=============================================================================
               SECURITIES AND EXCHANGE COMMISSION
                    Washington, D.C.  20549
                           FORM 10-Q
                                

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

For the quarterly period ended March 31, 1996  

                                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 0-15223

                       HEMACARE CORPORATION
      (Exact name of registrant as specified in its charter)

State or other jurisdiction of                         I.R.S. Employer I.D.
incorporation or organization: California              Number: 95-3280412

4954 Van Nuys Boulevard
Sherman Oaks, California                                        91403
(Address of principal executive offices)                      (Zip Code)
                                 
                       ___________________

Registrant's telephone number, including area code: (818)986-3883


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 / /

As of May 13, 1996, 5,941,765 shares of Common Stock of the Registrant were
issued and outstanding.  

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     2

                             INDEX

                      HEMACARE CORPORATION 




PART I.   FINANCIAL INFORMATION

Item 1.   Financial Statements 

          Consolidated balance sheets--March 31, 1996 and December 31, 1995

          Consolidated statements of operations--Three months ended March 31,
          1996 and 1995

          Consolidated statements of cash flows--Three months ended March 31,
          1996 and 1995

          Notes to consolidated financial statements--March 31, 1996

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


PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings

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

                                       2
   3


PART 1.  FINANCIAL INFORMATION

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

                             HEMACARE CORPORATION
                          CONSOLIDATED BALANCE SHEETS



                                                        March 31,      December 31,
                                                          1996             1995
                                                       (Unaudited)
                                                       ------------    ------------
                                                                 

                       ASSETS

Current assets:
  Cash and cash equivalents.........................   $    820,000    $    997,000
  Accounts receivable, net of allowance for
    doubtful accounts - $110,000 (1996) and
    $95,000 (1995)..................................      1,373,000       1,627,000
  Product inventories...............................        153,000         141,000
  Supplies..........................................        294,000         328,000
  Prepaid expenses..................................        114,000         117,000
  Note receivable from officer - current............         15,000          15,000
                                                       -------------   ------------- 
       Total current assets.........................   $  2,769,000    $  3,225,000

Plant and equipment, net of accumulated
  depreciation and amortization of
  $1,605,000 (1996) and $1,513,000 (1995)...........        994,000       1,051,000
Note receivable from officer - non-current..........         81,000          94,000
Other assets........................................         98,000          87,000
                                                       -------------   -------------
                                                       $  3,942,000    $  4,457,000
                                                       =============   =============
   LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
  Accounts payable..................................   $    536,000    $    473,000
  Accrued blood purchases...........................        161,000         252,000
  Accrued payroll and payroll taxes.................        344,000         310,000
  Other accrued expenses............................        212,000         264,000
  Current obligations under capital leases..........        215,000         209,000
  Reserve for discontinued operations - current.....        246,000         336,000
                                                       -------------   -------------
        Total current liabilities...................      1,714,000       1,844,000

Obligations under capital leases, net
  of current portion................................        644,000         649,000
Other accrued employee benefits.....................        176,000         138,000
Reserve for discontinued operations - non-current...        600,000         600,000
Commitments and contingencies
Shareholders' equity:
  Common stock, without par value -
       20,000,000 shares authorized,
       5,929,285 and 5,911,285 issued
       and outstanding in 1996 and 1995,
       respectively.................................     12,210,000      12,179,000
  Accumulated deficit...............................    (11,402,000)    (10,953,000)
                                                       -------------   -------------
        Total shareholders' equity..................        808,000       1,226,000
                                                       -------------   -------------
                                                       $  3,942,000    $  4,457,000
                                                       =============   =============

                     See Notes to Consolidated Financial Statements


                                           3
   4

                                  HEMACARE CORPORATION
                        CONSOLIDATED STATEMENTS OF OPERATIONS
                                     (Unaudited)




                                                       Three months ended March 31,
                                                           1996           1995
                                                       -------------  -------------
                                                                
Revenues:                                              
  Blood products....................................   $ 1,684,000    $ 1,726,000
  Blood services....................................     1,126,000        960,000
                                                        ------------  ------------
      Total revenues................................     2,810,000      2,686,000

Operating costs and expenses:
  Blood products....................................     1,874,000      1,262,000
  Blood services....................................       747,000        694,000
                                                       ------------   ------------
      Total operating costs and expenses............     2,621,000      1,956,000
                                                       ------------   ------------
      Operating profit..............................       189,000        730,000

