Cash and cash equivalents
              at    beginning    of    period                      864,332
1,462,797      602,871
Cash and cash equivalents
            at  end  of  period                       $   870,333        $
864,332   $1,462,797


                       The accompanying notes are an integral part
                         of the consolidated financial statements.


                           ZEVEX INTERNATIONAL, INC. AND SUBSIDIARY
                            CONSOLIDATED STATEMENTS OF CASH FLOWS
                         For The Three Years Ended December 31, 1995


SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:




                                           1995         1994         1993
Cash paid during the
     year for:

Interest  paid                             $     438      $   --         $
72

Income  taxes  paid                         $  19,200      $156,499      $
85,600





Schedule of Non Cash Financing Activities:

Issuance of common stock
     stock dividend
     227,607 shares                       $  9,104    $    --      $    --
























                       The accompanying notes are an integral part
                        of the consolidated financial statements.
                             ZEVEX INTERNATIONAL, INC. AND SUBSIDIARY
                            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                     December 31, 1995


1.     Summary of Significant Accounting Policies

     a.     Business Information

          The  Company  was incorporated under the laws of  the  State  of
          Nevada  on  December  30,  1987.   The  Company  was  originally
          incorporated as Downey Industries, Inc. and changed its name  to
          Zevex  International,  Inc. on August  15,  1988.   The  Company
          develops  and  manufactures electronic  components,  transducers
          and transformers.

     b.     Principles of Consolidation

          The  consolidated financial statements include the  accounts  of
          Zevex   International,  Inc.  (Company)  and  its   wholly-owned
          subsidiary  Zevex, Inc.  All significant inter company  balances
          and transactions have been eliminated in the consolidation.

     c.     Inventories

          Inventories are accounted for at the lower of cost or market  by
          using   the   first-in,  first-out  method,  which  prices   the
          inventories at the most current purchase cost.

     d.     Property and Equipment

          Property  and  equipment  are stated at  cost  less  accumulated
          depreciation.   Depreciation is provided  over  expected  useful
          lives  of  five  or  seven years on accelerated  methods,  which
          provide for more depreciation expense in the early years of  the
          estimated life of the asset.

          Major  replacements which extend the useful lives  of  equipment
          are  capitalized and depreciated over the remaining useful life.
          Normal  maintenance and repair items are charged  to  costs  and
          expenses as incurred.

     e.     Bad Debts

          Management believes that all accounts receivable as of  December
          31,  1995  and  1994,  were  fully  collectible;  therefore,  no
          allowance for doubtful accounts was recorded.

     f.     Cash and Cash Equivalents

          For  purposes  of  preparing the statements of cash  flows,  the
          Company considers all certificates of deposit and highly  liquid
          debt  instruments purchased with a maturity of three  months  or
          less to be cash equivalents.

Notes to the consolidated financial statements - continued


     g.     Concentration of Credit Risk

          The  Company  extends  credit to many  of  its  customers.   The
          Companys  clients are located throughout the United  States  and
          Europe.   The  Company  performs ongoing credit  evaluations  of
          customers and requires no collateral on accounts receivable.


     h.     Net Income (Loss) Per Share

          The  computation of net income (loss) per share of common  stock
          is  computed by dividing net income (loss) for the period by the
          weighted  average  number  of  shares  outstanding  during   the
          period.   Common  stock equivalents which  dilute  earnings  per
          share  were  not  taken into consideration  in  the  calculation
          because  they  had  no material impact.  The  number  of  common
          shares  and  per  share amounts presented  in  the  accompanying
          consolidated financial statements have been adjusted to  reflect
          the  effects  of a forty-to-one stock split in March  1994  (see
          Note  10.a).  The accompanying financial statement gives  effect
          to this action on a retroactive basis.

