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

                                  ------------

                                   FORM 10-QSB

                                  ------------

                  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                For the quarterly period ended December 31, 1997
                         Commission File Number 1-11182

                         BIO-IMAGING TECHNOLOGIES, INC.
--------------------------------------------------------------------------------
        (Exact Name of Small Business Issuer as Specified in Its Charter)


         Delaware                                         11-2872047
------------------------------              ------------------------------------
(State or Other Jurisdiction of             (I.R.S. Employer Identification No.)
Incorporation or Organization)


830 Bear Tavern Road, West Trenton, New Jersey                      08628-1020
--------------------------------------------------------------------------------
(Address of Principal Executive Offices)                            (Zip Code)


                                 (609) 883-2000
                          ----------------------------
                             (Registrant's Telephone
                          Number, Including Area Code)


     Check  whether  the Issuer:  (1) filed all reports  required to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 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 December 31, 1997:

               Class                                   Number of Shares
               -----                                   ----------------

Common  Stock, $.00025 par value                           7,773,878


     Transitional Small Business Disclosure Format:

                              Yes:             No:   X
                                  ------          ------


<PAGE>


                 BIO-IMAGING TECHNOLOGIES, INC. AND SUBSIDIARIES

                                TABLE OF CONTENTS
                                -----------------

                                                                  Page

PART I      FINANCIAL INFORMATION

      Item 1.  Financial Statements...............................  1

           CONSOLIDATED BALANCE SHEETS
           as of December 31, 1997 (unaudited) and
           September 30, 1997.....................................  2

           CONSOLIDATED STATEMENTS OF OPERATIONS
           For the Three Months Ended December 31, 1997 and 1996
           (unaudited)............................................  3

           CONSOLIDATED STATEMENTS OF CASH FLOWS
           For the Three Months Ended December 31, 1997 and 1996
           (unaudited)............................................  4

           NOTES TO CONDENSED CONSOLIDATED FINANCIAL
           STATEMENTS (unaudited).................................  5

      Item 2.  Management's Discussion and Analysis of Financial
               Condition and Results of Operations................  7

           Results of Operations..................................  7

           Liquidity and Capital Resources........................ 10

PART II    OTHER INFORMATION

      Item 6.  Exhibits and Reports on Form 8-K................... 11

SIGNATURES........................................................ 12


                                     -i-


<PAGE>


                                     PART I

Item 1.   Financial Statements.


     Certain  information  and footnote  disclosures  required  under  generally
accepted accounting principles have been condensed or omitted from the following
consolidated  financial  statements pursuant to the rules and regulations of the
Securities and Exchange Commission, although Bio-Imaging Technologies, Inc. (the
"Company")  believes  that the  disclosures  are  adequate  to  assure  that the
information  presented is not misleading in any material respect.  The following
consolidated  financial  statements  should  be read  in  conjunction  with  the
year-end  consolidated  financial  statements and notes thereto  included in the
Company's  Annual Report on Form 10-KSB for the fiscal year ended  September 30,
1997.

     The results of operations for the interim periods  presented herein are not
necessarily indicative of the results to be expected for the entire fiscal year.


                                      -1-
<PAGE>
<TABLE>


                     BIO-IMAGING TECHNOLOGIES, INC. AND SUBSIDIARIES
                     -----------------------------------------------

                               CONSOLIDATED BALANCE SHEETS
                               ---------------------------

<CAPTION>
                                                             December 31,   September 30,
                                                                1997            1997
                                                             -----------    -------------
                                                             (unaudited)
                                     ASSETS
<S>                                                          <C>            <C>        
Current assets:
  Cash and cash equivalents ..............................   $ 2,158,550    $ 2,367,658
  Accounts receivable, net ...............................     1,213,663      1,214,052

  Prepaid expenses and other current assets ..............       112,572         88,518
                                                             -----------    -----------
   Total current assets ..................................     3,484,785      3,670,228
                                                             -----------    -----------

