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                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C. 20549
   
                                 AMENDMENT #1   
                                 FORM 10-QSB/A
    


          [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                       SECURITIES EXCHANGE ACT OF 1934


              For the quarterly period ended September 30, 1996


          [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                       SECURITIES EXCHANGE ACT OF 1934


                      Commission File Number: 0-24696


                         NATIONAL DIAGNOSTICS, INC.
           (Exact Name of Registrant as Specified in its Charter)

                                      
        Florida                                         59-3248917
        -------                             (I.R.S. Employer Identification No.)
(State or other jurisdiction of                                                 
incorporation or organization)


737B West Brandon Blvd., Brandon, Florida                  33511 
-----------------------------------------                  ----- 
(Address of Principal Executive Offices)                 (Zip Code)


Registrant's Telephone Number, including area code:    (813) 661-9501


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 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 the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date:


Class: Common Stock, No Par Value     Outstanding at November 6, 1996: 2,628,577

Transitional Small Business Disclosure Format (check one)     YES [ ]  NO [X]


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                                  SIGNATURES


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

   

Date: November 22, 1996
    


    NATIONAL DIAGNOSTICS, INC.



    /s/ Curtis L. Alliston                                                 
    -------------------------------------
    Curtis L. Alliston
    President and Chief Operating Officer



    /s/ Dennis C. Hult                                                      
    -------------------------------------
    Dennis C. Hult
    Comptroller





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                           NATIONAL DIAGNOSTICS, INC.

                          EXHIBIT INDEX TO FORM 10-QSB

Exhibits

   

    10.34        Equipment Lease Agreement dated July 15, 1996 between National
                 Diagnostics/Riverside, Inc. and Siemens Credit Corporation
                 relating to Riverside's computer tomography equipment.

    10.35        Equipment Lease Agreement dated August 12, 1996 between
                 National Diagnostics/Riverside, Inc. and Siemens Credit
                 Corporation relating to the Riverside's ultrasound equipment.

    10.36        Promissory Note and Business Loan Agreement dated September 9,
                 1996 between Brandon Diagnostic Center, Ltd. and South
                 Hillsborough Community Bank related to equipment refinancing.

    10.37        Equipment Lease Agreement dated September 11, 1996 between
                 National Diagnostics/Riverside, Inc.  ("Riverside") and
                 Siemens Credit Corporation relating to Riverside's Sireskop
                 CX.

    10.38 **     Loan and Security Agreement dated September 13, 1996 between
                 National Diagnostics, Inc. and DVI Business Credit Corporation
                 relating the Company's line of credit.

    27 **        Financial Data Schedule (For SEC Use Only)
    --------------------------

    ** - Filed Previously with Form 10-QSB
    



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