UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-K


(Mark One)

  [ X ]   ANNUAL  REPORT  PURSUANT  TO  SECTION  13 OR 15(d)  OF THE  SECURITIES
          EXCHANGE ACT OF 1934 for the fiscal year ended September 30, 2001.

   OR

  [   ]   TRANSITION  REPORT  PURSUANT TO SECTION 13 OR 15(d) OF THE  SECURITIES
          EXCHANGE ACT OF 1934 for the  transition  period from  ___________  to
          _____________.

                        Commission File Number 0-23357

                           BIOANALYTICAL SYSTEMS, INC.
           (Exact name of the registrant as specified in its charter)

                      INDIANA                         35-1345024
          -------------------------------         -------------------
          (State or other jurisdiction of          (I.R.S. Employer
          incorporation or organization)          Identification No.)


                      2701 KENT AVENUE
                     WEST LAFAYETTE, IN                     47906
          ----------------------------------------       ----------
          (Address of principal executive offices)       (Zip code)

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

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

Securities registered pursuant to section 12(g) of the Act:  Common Shares

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.  YES [ X ]    NO  [   ]

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation S-K (ss.229.045 of this chapter) is not contained herein, and will
not be contained,  to the best of registrant's knowledge, in definitive proxy or
information  statements  incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K.  [ X ]

Based on the closing price on the NASDAQ exchange, the aggregate market value of
the voting and non-voting common equity held by non-affiliates of the registrant
is $18,686,833. As of November 30, 2001, 4,569,416 shares of registrant's common
shares  were  outstanding.  No  shares  of  registrant's  Preferred  Stock  were
outstanding as of November 30, 2001.

Portions of the following  documents  have been  incorporated  by reference into
this report:

   Registrant's Document                    Parts Into Which Incorporated
---------------------------                 -----------------------------
Bioanalytical Systems, Inc.
    2001 Annual Report                             Parts II and IV

Proxy Statement                                    Part III

<PAGE>

                                TABLE OF CONTENTS


                                                                            Page
                                                                            ----
Part I

Item 1.   Business                                                            3

Item 2.   Properties                                                         10

Item 3.   Legal Proceedings                                                  10

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


Part II

Item 5.   Market for Registrant's Common Equity and
`         Related Stockholder Matters                                         11


Item 6.   Selected Consolidated Financial Data                                12

Item 7.   Management's Discussion and Analysis of Financial
          Condition and Results of Operations                                 12

Item 7A.  Quantitative and Qualitative Disclosures About Market Risk          12

Item 8.   Financial Statements and Supplementary Data                         12

Item 9.   Changes in and Disagreements with Accountants on Accounting
          and Financial Disclosure                                            12


Part III

Item 10.  Directors and Executive Officers of the Registrant                  13

Item 11.  Executive Compensation                                              14

Item 12.  Security Ownership of Certain Beneficial Owners
          and Management                                                      14

Item 13.  Certain Relationships and Related Transactions                      15


Part IV

Item 14.  Exhibits, Financial Statement Schedules and Reports
          on Form 8-K                                                         16

<PAGE>


                                     Part I

THIS REPORT CONTAINS CERTAIN  STATEMENTS THAT ARE  "FORWARD-LOOKING  STATEMENTS"
WITHIN THE MEANING OF SECTION 27A OF THE SECURITIES ACT OF 1933, AS AMENDED, AND
SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.  READERS OF THIS
REPORT ARE CAUTIONED  THAT RELIANCE ON ANY  FORWARD-LOOKING  STATEMENT  INVOLVES
RISKS AND  UNCERTAINTIES.  ALTHOUGH THE COMPANY BELIEVES THAT THE ASSUMPTIONS ON
WHICH THE FORWARD-LOOKING  STATEMENTS CONTAINED HEREIN ARE BASED ARE REASONABLE,
ANY OF  THOSE  ASSUMPTIONS  COULD  PROVE TO BE  INACCURATE  GIVEN  THE  INHERENT
UNCERTAINTIES AS TO THE OCCURRENCE OR NONOCCURRENCE OF FUTURE EVENTS.  THERE CAN
BE NO ASSURANCE  THAT THE  FORWARD-LOOKING  STATEMENTS  CONTAINED IN THIS REPORT
WILL PROVE TO BE ACCURATE.  THE INCLUSION OF A FORWARD-LOOKING  STATEMENT HEREIN
SHOULD NOT BE REGARDED AS A  REPRESENTATION  BY THE COMPANY  THAT THE  COMPANY'S
OBJECTIVES WILL BE ACHIEVED.

Item 1. Business

General

     The Company provides contract  development  services and research equipment
to many of the leading, global pharmaceutical,  medical device and biotechnology
companies.  The Company  concentrates on services and tools to improve the speed
and efficiency of preclinical  development.  It has played a significant role in
understanding  the  underlying  causes  of  central  nervous  system  disorders,
diabetes,  osteoporosis and other diseases.  Our clients have realized more than
$15 billion in revenue from technologies and services provided by the Company.

     The Company offers an efficient,  variable-cost alternative to its clients'
internal product development, compliance and quality control programs. To reduce
overhead  and speed  drug  approvals  through  the Food and Drug  Administration
(FDA),  pharmaceutical  companies are  contracting  increasing  amounts of their
development work to outside firms such as the Company.  As a result, the Company
now derives its revenues  from both the sale of its  research  services and drug
development  tools.  The Company  provides a range of  value-added  services and
products focused on chemical analysis and preclinical  metabolism,  allowing its
clients to perform  their  research  and  development  either in house or at the
Company

     The Company's  services and products combine basic research with diagnostic
and  therapeutic  experience.  The Company is capable of supporting the clinical
development   (formulations  and  clinical  trials)  and  preclinical  needs  of
researchers and clinicians,  for small molecule drugs and hormones through large
biomolecules. The Company believes their scientists have the skills necessary in
instrumentation,  chemistry,  computer software,  physiology,  pathology and the
global  presence to make the  services  and  products  it provides  increasingly
valuable to the worldwide  pharmaceutical,  medical device and  biotechnological
industries.

     Over the past five years,  the Company has regularly  provided its services
and/or products to most of the top 25 pharmaceutical  companies in the world, as
ranked by 2000 research and  development  spending.  In fiscal 2001, the Company
estimates  that  more than 40% of its  total  revenue  was  derived  from  these
companies.  A growing pool of clients among smaller drug developers is viewed as
favorable.  The Company has stated that it intends to become a strategic partner
to that tier of clients rather than simply a tactical  services  provider to the
largest companies.