Property and equipment, net ..............................     1,533,355      1,669,678
Other assets .............................................        57,936         67,076
                                                             -----------    -----------
   Total assets ..........................................   $ 5,076,076    $ 5,406,982
                                                             ===========    ===========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
  Deferred revenue .......................................   $   382,550    $   414,360
  Accounts payable .......................................        49,663         81,832
  Accrued expenses and other current liabilities .........       316,049        239,351
  Current maturities of long-term debt ...................        62,853         87,084
                                                             -----------    -----------
   Total current liabilities .............................       811,115        822,627
                                                             -----------    -----------
Long-term debt ...........................................         5,559         12,794
                                                             -----------    -----------
   Total liabilities .....................................       816,674        835,421
                                                             -----------    -----------
Stockholders' equity:
  Preferred stock - $.00025 par value;
   authorized 3,000,000 shares, 416,667
   issued and outstanding ($500,000
   liquidation preference) ...............................           104            104
  Common stock - $.00025 par value;
   authorized 18,000,000 shares, 7,773,878
   and 7,753,878 shares issued and
   outstanding at December 31, 1997 and
   September 30, 1997, respectively ......................         1,944          1,939
  Additional paid-in capital .............................     9,231,497      9,215,603
  Accumulated deficit ....................................    (4,974,143)    (4,646,085)
                                                             -----------    -----------
   Stockholders' equity ..................................     4,259,402      4,571,561
                                                             -----------    -----------
   Total liabilities and stockholders' equity ............   $ 5,076,076    $ 5,406,982
                                                             ===========    ===========


                See Notes to Condensed Consolidated Financial Statements
                                          -2-
</TABLE>
<PAGE>


               BIO-IMAGING TECHNOLOGIES, INC. AND SUBSIDIARIES
               -----------------------------------------------

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                      -------------------------------------
                                   (unaudited)

                                                     For the Three Months Ended
                                                             December 31,
                                                     ---------------------------
                                                         1997           1996
                                                     -----------    ------------

Project revenue ..................................   $ 1,118,096    $ 1,202,550

Project costs ....................................       504,503        450,407
                                                     -----------    -----------

Gross profit .....................................       613,593        752,143

General and administrative expenses ..............       468,759        381,913

Selling and marketing expenses ...................       276,934        173,295

Research and development expenses ................        72,656         39,768

Restructuring charge .............................       150,000           --
                                                     -----------    -----------

(Loss) income from operations ....................      (354,756)       157,167

Interest income - net ............................        26,698          6,808
                                                     -----------    -----------

Net (loss) income ................................      (328,058)       163,975

Dividends on preferred stock .....................        10,000         10,000
                                                     -----------    -----------

Net (loss) income applicable to common stock .....   $  (338,058)   $   153,975
                                                     ===========    ===========

Basic (loss) earnings per share ..................   $     (0.04)   $      0.03
                                                     ===========    ===========
Weighted average number of common
  shares outstanding .............................     7,767,285      6,000,418
                                                     ===========    ===========
Diluted (loss) earnings per share ................   $     (0.04)   $      0.02
                                                     ===========    ===========
Weighted average number of common and
  common equivalent shares outstanding ...........     7,767,285      7,265,035
                                                     ===========    ===========


            See Notes to Condensed Consolidated Financial Statements
                                      -3-
<PAGE>
<TABLE>


                         BIO-IMAGING TECHNOLOGIES, INC. AND SUBSIDIARIES
                         -----------------------------------------------

                              CONSOLIDATED STATEMENTS OF CASH FLOWS
                              -------------------------------------
                                           (unaudited)

<CAPTION>

                                                                    For the Three Months Ended
                                                                           December 31,
                                                                    --------------------------
                                                                         1997           1996
                                                                    -----------    -----------

<S>                                                                 <C>            <C>        
Cash flows from operating activities:
   Net (loss) income ............................................   $  (328,058)   $   163,975
   Adjustments to reconcile net income to net cash
     used in operating activities:
     Depreciation and amortization ..............................       164,914        154,000
     Changes in operating assets and liabilities:
       Decrease in accounts receivable ..........................           389          1,945
       Increase in prepaid expenses and other current assets ....       (24,054)       (11,533)
       Decrease (increase) in other assets ......................         9,140         (4,244)
       Decrease in deferred revenue .............................       (31,810)      (203,488)
       (Decrease) increase in accounts payable ..................       (32,169)        95,801
       Increase in accrued expenses and other current
         liabilities ............................................        76,698         49,634
                                                                    -----------    -----------
       Net cash (used in) provided by operating activities ......      (164,950)       246,090
                                                                    -----------    -----------
Cash flows from investing activities:
   Purchases of property and equipment ..........................       (28,591)      (170,328)
                                                                    -----------    -----------
       Net cash used in investing activities ....................       (28,591)      (170,328)
                                                                    -----------    -----------
Cash flows from financing activities:
   Payments under equipment lease obligations ...................       (31,466)       (21,999)
   Dividends paid on preferred stock ............................          --          (21,222)
   Proceeds from exercise of stock options ......................        15,899         54,300
                                                                    -----------    -----------
       Net cash (used in) provided by financing activities ......       (15,567)        11,079
                                                                    -----------    -----------
Net (decrease) increase in cash and cash equivalents ............      (209,108)        86,841
Cash and cash equivalents at beginning of period ................     2,367,658      1,377,633
                                                                    -----------    -----------
Cash and cash equivalents at end of period ......................   $ 2,158,550    $ 1,464,474
                                                                    ===========    ===========
Supplemental disclosures of cash flow information:
   Cash paid during the period for interest .....................   $     2,246    $     4,552
                                                                    ===========    ===========


