FORM 8-K  
   
   
                   SECURITIES AND EXCHANGE COMMISSION   
   
                         WASHINGTON, D.C. 20549   
    
   
   
                            CURRENT REPORT   
                  Pursuant to Section 13 or 15(d) of   
                  the Securities Exchange Act of 1934   
   
   
   
                           December 11, 1996  
                            Date of Report   
                   (Date of earliest event reported)   
   
   
   
                    BIOJECT MEDICAL TECHNOLOGIES INC.   
         (Exact name of registrant as specified in its charter)   
   
   
   
            Oregon                                    0-15360          
  (State or other jurisdiction                 (Commission File No.)   
of incorporation or organization)   
  
   
                                 93-1099680   
                         (I.R.S. Employer I.D. No.)   
  
    
                          7620 S.W. Bridgeport Road   
                              Portland, Oregon                     
                  (Address of principal executive offices)   
           
  
                                   97224   
                                 (Zip Code)   
                 
  
                              (503) 639-7221   
            (Registrant's telephone number including area code)   
   
   
  
  


  
   
ITEM 5.  OTHER EVENTS   
   
COMPLETION OF PRIVATE PLACEMENT  
  
     On December 11, 1996, the registrant completed a private placement  
of units, each unit consisting of one share of the registrant's common  
stock and a warrant to purchase one share of the registrant's common  
stock at an exercise price of $1.00.  The registrant sold a total of  
3,120,000 units for an aggregate sale price of $2,152,800 in the  
offering. After completion of the offering, the outstanding shares of  
common stock totalled 18,736,712 with an additional 3,120,000 shares of  
common stock issuable upon exercise of the warrants.  
  
     The registrant also granted a warrant to its placement agent,  
Preferred Technology, Inc., to purchase 156,000 shares of common stock  
with an exercise price of $0.828125. 
  
     The registrant has agreed to register the common stock (including  
shares issuable upon exercise of the warrants) for resale.  
  
  
ITEM 7.     EXHIBITS  
  
4.5         Form of Stock Subscription Agreement  
4.6         Form of Series "D" Common Stock Purchase Warrant
4.7         Form of Series "E" Common Stock Purchase Warrant  
4.8         Form of Registration Rights Agreement  
4.9         Letter Agreement between the registrant and Preferred   
            Technology, Inc. dated July 29, 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.  
  
     DATED this 11th day of December, 1996.  
  
  
                           BIOJECT MEDICAL TECHNOLOGIES INC.  
  
                           By:  /s/ Peggy J. Miller  
                                -------------------------------  
                                Vice President, Chief Financial Officer  
                                  and Secretary/Treasurer