     The  Company's  services  groups  provide  screening  and   pharmacological
testing,   preclinical/safety  testing,   formulation  development,   regulatory
compliance  and  quality  control  testing.  The  Pharmaceutical   Research  and
Manufacturing    Association   (PhRMA)   estimates   that   pharmaceutical   and
biotechnology  companies spent approximately $30.5 billion worldwide on research
and development in 2001.  Analysts  estimate that outsourced  services will grow
from 20% of research and  development  expenditures  in 2000 to more than 40% by
2004. The Company  believes that this outsourcing  trend will continue.  Several
factors are driving pharmaceutical companies toward improving shareholder value.
The Company agrees that the trend toward outsourcing will grow.

     The Company  designs,  manufactures  and  markets a range of products  that
collect,  separate,  detect and quantify chemicals in biological samples.  These
tools and the Vetronics  line of veterinary  physiological  monitors are used to
track  complex  chemical,  physiological  and  behavioral  effects in laboratory
animal  models.  The Company is focusing  its  products  business on  expediting
preclinical  screening of developmental drugs.


                                     - 3 -
<PAGE>

     The  Company  competes  in  niches  of the $20  billion  (2001)  analytical
instrument  industry.  The Company  leverages  its  talented  personnel in these
instruments  businesses  to provide  solutions to highly  challenging  problems,
adding significant value. The Company develops and manufactures state-of-the-art
robotic blood sampling, in vivo microdialysis  collection systems and physiology
monitoring tools.  Complementing these, the Company's liquid  chromatography and
electrochemistry  instrument platform, epsilon, is used to separate and quantify
drugs,  xenobiotics,  metabolites  and other  chemicals in blood,  cerebrospinal
fluid and other biological media.

     Scientists engaged in drug metabolism studies,  pharmacokinetics  and basic
neuroscience research at pharmaceutical research organizations are the Company's
principal clients.

     Changing Nature of the Pharmaceutical Industry

     The Company  provides  services  and products  globally to  pharmaceutical,
medical  device  and   biotechnology   companies,   academic   institutions  and
governments to facilitate  research and development.  The Company's services are
generally  marketed to  pharmaceutical  and biotech  companies  engaged in early
stages of drug  development.  The Company's  products are generally  marketed to
both public and private research  organizations.  The research services industry
is highly  fragmented  among  hundreds of niche  vendors  and a small  number of
larger  companies  focused  on  an  ever-growing  portfolio  of  cradle-to-grave
pharmaceutical development services.

     While the markets for the  Company's  services and products  have  distinct
customers (often separate  divisions in a single large  pharmaceutical  company)
and requirements,  the Company believes that both are facing increased  pressure
to outsource  facets of their research and development  activities.  The Company
believes that the following factors will increase outsourcing by its customers.

     Accelerated Drug Development

     End users  continue to demand  faster,  more  efficient  drug  development.
Pharmaceutical  developers are relying on external service providers for testing
and analysis in all phases of development.  Clients demand fast, quality service
in order to make immediate informed decisions to quickly exclude poor candidates
and speed development of successful ones.

     Cost Containment

     Pharmaceutical companies are developing more efficient operating strategies
due to the  increased  purchasing  power of large  buyer  groups and  government
initiatives designed to reduce drug prices. The need for additional  development
capacity to speed new  product  development,  maximize  market  exclusivity  and
increase profitability drives the need for outsourced services.

     Patent Expiration

     Patents  on  all   pharmaceuticals  age  and  expire.  Drug  companies  are
developing new products or modifying  existing products to maintain market share
against generic  competition.  The Company believes that the pressure to develop
new products  and to modify or  reformulate  existing  products,  combined  with
internal capacity constraints, will lead clients to outsource development.

     Strategic Alliances

     Strategic  alliances  allow  pharmaceutical  companies  to  share  research
know-how  and to develop  and market new drugs  faster in more  diverse,  global
markets.  The Company  believes that  alliances will lead to a greater number of
potential  drugs in testing,  many under study by new  companies  lacking  broad
technical resources.

     Mergers and Acquisitions

     Consolidation in the pharmaceutical  industry is becoming  commonplace.  As
firms blend personnel,  resources and business activities,  the Company believes
they will continue to streamline operations, optimizing staffing which will lead
to more outsourcing.  This may result in short-term  disruption in placement of,
or progress on, drug development programs as merging companies rationalize their
respective pipelines.


                                     - 4 -
<PAGE>

     Biotechnology Industry and Virtual Drug Company Growth

     The biotechnology industry has grown rapidly over the last 10 years and has
introduced many new developmental drugs. Biotechnology companies do not have the
in-house  resources  to conduct  development  and  testing.  Also,  several  new
companies have pronounced a business strategy to develop a product  sufficiently
to attract a strategic partner who will manufacture and market the drug. Many of
these virtual drug  development  companies with little or no internal  resources
must outsource drug development and testing.

     Need for Unique Technical Expertise

     The increasing  complexity of new drugs requires highly specialized quality
and innovative, solution-driven research not available in the clients' labs. The
Company believes that this need for unique technical expertise will increasingly
lead to outsourcing of research activity.

     Need for Data Management Expertise

     The FDA is requiring more  regulatory  data and greater access to that data
and is encouraging the use of computer-assisted filings in an effort to expedite
approval.  The Company is able to provide  clients with remote access to Company
computer systems while at the same time protecting client data from unauthorized
access. The Company has also developed  proprietary  validated online data entry
software enabling direct publication of data in unique client formats.

     Globalization of the Marketplace

     Foreign  firms  are  relying  on  independent  development  companies  with
experience  in the United  States to provide  integrated  services  through  all
phases of product  development  and to assist in  preparing  complex  regulatory
submissions.  Domestic drug firms are broadening product availability  globally,
demanding local regulatory approval.  The Company believes that domestic service
providers with global reach,  established regulatory expertise and a broad range
of integrated development services will benefit from this trend. The Company has
a significant European presence and domestic skills in foreign operations.


The Company's Role in the Drug Development Process

     Process Overview

     The Company has 27 years of experience in developing  analytical methods to
support  drug  discovery.   Under  the  United  States  regulatory  system,  the
development  process for new  pharmaceutical  products can be divided into three
distinct phases.

1)   The preclinical phase includes discovery, characterization, formulation and
     safety testing to prepare an  Investigational  New Drug (IND) exemption for
     submission  to the FDA. The IND must be accepted by the FDA before the drug
     can be tested in humans.