General and administrative expense..................       627,000        488,000

Interest income.....................................         9,000         15,000 
Interest expense....................................       (20,000)        (8,000)
                                                       ------------   ------------
Income (loss) from continuing operations before
  income taxes......................................      (449,000)       249,000
Provision for income taxes..........................            --             -- 

Discontinued operations:
  Loss from discontinued operations.................            --       (297,000)
                                                       ------------   ------------
  Net loss..........................................   $  (449,000)   $   (48,000)
                                                       ============   ============
Per share amounts:
Income (loss) from continuing operations............   $     (0.07)   $      0.04

Discontinued operations:
  Loss from discontinued operations.................            --          (0.05)
                                                       ------------   ------------
  Net loss..........................................   $     (0.07)   $     (0.01)
                                                       ============   ============
  Weighted average common and common
    equivalent shares outstanding...................     6,069,642      5,567,628
                                                       ============   ============

                             See Notes to Consolidated Financial Statements

                                     4
    5

                           HEMACARE CORPORATION
                   CONSOLIDATED STATEMENTS OF CASH FLOWS
                               (Unaudited)




                                                           Three months ended March 31,
                                                              1996            1995
                                                          -------------   -------------
                                                                    
Cash flows from operating activities:
  Net loss.............................................   $ (449,000)     $   (48,000)
  Adjustments to reconcile net loss to net cash
      used in operating activities:
        Depreciation and amortization..................       81,000          128,000
        Provision for losses on accounts receivable....       15,000           16,000
        Issuance of common stock for employee
          compensation.................................           --           55,000

  Changes in operating assets and liabilities:
       Decrease in accounts receivable.................      288,000          270,000
       Decrease (increase) in inventories, supplies
         and prepaid expenses..........................       25,000         (101,000)
       Increase in other assets, net...................      (11,000)          (7,000)
       Decrease in accounts payable and accrued
         expenses......................................      (46,000)        (428,000)
       Increase (decrease) in other accrued employee
          benefits.....................................       38,000          (44,000)
       Net expenditures for discontinued operations....      (90,000)              --
                                                          -----------     ------------
   Net cash used in operating activities...............     (149,000)        (159,000)
                                                          -----------     ------------
Cash flows from investing activities:
  Decrease (increase) in note receivable from officer..       13,000          (11,000)
  Increase in short-term investments...................           --           (4,000)
  Purchase of plant and equipment, net.................      (36,000)         (25,000)
                                                          -----------     ------------
  Net cash used in investing activities................      (23,000)         (40,000)
                                                          -----------     ------------
Cash flows from financing activities:
  Proceeds from issuance of common stock...............       31,000          357,000
  Principal payments on line of credit and capital
     leases............................................      (36,000)         (33,000)
                                                          -----------     ------------
  Net cash (used in) provided by financing activities..       (5,000)         324,000
                                                          -----------     ------------ 
  Increase (decrease) in cash and cash equivalents.....     (177,000)         125,000
  Cash and cash equivalents at beginning of period.....      997,000          786,000
                                                          -----------     ------------
  Cash and cash equivalents at end of period...........   $  820,000      $   911,000
                                                          ===========     ============
Supplemental disclosure:
  Interest paid........................................   $   20,000      $     8,000
                                                          ===========     ============
Items not impacting cash flows:
  Increase in capital lease obligations................   $   37,000      $   167,000
                                                          ===========     ============


                  See Notes to Consolidated Financial Statements
                                       5

   6

HEMACARE CORPORATION 
Notes to Consolidated Financial Statements (Unaudited)

Note 1 - Basis of Presentation and General Information 
- ------------------------------------------------------

The accompanying unaudited consolidated financial statements of HemaCare
Corporation (the "Company" or "HemaCare") have been prepared in accordance
with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-Q and Rule 10-01 of
Regulation S-X.  Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements.  In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation have been included. Operating results for the three months ended
March 31, 1996 are not necessarily indicative of the results that may be
expected for the year ending December 31, 1996.  Certain 1995 amounts have
been reclassified to conform to the 1996 presentation.  For further
information, refer to the consolidated financial statements and footnotes
thereto included in the Company's Annual Report on Form 10-K for the year
ended December 31, 1995.