2.     Cash Accounts

     At  December  31,  1995 and 1994, the Companys cash consists  of  the
      following:
                                                                      1995
1994

                Checking  and  Money Market           $     54,977       $
121,795
                      Savings                                      815,355
742,537
                                                    $     870,332        $
864,332

     The  Company  maintains its cash balances in two  separate  financial
      institutions.   At  December  31, 1995  and  1994  the  Company  had
      $715,355  and  $759,337 in excess of federally  insured  limits  for
      deposits.

3.     Inventories

     Inventories consist of the following at December 31, 1995 and 1994:

                                                                      1995
1994

                       Work  in  Progress             $    227,154       $
228,860
                            Materials                              982,640
462,205
                                                     $  1,209,794        $
691,065
Notes to the consolidated financial statements - continued

4.     Property and Equipment

     At December 31, 1995 and 1994, property and equipment consists of the
      following:

                                                       1995           1994

          Machinery  and equipment                     $  341,929        $
317,973
             Furniture    and    fixtures                          271,868
255,304
                Vehicles                                             4,500
3,400
              Tooling     costs                                    165,260
--
              Leasehold     improvements                            40,429
37,677

                                                                   823,986
614,354
              Less:     accumulated    depreciation                460,215
338,191

          Property  and equipment - net                $  363,771        $
276,163

     Depreciation expense for the years ended December 31, 1995, 1994  and
      1993 amounted to $153,523, $128,672 and $69,595 respectively.

5.     Lease Commitments

     The   Company  and  its  subsidiary  occupy  an  administrative   and
      manufacturing  facility  under  the  terms  of  an  operating  lease
      agreement.

     Lease  expense of $74,551, $54,508, and $48,132 has been  charged  to
      operations  for  the years ended December 31, 1995, 1994  and  1993,
      respectively.  The lease expires in April 1997.

     The following is a schedule by years of future minimum lease payments
      required under the non-cancelable operating leases:

                                         1996     $ 104,784
                                         1997        34,927
                                        Total     $ 139,711
6.     Income Taxes

     The  (provision)  benefit for income taxes is made,  at  Federal  and
      State  statutory rates, based on earnings reported in the  financial
      statements  for  the  amount  of  income  taxes  payable  currently.
      Deferred  income taxes are created from the Company using  different
      depreciation methods for tax purposes.  The (provision) benefit  for
      income taxes consists of the following:

                                                    1995              1994
1993
          Current taxes:
             Federal                             $(153,228)     $   21,480
$(188,032)
             State                                 (22,440)          3,790
(28,589)
             R  &  D credit                           48,613        41,439
19,681
          Deferred taxes:
             Federal                                     --             --
--
              State                                      --             --
--

          (Provision) benefit for
                income  taxes                    $(127,055)     $   66,709
$(196,940)


Notes to the consolidated financial statements - continued

     The  actual  tax  (expense)  benefit differs  from  the  34%  Federal
      statutory rate as follows:
                                                    1995              1994
1993

         Expected tax (expense) benefit
                at  Federal rate                $(153,461)      $   31,066
$(196,635)

         State income tax (expense)
               benefit, net of federal
             benefit                                (16,064)         3,280
(20,583)

          Research  & development credit             48,613         41,439
19,680
          Non-deductible expenses                  (5,366)         (9,076)
(570)

          Other                                     (777)               --
1,168

           Total (provision) benefit
              for  income taxes                 $(127,055)      $   66,709
$(196,940)

7.   Major Customers

     The  Company  had sales to certain customers in 1995, 1994  and  1993
     which  represented 10% or more of total sales.  In 1995, 56% of total
     sales were derived from two customers (32% and 24%).  In 1994, 65% of
     total sales were derived from three customers (43%, 12% and 10%)  and
     in  1993,  73% of total sales were derived from five customers  (23%,
     16%, 13%, 11% and 10%).

8.   Research and Development Costs

      Costs  of  planning, designing and related engineering  expenditures
      are  charged  to  expense  when incurred.  During  the  years  ended
      December  31,  1995,  1994, and 1993 the Company expensed  $502,255,
      $419,278  and $198,804, respectively.  These costs are  included  in
      selling,  general  and administrative expenses in  the  consolidated
      statements of operations.