2)   The second,  clinical phase follows a successful IND submission and further
     explores the safety, tolerability,  efficacy and dosage of the substance in
     humans.  Early  manufacturing  demonstrates  production of the substance in
     accordance with the FDA's cGMP  guidelines.  Data from these activities are
     compiled in a New Drug Application  (NDA), or for biotechnology  products a
     Product  License  Application  (PLA),  for submission to the FDA requesting
     approval to market the drug.

3)   The third phase  follows  FDA  approval  of the NDA or PLA.  This  includes
     production and continued  analytical  and clinical  monitoring of the drug.
     The  post-approval  phase also  involves  the  development  and  regulatory
     approval of product  modifications and line extensions,  including improved
     dosage forms.



                                     - 5 -
<PAGE>

     The Company's Role

     The  Preclinical  Phase.  New  molecules  are screened for  pharmacological
activity using various  models.  Once the  pharmacologically  active molecule is
fully characterized, it is analyzed to confirm its integrity. Development of the
initial dosage form for clinical trials is completed,  with analytical chemistry
protocols to determine its stability.  Upon successful completion of preclinical
safety  and  efficacy  studies  in in vitro and in vivo,  an IND  submission  is
prepared and provided to the FDA for review prior to human clinical trials.

     Clients work with the Company's  Preclinical Services division to establish
pharmacokinetic  and safety  testing  protocols.  These studies range from acute
safety   monitoring  on  drugs  and  medical  devices  to  chronic,   multi-year
oncogenicity studies.  Bioanalyses of blood sampled under these protocols by the
Company's  bioanalytical  services  group provide  kinetic,  metabolism and dose
ranging data.

     Many  of the  Company's  products  are  designed  for  use  in  preclinical
development. For example:

1)   The Culex(R) ABS, a robotic automated blood sampler, enables researchers to
     develop  pharmacokinetic  profiles of drugs in early  screening  in rodents
     quickly and cost effectively.  Several variations on this technology are in
     development.

2)   Company   scientists   have  been  recognized  by  their  peers  for  their
     contributions  to  technology  of drugs for central  nervous  system  (CNS)
     disorders  such  as  depression,  Parkinson's  disease,  schizophrenia  and
     Alzheimer's disease.

3)   Company  technology is the basis for most of the glucose sensors  currently
     sold to  diabetics  and the  majority  of firms in this  market are Company
     clients.

4)   The   Company's   bioanalytical   services   group   used   the   Company's
     chromatography  products to develop a single, quick,  proprietary method to
     screen up to ten  therapeutic  HIV drugs in the same blood  sample with the
     cooperation  of  several  major  therapeutic  drug  developers.  The method
     enables  researchers  to quantify  each  component in a drug cocktail or to
     monitor HIV treatments.

     The  Company's  ability to solve client  problems  combining  its knowledge
base,  services  and products  has been a factor in the  Company's  selection by
major pharmaceutical  companies to assist in several preclinical and Phase I, II
and III clinical trials.

     The Clinical Phase. After successful submission of an IND application,  the
sponsor  conducts Phase I human  clinical  trials in a limited number of healthy
individuals   to  determine   safety  and   tolerability.   This  work  requires
bioanalytical  assays to determine the availability and metabolism of the active
ingredient  following  administration.   Expertise  in  method  development  and
validation is essential for this phase,  particularly for new chemical entities.
When further safety,  tolerability  and dosing regimens have been established in
Phase II, Phase III clinical trials are conducted to verify efficacy and safety.
After the successful completion of Phase III clinical trials, the sponsor of the
new  drug  submits  an NDA or PLA to the FDA  requesting  that  the  product  be
approved for marketing.

     The  Company's  bioanalytical  work per patient  grows rapidly from Phase I
through  III. As the number of patients  grows the number of samples per patient
declines.  Phase II and III studies take several years,  practicing  well proven
analytical protocols.  It is unusual for a sponsor to change laboratories unless
there are problems in the quality or timely delivery of results.

     Many  patients are receiving  multiple drug therapy.  The influence of each
drug on the  effectiveness  of the other  drugs  must be  monitored.  These drug
interaction  studies often extend clinical trials. A CRO such as the Company can
provide  services to several  different  manufacturers  of  complementary  drugs
simultaneously  in cases of potential  synergy (e.g. the "cocktail"  approach to
HIV therapy).  Multi-client studies frequently lead to cost sharing and contacts
with new clients.

     The Post-approval  Phase.  Following  approval,  the drug manufacturer must
comply with  quality  assurance  and  quality  control  requirements  throughout
production and must continue analytical and stability studies of the drug during
commercial  production in order to continue to validate production processes and
confirm product shelf life.  Samples from each manufactured batch must be tested
prior to release of the batch for  distribution to the public.  The Company also
provides services in all areas during the post-approval phase,  concentrating on
bio-equivalence  studies  of new  formulations,  line  extensions,  new  disease
indications and drug interaction studies.


                                     - 6 -
<PAGE>

Company Services and Products

     Overview

     The Company  provides  bioanalytical  services,  preclinical  services  and
methods  development.  The Company has, for 27 years,  developed  expertise in a
number of core technologies,  which evolved into state-of-the-art  equipment and
procedures  designed to  quantify  trace  chemicals  in complex  materials.  The
Company also uses its expertise in analytical  chemistry to provide a wide range
of bioanalytical services to drug developers. Preclinical services provide basic
safety and dosage  information  to  researchers  and are a source of samples for
bioanalytical analyses.

     Services

     The Company's  customers draw on the Company's  knowledge in  bioanalytical
chemistry  and  preclinical   services  to  solve  complex  problems:

     o    Method Development and Validation. Analytical methods are developed to
          demonstrate potency, purity,  stability or physical attributes.  These
          methods are validated to ensure that the data  generated are accurate,
          precise,  reproducible  and reliable and are used  throughout the drug
          development process and in product support testing

     o    Product  Characterization.  Characterization  analysis  identifies the
          chemical composition, structure and physical properties of a compound.
          Characterization  data  is  a  significant  portion  of  a  regulatory
          application.  The Company uses several  techniques to characterize the
          compound.

     o    Stability Testing. The Company provides required stability testing and
          secure storage  facilities  necessary to establish and confirm product
          purity,   potency  and   shelflife.   The  Company  has  multiple  ICH
          (International   Conference  on  Harmonization)  validated  controlled
          climate GMP systems.

     o    Bioanalytical  Testing.  The  Company's  bioanalytical  testing  group
          analyzes  biological samples to measure drug concentration and monitor
          the rate of absorption and elimination.

     o    Preclinical and Pathology Services. BAS Evansville is the core for the
          Company's  preclinical  services group which provides  pharmacokinetic
          and safety  testing  protocols  in studies  ranging  from acute safety
          monitoring  on  drugs  and  medical  devices  to  chronic,  multi-year
          oncogenicity studies.

     o    In  Vivo  Sampling.  The  Company  pioneered  and  has  commercialized
          miniaturized in vivo sampling products and services for the continuous
          monitoring of chemical changes in life.