                    See Notes to Condensed Consolidated Financial Statements
                                              -4-
</TABLE>
<PAGE>


                 BIO-IMAGING TECHNOLOGIES, INC. AND SUBSIDIARIES
                 -----------------------------------------------

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
              ----------------------------------------------------
                                   (unaudited)



Note 1 - Basis of Presentation:


     The financial statements included herein have been prepared by the Company,
without  audit,  pursuant to the rules and  regulations  of the  Securities  and
Exchange  Commission.  Certain  information  and footnote  disclosures  normally
included in financial  statements prepared in accordance with generally accepted
accounting  principles have been condensed or omitted pursuant to such rules and
regulations.   These  consolidated   financial  statements  should  be  read  in
conjunction  with  the  consolidated  financial  statements  and  notes  thereto
included  in the  Company's  Annual  Report on Form  10-KSB  for the year  ended
September 30, 1997.

     In the  opinion of the  Company's  management  the  accompanying  unaudited
consolidated financial statements contain all adjustments,  consisting solely of
those which are of a normal  recurring  nature,  necessary to present fairly its
financial position as of December 31, 1997 and the results of its operations and
its cash flows for the three months ended December 31, 1997 and 1996.

     Basic (loss)  earnings per share was  calculated  based upon the net income
available  to common  stockholders  divided by the  weighted  average  number of
shares of Common Stock  outstanding  during the period.  Diluted loss per common
share for the period ended  December 31, 1997 excludes the impact of options and
warrants as they are  antidilutive.  Diluted  earnings  per common share for the
period  ended  December  31,  1996 was  calculated  based  upon  the net  income
available to common stockholders, after giving effect to the assumed conversions
of Preferred  Stock divided by the weighted  average  number of shares of Common
Stock adjusted for the incremental dilution of outstanding options, warrants and
Preferred Stock during the period.

     Interim  results  are not  necessarily  indicative  of results for the full
fiscal year.



Note 2 - Stockholders' Equity:


     The Company has 416,667 shares of Series A Preferred  Stock (the "Preferred
Stock")  outstanding.  The Preferred  Stock provides for (i) voting rights on an
as-converted to Common Stock basis, with standard protective provisions;  (ii) a
liquidation  preference of $1.20 per share; (iii)  anti-dilution  protection and
price protection  provisions;  (iv) cumulative dividends of $0.096 per share per
annum,  payable out of funds legally  available for the payment of dividends and
only upon declaration of dividends by the Board of Directors of the Company; and
(v) registration rights with respect to the shares of Common Stock issuable upon
conversion  of the  Preferred  Stock.  Dividends  are  payable in cash or in the
Company's  Common  Stock at the  Company's  discretion.  At December  31,  1997,
preferred  dividends in arrears  aggregated  approximately  $20,000 or $0.05 per
share of the Series A Preferred Stock.


                                      -5-
<PAGE>


                 BIO-IMAGING TECHNOLOGIES, INC. AND SUBSIDIARIES
                 -----------------------------------------------

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
              ----------------------------------------------------
                                   (unaudited)



Note 2 - Stockholders' Equity: (continued):


     The Company has neither  paid nor  declared  dividends  on its Common Stock
since its  inception  and does not plan to pay  dividends on its Common Stock in
the foreseeable future. Any earnings which the Company may realize and which are
not paid as dividends to holders of Preferred  Stock will be retained to finance
the growth of the Company.


                                      -6-
<PAGE>


Item 2.  Management's Discussion and Analysis of Financial Condition and
         Results of Operations.