From 1990 to November 1995, the Company, through its wholly owned subsidiary,
HemaBiologics, Inc. ("HBI"), conducted research and development of ImmupathTM,
an anti-HIV hyperimmune plasma-based product intended to be used in the
treatment of Acquired Immune Deficiency Syndrome ("AIDS").  The Company had a
license agreement with Medicorp, Inc. ("Medicorp") for the rights to the
United States patent to commercialize Immupath.  In November 1995, the
Company's Board of Directors decided to discontinue the operations of HBI.
(Notes 2 and 5).

In September 1995, the Company formed Gateway Community Blood Program, Inc.
("Gateway"), a wholly owned subsidiary incorporated in Missouri, to provide
blood products and services in portions of Missouri and Illinois.

The Company opened its University of Southern California Blood Center ("USC
Blood Center"), a full-service blood donation and services facility, in
February 1996.  The USC Blood Center facility is leased from USC and is
staffed and operated by HemaCare under its Food and Drug Administration
("FDA") license.  Located on the USC Health Sciences Campus in Los Angeles,
California, the center provides services to the USC/Norris Comprehensive
Cancer Center and Hospital and the USC University Hospital (the "USC
Hospitals").  The USC Hospitals have agreed that HemaCare will be their
primary provider of blood products and therapeutic services for the three-year
period ending February 1999.  Pathologists on the USC medical faculty provide
medical direction services for the USC Blood Center as consultants to the
Company.

Note 2 - Discontinued Operations
- --------------------------------

In November 1995, the Company's Board of Directors decided to discontinue the
operations of HBI, including the research and development of Immupath and the
associated specialty plasma business.  In connection with this decision, the
Company wrote off the remaining book value of HBI's assets and provided a
reserve for estimated operating losses from the November 30, 1995 measurement
date through December 1996, the expected date of substantial completion of
disposal.  The loss on the disposition of HBI's operations has been accounted
for as discontinued operations, and prior year financial statements have been
restated to reflect the discontinuation of these operations.  Revenues from
such operations for the three months ended March 31, 1995 were $70,000.

                                        6
   7

Net loss from discontinued operations for the first quarter of 1996 of
$90,000 reduced the reserve for discontinued operations.  The operating loss
reserve was estimated based on the best available information.  However,
actual operating losses during the disposition period may differ from the
estimate.  The Company has been actively pursuing a sale of HBI's research
and development and associated specialty plasma assets, and in May 1996, the
Company signed a definitive agreement to sell substantially all the tangible
assets of the discontinued operations and two of the three remaining FDA
source plasma licenses.  Closing of the sale is contingent upon obtaining FDA
approval to transfer the licenses to the purchaser and certain other
conditions.

Note 3 - Line of Credit
- -----------------------

Since August 1991, the Company has maintained a line of credit with a
commercial bank secured by its accounts receivable, inventory and equipment.
At March 31, 1996, the Company was in technical violation of certain of the
covenants of its credit line agreement, due to the write off of the assets of
its discontinued operations (Note 2).  However, its lender had waived
compliance with these covenants through April 30, 1996, the credit line
expiration date.  Effective May 1, 1996, the credit line was renewed through
April 30, 1997.   Under the terms of the new credit line agreement, the
Company may borrow up to 70% of eligible accounts receivable, up to a maximum
of $700,000 and must maintain certain ratios and achieve defined operating
objectives, including maintaining a tangible net worth of not less than
$370,000 prior to September 30, 1996 and not less than $2 million thereafter.
Interest on credit line borrowings is at the lender's prime rate (8.25% at
March 31, 1996) plus one-half of a percentage point.  There were no
borrowings outstanding on the credit line at March 31, 1996.  On April 17,
1996 and May 7, 1996, the Company borrowed $200,000 and $100,000,
respectively, under the line of credit. 

Note 4 - Shareholders' Equity
- -----------------------------

In April 1994, HemaCare sold 250,000 units consisting of one share of common
stock and three warrants to purchase additional shares (at $4.00 per unit) in
an offshore transaction, from which it received net proceeds of approximately
$900,000.  The second group of 250,000 warrants was fully exercised in the
first quarter of 1995 and yielded net proceeds of approximately $350,000.  In
consideration of this exercise, which was made 45 days prior to the
expiration date, a fourth group of 250,000 warrants exercisable at a price of
$3.50 per share and expiring in December 1998 was granted to the purchaser.
The third group of 250,000 warrants was exercised in June and July 1995,
yielding net proceeds of approximately $390,000.  The fourth group of options
remains outstanding at March 31, 1996.  In connection with the sale of the
units and the subsequent exercise of related warrants, the Company granted to
the finder warrants to purchase 50,000 shares of the Company's common stock
(Finder Warrants).  The Finder Warrants expire five years from their issue
date and are exercisable at prices ranging from $1.45 to $4.00.  Up to 12,500
additional Finder Warrants may be issued at $3.50 per share, depending on the
number of the fourth group of 250,000 warrants which are exercised.