     Products

     The Company  designs,  manufactures  and  markets a range of  products  and
related scientific procedures that detect and quantify the presence of chemicals
in  certain   substances.   The  Company's  products  utilize   state-of-the-art
scientific technology including liquid  chromatography,  electrochemistry and in
vivo sampling instrumentation.  Presently, the Company's products and procedures
include:

     o    The Culex(R) ABS robotic  automatic  rodent blood  sampling  system is
          used by pharmaceutical researchers to monitor drug concentrations as a
          function of time  (pharmacokinetics).  The Culex provides  exceptional
          cost savings,  significant  reduction in stress and shorter  screening
          times to drug researchers.  Culex is one of the fastest-growing,  most
          significant products for the Company in a decade.

     o    Bioanalytical  separation  instrumentation (liquid chromatography) and
          Windows(R)   software  detect  and  quantify  low   concentrations  of
          substances in biological fluids and tissues.

     o    A wide-range of chemical analyzers that use  electrochemistry,  liquid
          chromatography   and  enzymology   analyze  trace  levels  of  organic
          chemicals such as neurotransmitters in biological samples.

     o    Diagnostic  kits  and  procedures  are  designed  to add  value to the
          Company's   instrumentation  and  enable  clinical   laboratories  and
          pharmaceutical researchers to determine the presence of multiple drugs
          in blood plasma and to measure neurotransmitters and their metabolites
          in plasma and urine.



                                     - 7 -
<PAGE>

     o    A  line  of  miniaturized  in  vivo  sampling  devices,   marketed  to
          veterinary  research  centers,  pharmaceutical  companies  and medical
          research  centers,  assist  in  the  study  of  a  number  of  medical
          conditions including stroke, depression, Parkinson's disease, diabetes
          and osteoporosis.

Clients

     Over the past five years, the Company  regularly has provided  services and
products to most of the top 25 pharmaceutical  companies in the world, as ranked
by 2000 research and development spending. In fiscal 2001, the Company estimates
that  more than 40% of its total  revenue  was  derived  from  these  companies.
Approximately 20% of the Company's revenues are generated from customers outside
the United States.

     The  Company  redirected  its sales team in the middle of fiscal  2000,  to
target pharmaceutical  companies with annual revenues less than $1 billion, with
the belief  that risk of client  concentration  could be reduced if  distributed
over a broader  account base.  The company also believes that  companies of this
size are less likely to have  resources  comparable  to the  Company's  and will
consequently be more inclined to establish a consistent, long-term relationship.

Sales and Marketing

     Although early client relationships grew primarily through direct, internal
recommendations among major pharmaceutical manufacturers,  the current sales and
marketing  plan  focuses  on key  account  development  among the top 200 global
pharmaceutical  companies.  The Company recognizes that its growth and continued
customer  satisfaction  depend upon its ability to continually improve its sales
and marketing functions. The key account development program is succeeding.

     In North America, the Company's products are sold directly to the end user.
The Company has 20 sales personnel and an equal number  providing  technical and
development  support.  The Company  also has created a  collection  of catalogs,
training and technical support literature,  video tapes,  CD-Rom  presentations,
web sites, workshops and academic publications.

     Sales,  marketing  and technical  support are based in the  Company's  main
office located in West Lafayette, Indiana. The Company also maintains offices in
Evansville, Indiana, New Jersey, and Warwickshire and Congleton, UK, each with a
sales and technical staff,  enabling the Company to present the Company in close
proximity  to its largest  concentration  of key  customers.  The  Company  also
maintains   sales  and  technical   support   capabilities  in  North  Carolina,
Massachusetts, New York, Ohio, Texas, Pennsylvania, New Jersey and Kansas.

     The Company's  primary  marketing  and sales  strategy is to be more client
focused and to further strengthen  communications with its markets.  The Company
will build on its long history of innovation and technical excellence.

     BAS  Analytics,  Ltd., a wholly-owned  subsidiary of the Company,  provides
direct liaison with research service clients in the United Kingdom and maintains
a  laboratory  to  provide  those  services.  BAS  Instruments,   Ltd.,  also  a
wholly-owned subsidiary of the Company, manages most product sales in Europe. In
addition,  the  Company has a network of more than 20  established  distributors
covering Japan, the Pacific Basin, South America,  the Middle East, India, South
Africa and Eastern Europe.  All of the Company's  distributor  relationships are
managed  from  the   Company's   headquarters   in  West   Lafayette,   Indiana.
International growth is planned through  acquisitions,  stronger local promotion
and significant expansion of the Company's distributor network.

Contractual Arrangements

     The Company's  service contracts  typically  establish an estimated fee for
identified  services.  In most cases,  some percentage of the contract costs are
paid in advance.  While the Company is  performing  a  contract,  clients  often
adjust the scope of  services  to be provided by the Company in light of interim
project results, at which time the fee is adjusted accordingly.  Generally,  the
Company's  fee-for-service  contracts are  terminable by the client upon written
notice of 30 days or less. Contracts may be terminated for a variety of reasons,
including  the client's  decision to forego a particular  study,  the failure of
product  prototypes to satisfy safety  requirements  and unexpected or undesired
results of product testing. The loss of a large contract or the loss of multiple
contracts could adversely affect the Company's future revenue and profitability.


                                     - 8 -
<PAGE>

Backlog

     Considering that the  arrangements,  pursuant to which the Company provides
its services, are terminable upon written notice of 30 days or less, the Company
does not  calculate  backlog for the  services it provides  and does not believe
that determining such amount would provide a meaningful  indicator of the future
performance of its services unit. Backlog for the Company's products consists of
booked  purchase  orders for products  which have not been shipped.  The Company
rarely  has a backlog  for its  products  of more than one month of sales.  Many
products are shipped within 24 hours of receipt of order.