RESULTS OF OPERATIONS


     The Company experienced a loss for the three months ended December 31, 1997
(the "First  Quarter of Fiscal  1998"),  primarily  as a result of  insufficient
project  revenue to support the  infrastructure  of the Company  coupled  with a
restructuring  charge  resulting from the termination of two business  divisions
and the resignations of two executive  officers of the Company in December 1997.
The Company's project revenue was adversely  impacted by its lengthy sales cycle
(the period from the  presentation  by the Company to a potential  client to the
engagement of the Company by such client) which is approximately nine months. In
addition, project timing impacts the Company's results of operations. Typically,
the  contracts  under which the Company is engaged to perform  services  cover a
period of 12-24  months  and the volume and type of  services  performed  by the
Company vary during the course of a project.  The Company's  lengthy sales cycle
and contract  timing  adversely  affected the Company's  project  revenue in the
First  Quarter of Fiscal 1998.  During  Fiscal 1997,  the Company  increased its
sales and marketing  activities  but expects  project  revenue to continue to be
adversely  affected  through at least the  second  quarter  of Fiscal  1998.  In
addition,  the Company's  client base remains  highly  concentrated.  Two client
contracts represented approximately 58% of the Company's project revenue for the
period,  of which one European client  represented  approximately 44% of project
revenue.

     In December  1997,  the Company  terminated  two  business  divisions,  the
Marketing  Information Services Division and the Data Management and Information
Systems  Division,  which were  established in October 1996. These divisions did
not meet the Company's  expectations and the Company believed that its resources
were better focused on its core clinical trials service  business.  In addition,
two executive officers of the Company resigned in December. As a result of these
events,  the Company  incurred a  restructuring  charge of  $150,000  during the
period.

     Despite  lower project  revenue for the First  Quarter of Fiscal 1998,  the
Company believes that demand for its services and technologies  will grow during
the longer  term as the use of digital  technologies  for data  acquisition  and
management  increases in the  radiology  and drug  development  communities.  In
addition,  the United States Food and Drug  Administration is gaining experience
with  electronic  submissions  and  is  continuing  to  develop  guidelines  for
computerized  submission of data,  including  medical images.  Furthermore,  the
increased  use of digital  medical  images in clinical  trials,  especially  for
important  drug  classes  such as  neurologic  and  oncologic  therapeutics  and
diagnostic image agents,  generate large amounts of image data that will require
processing,  analysis,  data management and submission services.  Due to several
factors,  including  an  increase  in  competition,  there can be no  assurance,
however,  that demand for the Company's  services and technologies will grow, or
sustain growth,  or that additional  revenue  generating  opportunities  will be
realized by the Company.

     Certain  statements  included  in  the  Form  10-QSB,  including,   without
limitation,  statements  regarding the anticipated growth in the markets for the
Company's  services,  the


                                      -7-
<PAGE>


continuation  of the  trends  favoring  outsourcing  of  biomedical  information
technology  services by pharmaceutical  and  biotechnology  companies and trends
favoring the use of such information  technologies by the United States Food and
Drug  Administration,  the  anticipated  longer  term  growth  of the  Company's
business,  the information  concerning existing client contracts,  the timing of
the projects and trends in future  operating  performance,  are  forward-looking
statements  within the meaning of Section 21E of the Securities  Exchange Act of
1934, as amended.  The factors  discussed  herein,  such as the Company's client
concentration  and lengthy  sales  cycle,  the  Company's  ability to obtain new
business and accurately  estimate the timing of projects due to the  variability
in size,  scope and  duration of projects,  regulatory  delays,  clinical  study
results which lead to reductions or cancellations of projects, and other factors
not within the Company's control, and other risks expressed from time to time in
the Company's  filings with the Securities and Exchange  Commission  could cause
actual results and developments to be materially  different from those expressed
in or implied by such statements.



     Three Months Ended December 31, 1997 and 1996
     ---------------------------------------------


     Project  revenue for the First  Quarter of Fiscal 1998 and the three months
ended December 31, 1996 (the "First Quarter of Fiscal 1997") were  approximately
$1,118,000 and $1,203,000,  respectively, a decrease of approximately $84,000 or
7.0%.  Project  revenue in each of the First  Quarter of Fiscal  1998 and Fiscal
1997  were  derived  from  17  clients,  of  which  two  clients  accounted  for
approximately  58% of the Company's revenue for the First Quarter of Fiscal 1998
and five  clients  accounted  for  approximately  81% of the  Company's  project
revenue  for the First  Quarter of Fiscal  1997.  Project  revenue for the First
Quarter of Fiscal 1998 was lower than project  revenue for the First  Quarter of
Fiscal  1997  primarily  as a result of a decrease in the work  scheduled  to be
performed by the Company on existing  contracts  in the First  Quarter of Fiscal
1998 as compared to the same quarter in Fiscal 1997. The Company's scope of work
in  both  periods  included   medical  imaging  core  laboratory   services  and
image-based information management services.

