Exhibit 99.2
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HEMAGEN DIAGNOSTICS, INC. ADOPTS STOCK PURCHASE RIGHTS PLAN
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      WALTHAM, MA -- Hemagen Diagnostics, Inc. (NASDAQ: HMGN, HMGNW; BSE: HGN) 
announced that its Board of Directors declared a special dividend distribution 
of one common share purchase right for each outstanding share of common stock 
of Hemagen.  This dividend will be distributed on February 10, 1999 to 
stockholders of record at the close of business on that date.

      "This rights plan is designed to help the Board of Directors ensure that 
all Hemagen stockholders are treated fairly in any unsolicited merger or other 
acquisition," said Dr. Carl Franzblau, Hemagen's chairman, president and chief 
executive officer. 

      The rights will become exercisable only if a person or group (I) acquires 
15 percent or more of Hemagen's common stock, or (ii) announces a tender offer 
that would result in ownership of 15 percent or more of the Company's common 
stock.  Each right would entitle a stockholder to buy one share of common 
stock.  Once a person or group has acquired 15 percent or more of the 
outstanding common stock of Hemagen, each right may entitle its holder (other 
than the 15 percent person or group) $4.00 worth of newly issued shares of 
common stock of Hemagen (or of any company that acquires Hemagen) at a price 
equal to 50 percent of their current market price.

      The rights are redeemable at the option of the Board of Directors up 
until ten days after public announcement that any person or group has acquired 
15 percent or more of Hemagen's common stock.  The redemption price is $0.001 
per right.

      The rights will expire on January 27, 2009, unless redeemed prior to that 
date.  Distribution of the rights is not taxable to stockholders.  A detailed 
description of the rights plan will be mailed to Hemagen's stockholders 
shortly.

      Hemagen Diagnostics, Inc. develops, manufactures and markets more than 
135 FDA-cleared proprietary medical diagnostic test kits used to aid in the 
diagnosis of autoimmune and infectious diseases and to measure important 
constituents in human blood.  Hemagen also manufactures and markets the 
Analyst(r) Benchtop Chemistry System for automated diagnostic tests on blood 
serum or plasma.  The company focuses on markets which offer significant growth 
opportunities.

      Except for any historical information contained herein, the matters 
discussed in this press release contain forward-looking statements that involve 
risks and uncertainties which are described in the company' Securities and 
Exchange Commission reports and filings.