SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
___________________
Date of Report (Date of earliest event reported) August 29, 1997
DIASENSE, INC.
(Exact name of registrant as specified in its charter)
Pennsylvania 0-26504 25-1605848
(State of other jurisdiction (Commission File Number)
(IRS Employer
of incorporation)
Identification no.)
300 Indian Springs Road, Indiana, Pennsylvania 15701
(Address of principal executive offices) ( Zip
Code)
Registrant's telephone number, including area code (412) 349-1811
_________________________________________________________________
(Former name or former address,
if changes since last report.)
<PAGE>
Item 1. Change in Control of Registrant.
Not applicable.
Item 2. Acquisition or Disposition of Assets.
Not applicable.
Item 3. Bankruptcy or Receivership.
Not applicable.
Item 4. Changes in Registrant's Certifying Accountant
Not applicable.
Item 5. Other Events.
Not applicable.
Item 6. Resignation of Registrant's Directors.
On August 29, 1997, the Company accepted the
resignation of its director Gary R. Keeling. The Company also
accepted Mr. Keeling's resignation as it's Vice President of
Marketing and Sales.
Item 7. Financial Statement, Pro Forma Financial Information
and Exhibits.
(a) Financial Statements and Businesses Acquired - Not
Applicable.
(b) Pro Forma Financial Information - Not Applicable.
(c) Exhibits - Letter of Resignation
SIGNATURES
Pursuant to the requirement of the Securities Exchange Act
of 1934, the Registrant has duly caused this Report to be signed
on its behalf by the undersigned hereunto duly authorized.
DIASENSE, INC.
by /s/ Fred E. Cooper
Fred E. Cooper, President
DATED: August 29, 1997
<PAGE>
August 28, 1997
Mr. Fred Cooper, CEO
Biocontrol Technology, Inc.
2275 Swallow Hill Road
Building 2500
Pittsburgh, PA 15220
Dear Fred:
Effective August 1, 1997, I regret to inform you that I am
resigning from Diasense as Director and Vice President of Sales
and Marketing.
I agree to keep all information on Biocontrol and it's
subsidiaries in confidence and consider this severance on good
terms.
Sincerely,
by /s/ Gary R. Keeling