     Project  costs in each of the First  Quarter of Fiscal 1998 and Fiscal 1997
were  comprised of  professional  salaries and benefits and allocated  overhead.
Project  costs  for the  First  Quarter  of  Fiscal  1998 and  Fiscal  1997 were
approximately $505,000 and $450,000,  respectively, an increase of approximately
$54,000 or 12.0%. This increase is attributable to the mix of services for which
the Company was engaged to provide. During the First Quarter of Fiscal 1998, the
Company primarily provided certain core laboratory  services which required more
resources to perform as compared to other core  laboratory  services  which were
primarily performed in the First Quarter of Fiscal 1997.

     The gross  margin  percentage  during  the  First  Quarter  of Fiscal  1998
decreased to 54.9% from 62.5% for the corresponding  period in Fiscal 1997. Such
decrease is attributable  primarily to the mix of services for which the Company
was  engaged to  provide,  and,  to a lesser  extent,  a decrease  in prices the
Company charged for certain  services as a result of increased  competition from
academic core  laboratories  and clinical  research  organizations.  The Company
expects that increased  competition will continue to create pricing pressure for
its services.

     General and administrative  expenses in each of the First Quarter of Fiscal
1998 and Fiscal 1997 consisted primarily of professional  salaries and benefits,
depreciation and amortization, professional and consulting services, office rent
and corporate insurance.  General and administrative expenses were approximately
$469,000 in the First Quarter of Fiscal 1998 and


                                      -8-
<PAGE>


approximately  $382,000 in the First Quarter of Fiscal 1997. The increase during
the First  Quarter of Fiscal 1998 of  approximately  $87,000 or 22.7%,  from the
corresponding Fiscal 1997 quarter,  resulted primarily from expenses incurred by
the Company's European facility which commenced  operations in second quarter of
Fiscal 1997.

     Sales and  marketing  expenses in each of the First  Quarter of Fiscal 1998
and Fiscal 1997 were comprised of direct sales and marketing costs, professional
salaries and benefits and allocated overhead.  Sales and marketing expenses were
approximately  $277,000 in the First  Quarter of Fiscal  1998 and  approximately
$173,000 in the First  Quarter of Fiscal  1997.  The  increase  during the First
Quarter  of  Fiscal  1998  of  approximately   $104,000,   or  59.8%,  from  the
corresponding  Fiscal 1997  quarter,  resulted  primarily  from the  increase in
personnel  and  resources  dedicated to sales and  marketing  activities  in the
United States and in Europe.

     Research and  development  expenses in each of the First  Quarter of Fiscal
1998 and Fiscal  1997  consisted  of  professional  salaries  and  benefits  and
overhead charged to research and development projects.  Research and development
expenses  during  the  First  Quarter  of  Fiscal  1998  and  Fiscal  1997  were
approximately $73,000 and $40,000,  respectively.  The increase during the First
Quarter  of  Fiscal  1998  of  approximately   $33,000,   or  82.7%,   from  the
corresponding  Fiscal  1997  quarter,  resulted  primarily  from an  increase in
resources  dedicated  to  research  and  development   projects.   Research  and
development expenses in the First Quarter of Fiscal 1998 and Fiscal 1997 focused
on the formulation and design of product and process alternatives. There were no
capitalized  computer software  development costs in either the First Quarter of
Fiscal 1998 or the First Quarter of Fiscal 1997. However, the Company has in the
past capitalized, and in the future may capitalize, certain computer development
costs in accordance with the Statement of Financial  Accounting  Standards Board
No. 86.

     Total  operating  expenses in each of the First  Quarter of Fiscal 1998 and
Fiscal 1997 consisted of project  costs,  general and  administrative  expenses,
sales  and  marketing  expenses  and  research  and  development  expenses.  The
Company's total operating  expenses were  approximately  $1,323,000 in the First
Quarter of Fiscal 1998 (excluding a restructuring  charge of $150,000  resulting
from the termination of two business divisions and resignations of two executive
officers in December  1997) and  approximately  $1,045,000 in the  corresponding
quarter in Fiscal  1997.  Such  increase of  approximately  $277,000 or 26.5% is
primarily  attributed  to an  increase  in the  Company's  sales  and  marketing
expenses and expenses incurred by the Company's  European facility which had not
yet commenced operations in the First Quarter of Fiscal 1997.

