U S 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): December 13, 1996


                       PARACELSIAN, INC.
     (Exact name of Registrant as specified in its charter)
                                
                                
                                
  DELAWARE                           0-19844              16-1399565      
 (State or other jurisdiction       (Commission         (IRS Employer
    of incorporation)                File Number)        Identification No.)


222 Langmuir Laboratories, Cornell Technology Park, Ithaca, N.Y. 14850
     (Address of principal executive office)    (Zip Code)
                                
                                
                                
Registrant's telephone number, including area code: (607) 257-4224
                                
                                
                                
                                    N/A                                    
 (Former name or former address, if changed since last report)
  


                    Item 5:   Other Events
                    
On December 13, 1996, the Company announced that as part of its planned
managerial succession, Keith A. Rhodes, Chairman of the Board, President and
Chief Executive Officer of the Company, stepped down as Chief Executive Officer.
Please see the Company's press release attached hereto as Exhibit A.
     
     
                           SIGNATURES

                                
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Current Report on Form 8-K to be signed on its
behalf by the undersigned, hereunto duly authorized.


                           PARACELSIAN, INC.


                           By:  /s/ Arthur A. Koch, Jr.
                                 Arthur A. Koch, Jr.
                                 Vice President and Chief Financial Officer

Dated:  December 19, 1996


Exhibit A.                                     

PLEASE CONTACT:                 CORPORATE CONTACT:

Philip Thomas                   Arthur A. Koch, Jr.
The P.L. Thomas Group           607-257-4224
312-906-8060

FOR IMMEDIATE RELEASE

Ithaca, NY, December 13, 1996 -- Paracelsian, Inc. (Nasdaq:PRLN) today
announced that as part of the Company's planned managerial succession,
Keith A. Rhodes, Chairman of the Board, President and Chief Executive Officer,
has stepped down as Chief Executive Officer of the Company.  Mr. Rhodes will
continue to serve as Chairman of the Board and President of the Company until
the forthcoming Annual Shareholders' Meeting.  The Board of Directors has
established a search committee to seek a qualified replacement for Mr. Rhodes
experienced in the pharmaceutical and food supplement industries.

Pending the appointment of a new Chief Executive Officer, the Company has
established the Office of the Chief Executive consisting of Mr. Rhodes,
Arthur A. Koch, Jr., Vice President and Chief Financial Officer of the Company,
and John Babish, Vice President and Chief Science Officer of the Company.

Speaking for the Board, Messrs. Jim Nichols and Ted Nikolis stated that the
Company wishes to express its appreciation for the effort that Mr. Rhodes
extended on the Company's behalf and for his substantial contribution to the
Company throughout his tenure as Chief Executive Officer.