9.     Employee Benefit Plans

     During  1991,  the  Company  established a  qualified  401(k)  profit
     sharing plan. Eligible employees may defer a portion of their salary.
     At  the discretion of the Board of Directors, the Company may make  a
     matching contribution of an additional amount up to four percent (4%)
     of  eligible  employees deferrals and a discretionary  amount  to  be
     determined each year by the Board of Directors.  Employees are  fully
     vested  after  seven years.  Contributions to the plan for  the  year
     ended  December  31,  1995, 1994 and 1993 was  $77,037,  $35,436  and
     $22,981,  respectively.  The Company shows a payable to the  plan  of
     $9,718,  $  --  and  $6,700, at December 31,  1995,  1994  and  1993,
     respectively.
Notes to the consolidated financial statements - continued


10.  Stockholders Equity

     a. Reverse Stock Split

      On March 16, 1993, the Company effected a 1-for-40 reverse split on
    its  issued and outstanding shares of common stock which reduced  the
    number of outstanding shares
      from 37,500,000 shares to 938,109 shares.  The Company also changed
    its  authorized capital from 200,000,000 shares of common stock,  par
    value $0.001, to 5,000,000
      shares  of  common  stock,  par value  $0.04.   Such  actions  were
    implemented by an amendment to the Companys Articles of Incorporation
    filed with the Nevada Secretary of State on March 16, 1993.

     b. Issuance of Common Stock

      On  May  10,  1993  the Company completed a firm commitment  public
    offering  of 200,000 units at $6 per unit of common stock.   The  net
    proceeds  from the sale were $1,000,594 after deducting  underwriting
    commissions  and  expenses of $156,000 and direct offering  costs  of
    $43,606.

      Each  unit  consists of one post-split share of common  stock,  par
    value $0.04, and one common stock purchase warrant.  The warrants are
    exercisable  for a period of three years commencing  on  October  29,
    1993,  at  a  price of $7.00 per share during the first year  of  the
    exercise  period, $7.50 per share during the second year,  and  $8.00
    per  share  during the third year.  The warrants may not be exercised
    in  the absence of an effective registration statement pertaining  to
    the  shares  of common stock issuable upon exercise of  the  warrants
    (the  "warrant shares") and the Company is only obligated to  file  a
    registration statement with respect to the warrant      shares  under
    certain conditions.  The warrants are detachable from the units,  but
    the  warrants  and  common stock are still traded  as  a  unit.   The
    warrants  are subject to redemption by the Company upon  thirty  days
    advance  notice at a price of $0.01 per warrant at any  time  that  a
    current  registration statement pertaining to the warrant  shares  is
    effective.

      On  March 8, 1995, the Company declared a 20% stock dvidend payable
    on  April  3, 1995 to all shareholders of record on March  23,  1995.
    The  warrants  included in the Company units will be  adjusted  as  a
    result of the stock dividend so that the number of shares subject  to
    warrants  will be increased by 20% and the exercise price(s)  of  the
    warrant will be proportionally reduced.  The exercise price(s) of the
    warrants  after the dividend was $6.25 until October 29,  1995,  when
    they  increased  to an exercise price of $6.67 until they  expire  on
    October 29, 1996.

11.     Employees Stock Ownership Plan

      Effective  October 14, 1993, the Company adopted an Employee  Stock
    Ownership Plan which covers all employees who are over the age of 21,
    has  been  employed  for at least 90 days and who provides  at  least
    1,000 hours of service.  Full vesting will occur after seven years of
    service  or upon normal retirement at 65 years of age.  Contributions
    to  the plan are at the discretion of the Board of Directors with  no
    minimum  annual funding requirements.  Contributions to plan will  be
    primarily made with common stock of the Company.