In November 1995, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 123 "Accounting for Stock Based
Compensation" ("SFAS 123").  SFAS 123 recommends changes in accounting for
employee stock based compensation plans and requires certain disclosures with
respect to these plans.  The Company will adopt SFAS 123 prior to December 31,
1996.
                                         7
   8

Note 5 - Commitments and Contingencies
- --------------------------------------

On March 11, 1994, the Company was served with a lawsuit filed by a former
employee against the Company and its wholly owned subsidiary, HBI, in the
Superior Court of the State of California, related to the termination of this
employee and seeking relief in the amount of $550,000.  At this stage in the
proceedings, neither management nor counsel are in a position to evaluate the
probable merits of the claim asserted by this former employee.  Accordingly,
the resolution of this lawsuit could have a material impact on the Company's
financial conditions and results of operations.

In September 1995, the Company entered into a letter of intent to make royalty
payments to certain parties in consideration of certain commitments to the
establishment of Gateway.  The definitive agreement providing for the payment
of these royalties has not been completed due to a dispute with one of the
parties.  The letter of intent provides for cash royalties of 20% of Gateway's
cash flow, as defined, and shares of HemaCare common stock with a value equal
to the cash royalty, up to a maximum of 500,000 shares of HemaCare common
stock.  Royalty payments commence after the Company recovers its initial
investment in Gateway, including capital expenditures and operating deficits,
and terminate in 2003.

In November 1995, the Company terminated its license agreement with Medicorp
(Note 1) due to a default by the license holder.  The Company also notified
Medicorp that the stock purchase warrants (exercisable for 400,000 shares of
HemaCare common stock at $5.50 per share) issued by the Company to Medicorp
had terminated under their terms, due to the default.  Medicorp has denied
that it has breached the license agreement and has alleged that the Company
is liable for royalties under the license agreement of approximately $425,000
and that its warrants remain outstanding.  The Company intends to vigorously
defend any legal action which may result from this dispute.

In February 1996, the Company terminated an agreement with a vendor, based on
an unsatisfactory level of performance of the vendor's product.  The vendor
is disputing the basis for the termination.  The Company intends to vigorously
defend any legal action which may result from this dispute, and the resolution
of this matter is not expected to have a material impact on the Company's
financial position or results of operations.

Note 6 - Related Party Information
- ----------------------------------

In 1995 and 1994, the Company made a series of personal loans to Joshua Levy
totaling $98,307.  The proceeds of these loans were used to refinance existing
debt which was collateralized by HemaCare stock owned by Dr. Levy.  In January
1996, these individual notes were consolidated into a promissory note,
collateralized by HemaCare stock owned by Dr. Levy, which accrues interest at
a rate equal to the rate the Company pays under its line of credit (Note 3),
adjusted quarterly.  Interest accrued related to the loans made to Dr. Levy
for the quarters ended March 31, 1996 and 1995 was $2,126 and $2,221,
respectively.  The note requires four annual installment payments of $15,000
due on January 31, with the balance of the principal and accrued interest due
on January 31, 2000.  The Company received its first annual installment
payment of $15,000 in January 1996.

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

All comparisons within the following discussions are to the previous year.

                                    8
   9

In late December 1995, the Gateway Community Blood Program ("Gateway") opened
in St. Louis, Missouri. The University of  Southern California (USC) Blood
Center, located in Los Angeles, California, opened in late February 1996.
These new operations are collectively referred to as the "Expansion
Operations" in the following discussions. 

Revenues and Operating Profit
- -------------------------

Revenues for the first quarter of  1996, increased 5% ($124,000), as the
result of a 2% decrease in blood products revenues, offset by a 17% increase
in therapeutic services revenues. The Company's total operating profit as a
percentage of sales ("profit margin") decreased to 7% in the first
quarter of 1996 from 27% in the comparable quarter of 1995 due to start-up
losses incurred by the Expansion Operations.  The Company's first quarter
gross profit margin before the effect of the Expansion Operations was 27%.

