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    February 22, 1995


                    BARR LABORATORIES, INC.
    (Exact name of registrant as specified in its charter)
                               
                               
                               
                               
                               
    New York                      1-9860            22-1927534
                               
(State or other jurisdiction    (Commission       (IRS Employer
     of  incorporation)         File Number)    Identification No.)




Two Quaker Road, P.O. Box 2900, Pomona, New York       10970-0519

(Address of principal executive offices)               (Zip code)


                        (914) 362-1100

     (Registrant's telephone number, including area code)


      


                    BARR LABORATORIES, INC.
                               
                               
            CURRENT REPORT  dated February 22, 1995
                               

Item 5. Other Events

On  February 17, 1995, the Registrant completed the conversion
of  the entire $10 million principal amount of all outstanding
10.05% Convertible Subordinated Notes to 510,358 common shares
of  Barr  Laboratories  stock. The  noteholders  informed  the
Registrant that the shares, received for the conversion,  were
privately placed.




Item 7. Financial Statements, and Exhibits

      (c) Exhibits

     1. Registrant's February 13, 1995 press release
announcing that its noteholders had elected to convert the
entire $10 million principal amount of all outstanding 10.05%
Convertible Subordinated Notes to common shares of Barr
Laboratories stock.





                    BARR LABORATORIES, INC.
                               
                               
            CURRENT REPORT  dated February 22, 1995
                               
                               
                          SIGNATURES
                               
                               
Pursuant to the requirements of the Securities and Exchange
Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned hereunto duly
authorized.


                    BARR LABORATORIES, INC.
                               
                               
                               
                               








Date:  February 22, 1995     /S/ Paul M. Bisaro
                             Paul M. Bisaro
                             Vice President, Chief Financial
                             Officer,General Counsel and Corporate
                             Secretary

      

                    BARR LABORATORIES, INC.
                               
                               
            CURRENT REPORT  dated February 22, 1995
                               
                         EXHIBIT INDEX


The following exhibit is filed with this Report:


Exhibit No.                       Description


    99    Registrant's press release dated February 13, 1995.