Competition

     With respect to its services,  the Company competes primarily with in-house
research, development,  quality control and other support service departments of
pharmaceutical  and biotechnology  companies.  There are also full-service CRO's
that compete in this  industry.  The largest CRO  competitors  offering  similar
research services include Covance,  Inc.,  Pharmaceutical  Product  Development,
Inc.,  AAIpharma,  Inc. and MDS Health Group Ltd. CROs generally  compete on the
basis of previous  experience and medical and  scientific  expertise in specific
therapeutic areas, quality of contract research,  ability to organize and manage
large-scale trials on a global basis, medical database management  capabilities,
ability to  provide  statistical  and  regulatory  services,  ability to recruit
investigators,  ability to  integrate  information  technology  with  systems to
improve the  efficiency  of contract  research,  existence  of an  international
presence with strategically located facilities, financial viability and price.

     With respect to its  products,  the Company  competes  with  several  large
equipment manufacturers,  including Agilent, Waters Corporation and Perkin Elmer
Corporation. Competitive factors include product quality, reliability and price.
The Company  believes it competes  favorably in its niche target markets because
of its ability to combine quality products with technical assistance and service
to meet customer needs.

     Many  of the  Company's  competitors  are  much  larger  and  have  greater
resources than the Company,  which makes it difficult for the Company to capture
share from clients other than those who need the Company's unique capabilities.

Government Regulation

     The  services  performed  by the Company are subject to various  regulatory
requirements  designed to ensure the quality and integrity of pharmaceutical and
diagnostic products.  These regulations are governed primarily under the Federal
Food, Drug and Cosmetic Act, as well as associated GLP and GMP regulations which
are  administered  by the FDA in  accordance  with current  industry  standards.
Noncompliance  by the  Company  with GLP and GMP  regulations  could  result  in
disqualification  of data  collected  by the  Company in a  particular  project.
Material  violation  of GLP or  GMP  requirements  could  result  in  additional
regulatory sanctions and, in severe cases, could also result in a discontinuance
of  selected  Company  operations.  Such  discontinuance  could  have a material
adverse  effect on the Company's  business,  financial  condition and results of
operations.

     To help assure  compliance  with  applicable  regulations,  the Company has
established  quality  assurance  controls at its facilities that monitor ongoing
compliance by auditing test data and regularly inspecting facilities, procedures
and other GMP compliance parameters. In addition, FDA regulations and guidelines
serve  as  a  basis  for  the  Company's  standard  operating  procedures  where
applicable. Some of the Company's development and testing activities are subject
to the Controlled  Substances Act  administered by the Drug  Enforcement  Agency
(DEA), which strictly regulates all narcotic and habit-forming  substances.  The
Company maintains restricted-access facilities and heightened control procedures
for projects  involving  such  substances due to the level of security and other
controls  required by the DEA. In  addition to FDA  regulations,  the Company is
subject  to other  federal  and state  regulations  concerning  such  matters as
occupational safety and health and protection of the environment.

     The Company's  activities involve the controlled use of hazardous materials
and chemicals. The Company is subject to foreign,  federal, state and local laws
and  regulations  governing  the use,  storage,  handling  and  disposal of such
materials and certain waste products.  The risk of accidental  contamination  or
injury from these  materials  cannot be completely  eliminated.  In the event of
such an accident,  the Company could be held liable for any damages that result.
Such damages could have a material adverse effect on the Company's  business and
results of operations.



                                     - 9 -
<PAGE>

Product Liability and Insurance

     The  Company  maintains  product  liability  and  professional  errors  and
omissions liability insurance,  providing approximately $6.0 million in coverage
on a claims-made basis. Additionally, in certain circumstances the Company seeks
to manage  its  liability  risk  through  contractual  provisions  with  clients
requiring  the  Company to be  indemnified  by the client or covered by clients'
product liability insurance policies.  Also, in certain types of engagements the
Company  seeks to limit its  contractual  liability  to clients to the amount of
fees  received  by the  Company.  The  contractual  arrangements  are subject to
negotiation  with  clients  and the  terms  and  scope of such  indemnification,
liability  limitation and insurance coverage vary based upon client and project.
Although most of the Company's  clients are large,  well-capitalized  companies,
the financial  performance of these indemnities is not secured.  Therefore,  the
Company  bears the risk that the  indemnifying  party may not have the financial
ability to fulfill  its  indemnification  obligations  or that  liability  would
exceed the amount of  applicable  insurance.  Furthermore,  the Company could be
held  liable  for  errors and  omissions  in  connection  with the  services  it
performs.  There can be no assurance that the Company's  insurance coverage will
be adequate,  or that insurance  coverage will continue to be available on terms
acceptable  to the  Company,  or that the  Company  can  obtain  indemnification
arrangements or otherwise be able to limit its liability risk.

Employees

     At September  30, 2001,  the Company had 260  full-time  employees,  152 of
which hold college  degrees,  including 35 at the doctoral level.  All employees
enter  into  confidentiality   agreements  intended  to  protect  the  Company's
proprietary  information.  The  Company  believes  that its  relations  with its
employees are good. None of the Company's  employees are represented by a union.
The Company's performance depends on its ability to attract and retain qualified
professional,  scientific and technical  staff.  The level of competition  among
employers for skilled  personnel is high. The Company believes that its employee
benefit  plans  enhance  employee  morale,   professional  commitment  and  work
productivity  and provide an incentive for employees to remain with the Company.
While the Company has not  experienced  any unusual  problems in  attracting  or
retaining qualified  personnel,  there can be no assurance that the Company will
be able to avoid these problems in the future.


Item 2.  Properties

     The Company's  principal executive offices are located at 2701 Kent Avenue,
West Lafayette, Indiana, 47906, and constitute approximately 100,000 square feet
of operational and administrative space. The BAS Evansville facility consists of
seven buildings with 50,000 square feet of operational and administrative  space
on 52  acres.  The  Company  also  maintains  offices  which  provide  sales and
technical  support  services in New Jersey and the United  Kingdom,  and employs
sales and technical support service  representatives  in North Carolina,  Texas,
Massachusetts,  Pennsylvania  and New  Jersey.  The  Company  believes  that its
facilities  are  adequate  for  the  Company's   operations  and  that  suitable
additional space will be available when needed.