Blood Products

The 2% ($42,000) decrease in blood products revenues for the first quarter of
1996 was due to decreased unit sales of  apheresis platelets (10%) and whole-
blood component products (8%), partially offset by price increases for both
products.  Revenue from Expansion Operations totaled $59,000 for the 1996
quarter.

Before the effect of the Expansion Operations, first quarter 1996 operating
costs and expenses approximated the 1995 amount, but the 1996 profit margin
decreased to 23% as compared to 28% in 1995.  The lower 1996 profit margin
was due to (1) a higher number of imported products sold in the 1996 quarter
and (2) higher fixed costs per sale as a result of a lower volume of units
sold.   The first quarter loss from Expansion Operations was $559,000.

Blood Services

Blood services revenues increased 17% ($166,000) in the first quarter of 1996,
primarily as a result of a 6% increase in the number of therapeutic procedures
performed in Los Angeles and a 26% increase in therapeutic procedures
performed in northern Georgia.  Both locations also experienced an increase
in the price per procedure in 1996.

The profit margin on blood services increased to 34% in the first quarter of
1996 from 28% in the comparable period of 1995.  This increase was due to
(1) lower fixed costs per procedure resulting from the higher number of 1996
procedures and (2) costs incurred in the 1995 quarter associated with the
development of a new therapeutic procedure.

General and Administrative Expense
- ----------------------------------

General and administrative expense increased 29% ($139,000) in the first
quarter of  1996. The increase was primarily due to changes in the
Company's corporate structure necessary to implement its national expansion
strategy, including the addition of a business development department.

                                     9
   10

Discontinued Operations 
- -----------------------

In November 1995, the Company discontinued its Immupath related research and
development activities and established a reserve for operating losses and
contingent liabilities related to the disposal of the research and development
and related specialty plasma businesses.  Although the disposal reserve was
estimated based on the best available information, actual losses during the
disposition period may vary from the estimate.  The Company is actively
pursuing a sale of the assets of the discontinued operations. (See "Liquidity
and Capital Resources".)

Liquidity and Capital Resources
- -------------------------------

At March 31, 1996, the Company had cash and cash equivalents of $820,000 and
working capital of $1,055,000.  The Company's blood products and services
businesses, other than the Expansion Operations, are profitable and cash flow
positive. 

The Company has a $700,000 line of credit with a commercial bank which is in
effect through April 30, 1997.  Under the terms of the credit line agreement, 
the Company may borrow up to 70% of its eligible accounts receivable and
must maintain certain operating ratios and achieve defined operating
objectives, including maintaining a tangible net worth of not less than
$370,000 through September 29, 1996 and $2,000,000 thereafter.  In order to
comply with the tangible net worth covenant after September 1996, the Company
will be required to increase its shareholder equity through the sale of
additional equity securities.  The Company is currently exploring various
financing alternatives, but no assurance can be given that one or more
financing transactions adequate to satisfy these covenants will be completed
on a timely basis or at all.  At March 31, 1996, there were no borrowings
outstanding on the credit line.  On April 17, 1996 and May 7, 1996 the
Company borrowed $200,000 and $100,000, respectively under the credit line.

Operating under the terms of its three-year agreements which end in February
1999, the USC Blood Center provides services to USC University Hospital and
the USC/Kenneth Norris Comprehensive Cancer Center and Hospital (the "USC
Hospitals").  The Company is the primary provider of blood products and
services to the USC Hospitals and is entitled to recoup the cost of tenant
improvements for the USC Center through surcharges to the Hospitals.  Until
its operations reach break even, the Company will be required to fund the USC
Blood Center's cash flow deficits. 

Gateway began conducting blood drives in December 1995.  Competing in many of
the same markets as the American Red Cross, Gateway is currently developing
its donor and customer bases.  Management believes that Gateway will be able
to capture a sufficient portion of the sales of blood products and services
in its target markets to achieve profitable operations, however, the success
of operations will be dependent on a number of factors and circumstances,
many of which will be outside the Company's control.  Accordingly, there can
be no assurance that profitable operations will be achieved.  Until Gateway's
operations achieve break even, the Company will be required to fund its
working capital needs.