     Net interest  income of  approximately  $27,000 during the First Quarter of
Fiscal 1998 resulted from interest  earned on cash  balances,  offset in part by
interest expense incurred in conjunction with equipment lease  obligations.  The
Company earned greater  interest income in the First Quarter of Fiscal 1998 than
in the First  Quarter of Fiscal 1997 due to higher cash  balances.  Net interest
income was approximately $7,000 in the First Quarter of Fiscal 1997.

     The   Company's  net  loss  for  the  First  Quarter  of  Fiscal  1998  was
approximately  $328,000,  while the  Company  had net  income  of  approximately
$164,000 in the First Quarter of Fiscal


                                      -9-
<PAGE>


1997.  The Company's net loss for the First Quarter of Fiscal 1998 was primarily
attributable   to  insufficient   project   revenue   required  to  support  the
infrastructure of the Company coupled with the restructuring charge of $150,000.



     Liquidity and Capital Resources

     At  December  31,  1997,  the  Company  had cash and  cash  equivalents  of
approximately $2,159,000. Working capital at December 31, 1997 was approximately
$2,674,000.

     For the  three  months  ended  December  31,  1997,  the  Company  invested
approximately  $29,000  in  capital  and  leasehold  improvements.  The  Company
currently  anticipates that capital  expenditures for the balance of Fiscal 1998
will approximate $500,000.  These expenditures  represent additional upgrades in
the Company's  networking,  data storage and core laboratory  capabilities along
with similar capital requirements for its European operations.

     In November 1996, the Company paid to the holders of its Preferred Stock an
aggregate  amount  of  $21,222  which  amount  represented   accrued  cumulative
dividends for the period from  December 21, 1995 through and including  June 30,
1996. In January 1997, the Company paid to the holders of its Preferred Stock an
aggregate  amount  of  $20,000  which  amount  represented   accrued  cumulative
dividends  for the period from July 1, 1996 through and  including  December 31,
1996. In September  1997, the Company paid to the holders of its Preferred Stock
an aggregate  amount of $20,000  which  amount  represented  accrued  cumulative
dividends  for the period from  January 1, 1997 through and  including  June 30,
1997.  For  future  dividend  obligations,  see  "Note  2 - Notes  to  Condensed
Consolidated Financial Statements."

     The  Company  anticipates  that  its  cash at  December  31,  1997  will be
sufficient to fund working capital needs and capital requirements through fiscal
1998.


                                      -10-
<PAGE>


                                     PART II



Item 6.   Exhibits and Reports on Form 8-K.

     (a)   Exhibits.

           Exhibit            Description of Exhibit
           -------            ----------------------

             27               Financial Data Schedule

     (b)   Reports on Form 8-K.

          On December 24, 1997, the Company filed a report on Form 8-K reporting
     a corporate  restructuring  wherein,  the Company  ceased the operation and
     funding  of the  Marketing  Information  Services  Division  and  the  Data
     Management  and  Information  Services  Division.  In the same filing,  the
     Company  reported  management  changes due to the  resignation of Donald W.
     Lohin and James J. Conklin  from their  positions on the Board of Directors
     and as  executive  officers  and  employees  of the  Company.  The Board of
     Directors named Mark L. Weinstein as interim Chief Executive Officer.

          Subsequent  to the end of the quarter  ended  December  31,  1997,  on
     January 15,  1998,  the Company  filed a report on Form 8-K  reporting  the
     change in  certifying  accountants,  for the fiscal year end  September 30,
     1998, from  Goldstein,  Golub,  Kessler & Company,  P.C. to Arthur Andersen
     LLP.


                                      -11-
<PAGE>


                                   SIGNATURES


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

                                       BIO-IMAGING TECHNOLOGIES, INC.


DATE:   February 12, 1998             By: /s/ Mark L. Weinstein
                                          --------------------------
                                           Mark L. Weinstein
                                           Interim Chief Executive Officer
                                           (Principal Executive Officer)

DATE:   February 12, 1998             By: /s/ Robert J. Phillips
                                          --------------------------
                                           Robert J. Phillips, Vice President
                                           and Chief Financial Officer
                                           (Principal Financial and
                                           Accounting Officer)


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