Item 3.  Legal Proceedings

     In April,  1997,  CMA  Microdialysis  Holding  A.B.  (CMA)  filed an action
against the Company in the United States  District Court for the District of New
Jersey in which CMA alleged that the  Company's  microdialysis  probes  infringe
U.S.  Patent No.  4,694,832.  During the quarter  ended  December 31, 2000,  the
Company settled this case for an immaterial amount.

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

     Not applicable.

                  [Remainder of page intentionally left blank.]


                                     - 10 -
<PAGE>

                                     Part II

Item 5. Market for Registrant's Common Equity and Related Stockholder Matters

     Market for Registrant's  Common Equity and Related  Stockholder  Matters on
the last page of our 2001 Annual Report is incorporated by reference.

                  [Remainder of page intentionally left blank.]


                                     - 11 -
<PAGE>

Item 6. Selected Financial Data

     You can find  Selected  Financial  Data for  each of our five  most  recent
fiscal  years  on the  first  page of our 2001  Annual  Report  under  "Selected
Consolidated Financial Data". That information is incorporated in this Report by
reference.

Item 7. Management's  Discussion and Analysis of Financial Condition and Results
of Operations

     You can find  Management's  Discussion and Analysis of Results of Financial
Condition  and  Operations  on  pages  10-13  of our 2001  Annual  Report.  This
information is incorporated in this Report by reference.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

     Not Applicable.


Item 8. Financial Statements and Supplementary Data

     You can find the consolidated  financial  statements of the Company and its
subsidiaries  in our 2001  Annual  Report at pages 14-17  (Consolidated  Balance
Sheets,  Consolidated  Statements  of  Operations,  Consolidated  Statements  of
Shareholders' Equity and Consolidated  Statements of Cash Flows) and pages 18-27
(Notes  to  Consolidated  Financial  Statements).  You can  find the  Report  of
Independent  Auditors  at page 28 of our 2001  Annual  Report.  All of the above
information is incorporated in this Report by reference.

     Also  incorporated  by reference  is  information  on quarterly  results of
operations,  which  can be found  in our 2001  Annual  Report  under  "Quarterly
Financial Data (unaudited)" at page 9.

Item  9.  Changes  in and  Disagreements  with  Accountants  on  Accounting  and
Financial Disclosure

     None.

                  [Remainder of page intentionally left blank.]


                                     - 12 -
<PAGE>

                                    Part III

Item 10.  Directors and Executive Officers of the Registrant.

Name                           Age                    Position
----                           ---                    --------

Peter T. Kissinger, Ph.D.......57..........Chairman of the Board;
                                           President; Chief Executive Officer
Ronald E. Shoup, Ph.D..........50..........President, BAS Analytics; Director
Douglas P. Wieten..............40..........Vice President, Finance; Chief
                                           Financial Officer; Treasurer
Candice B. Kissinger...........50..........Senior Vice President, Marketing;
                                           Secretary and Director
Craig S. Bruntlett, Ph.D.......52..........Senior Vice President,
                                           International Sales
Donnie A. Evans................55..........Vice President, Engineering
Stephen Geary, Ph.D............60..........Vice President, United States Sales
Lina L. Reeves-Kerner..........51..........Vice President, Human Resources
Michael P. Silvon..............54..........Vice President, Business
                                           Development
Michelle L. Troyer.............30..........Corporate Controller
William E. Baitinger...........68..........Director
Michael K. Campbell............50..........Director
John A. Kraeutler..............56..........Director
W. Leigh Thompson..............63..........Director

     PETER T. KISSINGER, PH.D. founded the Company in 1974 and has served as its
Chairman,  President  and  Chief  Executive  Officer  since  1974.  He is also a
part-time  Professor  of  Chemistry  at  Purdue  University,  where  he has been
teaching  since  1975.  Dr.  Kissinger  has a  Bachelor  of  Science  degree  in
Analytical  Chemistry from Union College and a Doctorate in Analytical Chemistry
from the University of North Carolina.

     RONALD E. SHOUP,  PH.D.  serves as President of the Company's BAS Analytics
contract services and is Managing Director of BAS Analytics,  Ltd. in the UK. He
joined BAS in 1980 as an applications chemist,  became Research Director in 1983
and initiated the laboratory  services group within BAS in 1988. Dr. Shoup has a
Bachelor of Science degree in Mathematics  and Chemistry from Purdue  University
and  then  attended  Michigan  State  and  Purdue  University  for  his  Ph.D in
Analytical  Chemistry.  He serves on the  Company's  board of directors and is a
member of the external  advisory  board to the Purdue  University  Department of
Chemistry.

     DOUGLAS P. WIETEN has been Vice  President,  Finance since  February  1999,
Chief Financial  Officer since September 1997 and Treasurer since March 1997. He
served as Corporate  Controller from 1992 to February 1999.  Prior to that time,
Mr. Wieten worked at Ernst & Young LLP,  where he had been employed  since 1984.
Mr. Wieten is a certified public accountant and has a Bachelor of Science degree
in Accounting from Butler University.

     CANDICE B.  KISSINGER  has been  Senior  Vice  President,  Marketing  since
January 2000. She served as Vice  President,  International  Sales and Marketing
since  July  1981.  From 1978 to 1981,  Mrs.  Kissinger  served  as an  accounts
receivable  clerk.   Mrs.   Kissinger  has  a  Bachelor  of  Science  degree  in
Microbiology  from Ohio Wesleyan  University  and a Master of Science  degree in
Food Science from the University of Massachusetts. Mrs. Kissinger is the wife of
Dr. Peter Kissinger.

     CRAIG S. BRUNTLETT,  PH.D. has been Senior Vice President of  International
Sales  since   January  2000.   From  1992  to  1999  he  was  Vice   President,
Electrochemical  Products.  From 1980 to 1990, Dr. Bruntlett was Director of New
Products  Development  for the  Company.  Dr.  Bruntlett  has a Bachelor of Arts
degree in Chemistry and Mathematics from St. Cloud State University in Minnesota
and a Ph.D. in Chemistry from Purdue University.

     DONNIE A.  EVANS he has been Vice  President,  Engineering  Services  since
January of 1988. Mr. Evans was the Company's first full-time employee, beginning
as an electronics engineer in 1978.



                                     - 13 -
<PAGE>

     STEPHEN  GEARY,  PH.D has been Vice  President,  United  States Sales since
January  1992.  Dr.  Geary is also  responsible  for the  sales  efforts  of the
Company's  clinical  products.  Dr.  Geary has a Bachelor  of Science  degree in
Biology  and  Chemistry  from Tufts  University,  a Master of Science  degree in
Biology from the  University of New Hampshire and a Ph.D. in  Biochemistry  from
Syracuse University.