Notes to the consolidated financial statements - continued


      The  Company  made a contribution to the plan for  the  year  ended
    December 31, 1995 of 7,500 units with a cost of $33,750.  The Company
    had  previously  made a contribution to the plan for the  year  ended
    December  31,  1993 of 3,700 units of the Companys common  stock  and
    warrants  with a cost of $16,650.  No contribution was made  for  the
    year ended December 31, 1994.

12.     Stock Option Plan

      The Company has a stock option plan (1991 plan) under which certain
    key  employees  have the option to purchase 2,000,000 shares  of  the
    Companys common stock at a
      price  determined by the committee.  Such price may be more,  equal
    to,  or  less  than the current market price of the  Companys  common
    stock.  No option shall be granted under this plan after December 31,
    1995.

      During  1992, 1,000,000 shares were granted under this plan  at  an
    option  price of $.15 per share.  During 1991, 1,000,000 shares  were
    granted under this plan at an option price of $0.02375 per share.  At
    December  31, 1995, 1994 and 1993, none of the option shares  granted
    had been exercised.

      Effective  October  14, 1993, the Company adopted  the  1993  Stock
    Option  Plan  (the  "Plan").  The plan authorizes the  grant  to  key
    employees, and consultants, including officers and directors who  are
    also  employees, of options to purchase up to 200,000 shares  of  the
    Companys  common  stock (subject to adjustment for  such  matters  as
    stock  splits  and  stock dividends), which may  be  incentive  stock
    options  within  the meaning of section 422A of the Internal  Revenue
    code  of  1986,  as  amended, or options  which  do  not  qualify  as
    incentive  stock options.  The plan also provides for  the  grant  of
    stock  appreciation rights and stock awards to eligible participants,
    subject to forfeiture restrictions.  The plan will be administered by
    the Board of Directors of the Company or by a committee appointed  by
    the  Board  of Directors.  The Board, or the committee  if  and  when
    appointed,  will  interpret the plan, its rules and regulations,  and
    the  instruments evidencing the restrictions imposed upon  the  stock
    sold  under  the  plan,  and will make all the determinations  deemed
    necessary or advisable for administration of the plan.

      Options  issued  under the plan which are intended  to  qualify  as
    incentive  stock options within the meaning of section  422A  of  the
    Internal  Revenue  Code will be subject to certain  restrictions  and
    conditions  including the following: the exercise price  may  not  be
    less  than the fair market value of the common stock on the  date  of
    grant;  no  incentive options may be granted to any person who  holds
    more  than  10% of the Companys issued and outstanding shares  unless
    the  exercise price is at least 110% of the fair market value of  the
    common  stock on the date of grant and the term of the option is  for
    five  years  or less; the aggregate fair market value of  the  common
    stock  with  respect to which incentive stock options are exercisable
    for  the  first time by an employee during any calendar year may  not
    exceed  $100,000;  the right to exercise an option  terminates  three
    months  after the termination of employment unless the employee  dies
    or is disabled; and the options may not be transferred except by will
    or the laws of decent and distribution.

     During 1994, 19,000 shares were granted under this plan at an option
    price  of $3.00 per share.  None of the shares granted were exercised
    as of December 31, 1995 and 1994.




Notes to the consolidated financial statements - continued


       In   connection  with  the  underwriting  of  the  Companys   1993
    public   offering   of  units,  the  Company  agreed   that   for   a
    period   of   three   years   subsequent   to   the   date   of   the
    prospectus  for  the  offering  (April  29,  1993),  it   would   not
    grant  any  stock  options  without  the  prior  written  consent  of
    the   underwriter  except  that  the  Company  may  grant   incentive
    stock   options   for   up  to  100,000  shares   of   the   Companys
    common  stock  to  persons  who  are not  directors  of  the  Company
    without the underwriters consent.

13.     Repurchase of Common Stock Units

       The   Company  repurchased  11,200  units  of  outstanding  common
    stock   for  $50,400.   The  Company  subsequently  contributed   all
    11,200  units  to  the  Employees  Stock  Ownership  Plan  (see  Note
    11).