Management is evaluating a number of additional expansion opportunities,
including blood centers and regional programs similar to the USC Blood Center
and Gateway and operations similar to the Company's existing southern
California business.  However, further expansion will require that the
Company obtain additional financing.  Various financing arrangements are
under consideration, but there can be no assurance that the Company will be
able to obtain the funds necessary to finance additional expansion projects.

                                      10
   11

Winding down discontinued operations will require funding operating costs,
including salaries and benefits and facilities costs, until disposal of these
operations is complete.  A reserve for disposal, net of estimated proceeds
from the disposition of the assets of the discontinued operations, was
established in November 1995.  Although the reserve was estimated based on
the best available information, there can be no assurance that the reserve
provided will be sufficient to cover all disposal costs.  Approximately
$90,000 of the reserve was funded in the first quarter of 1996.  In April,
one FDA source plasma license was sold subject to FDA approval, and in May
1996, the Company signed a definitive agreement to sell substantially all the
tangible assets of the discontinued operations and two of the three remaining
FDA source plasma licenses.  Closing of the sale is contingent upon obtaining
FDA approval to transfer the licenses to the purchaser and certain other
conditions.

On March 11, 1994, the Company was served with a lawsuit filed by a former
employee against the Company and its wholly owned subsidiary, HBI, in the
Superior Court of the State of California, related to the termination of this
employee and seeking relief in the amount of $550,000.  The case is still in
the discovery stage in the proceedings and neither management nor counsel are
in a position to evaluate the probable merits of the claim asserted by this
former employee.  Accordingly, the resolution of this lawsuit could have a
material impact on the Company's financial condition and results of
operations.

In February 1996, the Company terminated an agreement with a vendor, based on
the inability of the vendor's product to perform to the standards outlined in
the agreement.  The vendor is disputing the basis for the termination.  The
Company intends to vigorously defend any legal action which may result from
this dispute, and the resolution of this matter is not expected to have a
material impact on the Company's financial position or future results of
operations.

The Company anticipates that positive cash flow from its profitable
operations, its cash and investments on hand and funds available under its
credit line will be sufficient to provide funding for the anticipated
operating deficits of the Expansion Operations, fund the costs of disposing
of its discontinued operations and meet its other working capital needs for
the next 12 months.


                       PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings
- -------   -----------------

          See disclosure in Form 10-K for the year ended December 31, 1995.

                                     11
   12

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

          a.   Exhibits

               2.1  Asset Purchase Agreement among the Registrant,
                    HemaBiologics, Inc. (a wholly owned subsidiary of the
                    Registrant) and Atopix Pharmaceuticals Corporation,
                    dated May 2, 1996.  See also Exhibit 99.1.

               10.1 Revolving Credit Agreement between the Registrant and
                    Bank Leumi Le-Israel, B.M., dated April 30, 1996,
                    promissory note and related security agreement. 
                    See also Exhibit 99.1.

               27   Financial Data Schedule for the quarter ending March 31,
                    1996.

               99.1 Agreement to Furnish Exhibits and Schedules.

          b.   The Company did not file any reports on Form 8-K during
               the three months ended March 31, 1996.


                               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:   May 14, 1996                      HEMACARE CORPORATION 
     ----------------------                    (Registrant)


                                            \s\ Sharon C. Kaiser            
                                          -------------------------
                                          Sharon C. Kaiser, Vice President,
                                          Finance and Chief Financial Officer


                                  12
   13


                            INDEX TO EXHIBITS
                                  
                                  



                                                                   Method of Filing
                                                                   ----------------
                                                                                        
2.1    Asset Purchase Agreement among the Registrant,
       HemaBiologics, Inc. (a wholly owned subsidiary of
       the Registrant) and Atopix Pharmaceuticals 
       Corporation, dated May 2, 1996.  See also
       Exhbit 99.1 . . . . . . . . . . . . . . . . . . . . . . .   Filed herewith electronically

10.1   Revolving Credit Agreement between the Registrant and
       Bank Leumi Le-Israel, B.M., dated April 30, 1996,
       promissory note and related security agreement.   
       See Exhibit 99.1. . . . . . . . . . . . . . . . . . . . .   Filed herewith electronically                    

27     Financial Data Schedule for the quarter ending 
       March 31, 1996 . . . . . . . . . . . . . . . . . . . . . .  Filed herewith electronically

99.1   Agreement to Furnish Exhibits and Schedules. . . . . . . .  Filed herewith electronically


  
                                       13

   14