     LINA L.  REEVES-KERNER has been Vice President,  Human Resources since 1995
and is  responsible  for the  administrative  support  functions of the Company,
including shareholder relations,  human resources and community relations.  From
1980 to 1990, Ms. Reeves-Kerner  served as an Administrative  Assistant with the
Company.  Ms.  Reeves-Kerner  has a  Bachelor  of  Science  degree  in  Business
Administration from Indiana Wesleyan University.

     MICHAEL P. SILVON,  PH.D.  has been Vice  President,  Business  Development
since March 1997.  Dr.  Silvon has been  general  manager,  BAS  Evansville  and
Vetronics since January 2000. Prior to January 1997, Dr. Silvon was principal in
his own consulting firm and Vice President Sales & Marketing at Hi-Port, Inc. in
Houston,   Texas.   Before  October  1993,  Dr.  Silvon  was  Regional  Business
Manager-Americas  for Zeneca  Fine  Chemical.  He has a  Bachelor  of Science in
Chemistry from Loyola University of Chicago, a Master of Business Administration
from Sacred Heart University and a Doctorate in Chemistry from the University of
Vermont.

     MICHELLE L. TROYER has been the Corporate  Controller  since February 1999.
Ms. Troyer joined the Company in 1994 as a Staff Accountant and became Assistant
Controller  in October  1996.  Ms.  Troyer has a Bachelor  of Science  degree in
Accounting from Purdue University and is a certified public accountant.

     WILLIAM E.  BAITINGER  has served as a director of the Company  since 1979.
Mr.  Baitinger  was  Director of  Technology  Transfer  for the Purdue  Research
Foundation  from 1988 until 2000.  In this capacity he was  responsible  for all
licensing and commercialization  activities from Purdue University. He currently
serves  as  Special  Assistant  to the Vice  President  for  Research  at Purdue
University.  Mr.  Baitinger  has a Bachelor of Science  degree in Chemistry  and
Physics from Marietta  College and a Master of Science  degree in Chemistry from
Purdue University.

     MICHAEL K. CAMPBELL has served as a director of the Company since 1991. Mr.
Campbell has been the Chairman and Chief Executive Officer of Powerway,  Inc., a
software company,  since May 1993. From November 1989 until January 1993, he was
Chief  Financial  Officer  of  Hurco  Companies,  Inc.  and  president  of Hurco
Manufacturing,  its largest  division.  He has a Bachelor  of Science  degree in
Accounting from the University of Southern Indiana.

     JOHN A.  KRAEUTLER  has served as a director of the Company  since  January
1997. Mr.  Kraeutler has been President and Chief Operating  Officer of Meridian
Bioscience,  Inc.  since  August 1992 and is also a  director.  Prior to joining
Meridian  Bioscience,  Inc.,  Mr.  Kraeutler  held a  progression  of technical,
marketing  and  general  management   positions  with  a  number  of  healthcare
companies, including Carter-Wallace,  Becton Dickinson and Organon (Akzo Nobel).
Mr.  Kraeutler  has  Bachelor  and  Master of Science  degrees  in biology  from
Fairleigh  Dickinson  University  and a Master  of  Business  Administration  in
marketing from Seton Hall University.

     W. LEIGH  THOMPSON,  PH.D.,  M.D.  has served as a director  of the Company
since January 1997. Since 1995, Dr. Thompson has been Chief Executive Officer of
Profound Quality Resources,  Inc., a scientific  consulting firm. Prior to 1995,
Dr. Thompson held various positions at Lilly Research Laboratories,  retiring as
Chief  Scientific  Director.  Dr.  Thompson has a Bachelor of Science  degree in
Biology  from the College of  Charleston,  a Master of Science,  a Doctorate  in
Pharmacology  and a Doctorate  in Science from the Medical  University  of South
Carolina and a Medical  Doctor  degree from The Johns  Hopkins  University.  Dr.
Thompson  is also a director  of  Chrysalis  International  Corporation,  Corvas
International,   Inc.  GeneMedicine,  Inc.,  La  Jolla  Pharmaceutical  company,
Medarex, Inc., Ophidian Pharmaceuticals, Inc. and Orphan Medical, Inc.


Item 11.  Executive Compensation.

     The  information  included  under the  captions  "Election  of  Directors -
Compensation of Directors" and "Executive  Compensation"  in the Proxy Statement
is incorporated herein by reference in response to this item.


                                     - 14 -
<PAGE>

Item 12.  Security Ownership of Certain Beneficial Owners and Management.

     The information  contained  under the captions "Share  Ownership of Certain
Beneficial Owners and Management" in the Proxy Statement is incorporated  herein
by reference in response to this item.


Item 13.  Certain Relationships and Related Transactions.

     The information  contained under the caption "Certain  Transactions" in the
Proxy Statement is incorporated herein by reference in response to this item.


                  [Remainder of page intentionally left blank.]


                                     - 15 -
<PAGE>

                                     Part IV

Item 14.  Exhibits, Financial Statement Schedules and Reports on Form 8-K

     (a) Documents filed as part of this Report.

          1.   Financial Statements:

               Included as outlined in Item 8 of Part II of this report.

               Report of Independent Auditors.

               Consolidated   Balance  Sheets  as  of  September  30,  2001  and
               September 30, 2000.

               Consolidated   Statements  of  Operations  for  the  Years  Ended
               September 30, 2001, 2000 and 1999.

               Consolidated  Statements  of  Shareholders'  Equity for the Years
               Ended September 30, 2001, 2000 and 1999.

               Consolidated  Statements  of  Cash  Flows  for  the  Years  Ended
               September 30, 2001, 2000 and 1999.

               Notes to Consolidated Financial Statements.


          2.   Financial Statement Schedules:

               Schedules  are  not  required,   are  not   applicable,   or  the
               information is shown in the Notes to the  Consolidated  Financial
               Statements.

     (b) Reports on Form 8-K. None.

     (c) Exhibits. See Index to Exhibits.



                                     - 16 -
<PAGE>

                                   SIGNATURES

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


                            BIOANALYTICAL SYSTEMS, INC.
                            ---------------------------
                                     (Registrant)


                            By:  /s/ Peter T. Kissinger
                                 -----------------------------------------------
                                 Peter T. Kissinger
                                 President, Chairman and Chief Executive Officer


                            By:  /s/ Douglas P. Wieten
                                 -----------------------------------------------
                                 Douglas P. Wieten
                                 Chief Financial Officer, Treasurer, VP Finance
                                 (Principal Financial and Accounting Officer)

Date:  December 27, 2001

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following  persons on behalf of the  Registrant and
in the capacities and on the dates indicated.

Signature                      Capacity                        Date
---------                      --------                        ----


/s/ Peter T. Kissinger         President, Chairman Chief       December 27, 2001
----------------------------   Executive Officer and
Peter T. Kissinger             Director


/s/ Douglas P. Wieten          Chief Financial Officer,        December 27, 2001
----------------------------   and Treasurer
Douglas P. Wieten


/s/ William E. Baitinger       Director                        December 27, 2001
----------------------------
William E. Baitinger


/s/ Michael K. Campbell        Director                        December 27, 2001
----------------------------
Michael K. Campbell


/s/ Candice B. Kissinger       Director                        December 27, 2001
----------------------------
Candice B. Kissinger


/s/ John A. Kraeutler          Director                        December 27, 2001
----------------------------
John A. Kraeutler


/s/ Ronald E. Shoup            Director                        December 27, 2001
----------------------------
Ronald E. Shoup


/s/ W. Leigh Thompson          Director                        December 27, 2001
----------------------------
W. Leigh Thompson


                                     - 17 -
<PAGE>

                               INDEX TO EXHIBITS


                                                                     Sequential
    Number                                                            Numbering
 Assigned In                                                         System Page
Regulation S-K                                                        Number of
   Item 601                 Description of Exhibits                    Exhibit
--------------              -----------------------                  -----------

    (2)             No Exhibit

    (3)    3.1      Second  Amended  and  Restated   Articles  of
                    Incorporation of Bioanalytical  Systems, Inc.
                    (Incorporated  by reference to Exhibit 3.1 to
                    Form 10-Q for the quarter ended  December 31,
                    1997).

           3.2      Second  Restated   Bylaws  of   Bioanalytical
                    Systems,  Inc.  (Incorporated by reference to
                    Exhibit  3.2 to Form  10-Q  for  the  quarter
                    ended December 31, 1997).

    (4)    4.1      Specimen   Certificate   for  Common   Shares
                    (Incorporated  by reference to Exhibit 4.1 to
                    Registration    Statement    on   Form   S-1,
                    Registration No. 333-36429).

           4.2      See Exhibits 3.1 and 3.2


    (9)             No Exhibit

    (10)   10.2     Bioanalytical  Systems, Inc. Outside Director
                    Stock Option Plan  (Incorporated by reference
                    to Exhibit 10.2 to Registration  Statement on
                    Form S-1, Registration No. 333-36429).

           10.3     Form of Bioanalytical  Systems,  Inc. Outside
                    Director Stock Option Agreement (Incorporated
                    by reference to Exhibit 10.3 to  Registration
                    Statement  on  Form  S-1,   Registration  No.
                    333-36429).

           10.4     Bioanalytical  Systems,  Inc.  1990  Employee
                    Incentive Stock Option Plan  (Incorporated by
                    reference  to  Exhibit  10.4 to  Registration
                    Statement  on  Form  S-1,   Registration  No.
                    333-36429).

           10.5     Form  of  Bioanalytical  Systems,  Inc.  1990
                    Employee  Incentive  Stock  Option  Agreement
                    (Incorporated by reference to Exhibit 10.5 to
                    Registration    Statement    on   Form   S-1,
                    Registration No. 333-36429).



                             - 18 -
<PAGE>

           10.6     Bioanalytical  Systems,  Inc.  1997  Employee
                    Incentive Stock Option Plan  (Incorporated by
                    reference  to Exhibit  10.26 to  Registration
                    Statement  on  Form  S-1,   Registration  No.
                    333-36429).

           10.7     Form  of  Bioanalytical  Systems,  Inc.  1997
                    Employee  Incentive  Stock  Option  Agreement
                    (Incorporated  by reference to Exhibit  10.27
                    to   Registration   Statement  on  Form  S-1,
                    Registration No. 333-36429).

           10.8     1997  Bioanalytical   Systems,  Inc.  Outside
                    Director Stock Option Plan  (Incorporated  by
                    reference  to Exhibit  10.28 to  Registration
                    Statement  on  Form  S-1,   Registration  No.
                    333-36429).

           10.9     Form  of  Bioanalytical  Systems,  Inc.  1997
                    Outside   Director  Stock  Option   Agreement
                    (Incorporated  by reference to Exhibit  10.29
                    to   Registration   Statement  on  Form  S-1,
                    Registration No. 333-36429).

           10.10    Business   Loan   Agreement  by  and  between
                    Bioanalytical  Systems,  Inc.,  and Bank One,
                    Indiana, N.A. dated April 1, 2001.

           10.11    Commercial  Security Agreement by and between
                    Bioanalytical  Systems,  Inc.  and Bank  One,
                    Indiana,    N.A.,   dated   March   1,   1998
                    (Incorporated  by reference to Exhibit  10.15
                    to Form 10-Q for the quarter  ended March 31,
                    1998).

           10.12    Negative  Pledge  Agreement  by  and  between
                    Bioanalytical  Systems,  Inc.  and Bank  One,
                    Indiana,    N.A.,   dated   March   1,   1998
                    (Incorporated  by reference to Exhibit  10.16
                    to Form 10-Q for the quarter  ended March 31,
                    1998).

           10.13    Promissory Note by and between  Bioanalytical
                    Systems,  Inc.  and Bank One,  Indiana  N.A.,
                    dated  June 24,  1999  related to loan in the
                    amount   of   $3,500,000   (Incorporated   by
                    reference to Exhitibit 10.18 to Form 10-Q for
                    the quarter ended June 30, 1999).

           10.14    Promissory  Note for  $3,500,000  executed by
                    Bioanalytical  Systems, Inc. in favor of Bank
                    One,   Indiana  N.A.,  dated  April  1,  2001
                    (Incorporated  by reference to Exhibit  10.14
                    to Form 10-Q for the  quarter  ended June 30,
                    2000).

    (12)            No Exhibit

    (13)   13.1     2001 Annual Report

    (16)            No Exhibit

    (18)            No Exhibit

    (21)   21.1     Subsidiaries of the Registrant

    (23)   23.1     Consent of Independent Auditors

    (24)            No Exhibit

    (27)            No Exhibit

    (99)   99.1     Risk Factors



                             - 19 -