Registration No. 33-21862


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                         POST-EFFECTIVE AMENDMENT NO. 1
                                       TO
                                    FORM S-8

                             REGISTRATION STATEMENT
                                      Under
                           The Securities Act of 1933



                             AEQUITRON MEDICAL, INC.
               (Exact name of issuer as specified in its charter)

     Minnesota                                          41-1359703
(State of incorporation)                   (I.R.S. Employer Identification No.)

                            14800 - 28th Avenue North
                          Minneapolis, Minnesota 55447
              (Address of principal executive office and zip code)



        Aequitron Medical, Inc. 1985 Employee Incentive Stock Option Plan
                            (Full title of the plan)


                         James B. Hickey, Jr., President
                             Aequitron Medical, Inc.
                            14800 - 28th Avenue North
                          Minneapolis, Minnesota 55447
                                 (612) 557-9200
            (Name, address and telephone number of agent for service)

                                   Copies to:

                                 Thomas R. King
                            Fredrikson & Byron, P.A.
                            1100 International Centre
                             900 Second Avenue South
                          Minneapolis, Minnesota 55402








     This  Post-Effective  Amendment No. 1 is being filed to de-register 140,500
shares of Common Stock of Aequitron  Medical,  Inc. (the "Issuer").  Such shares
were registered  under a Registration  Statement on Form S-8, Reg. No. 33-21862,
for purchase under the Issuer's 1985 Employee  Incentive  Stock Option Plan. The
Plan has been terminated,  and all rights to purchase shares under the Plan have
been exercised or have expired.



                                   SIGNATURES

     The Registrant. Pursuant to the requirements of the Securities Act of 1933,
the Registrant certifies that it has reasonable grounds to believe that it meets
all of the  requirements  for  filing  on  Form  S-8 and has  duly  caused  this
Post-Effective Amendment No. 1 to its Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Minneapolis
and State of Minnesota, on the 5th day of December, 1996.


                                        AEQUITRON MEDICAL, INC.
                                        (the "Registrant")



                                        By /s/ James B. Hickey, Jr.
                                           James B. Hickey, Jr., President and
                                                 Chief Executive Officer


     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement  has been signed below by the  following  persons in the
capacities and on the dates indicated.



    Signature                    Title                             Date


/s/ James B. Hickey, Jr.      President, Chief Executive        December 5, 1996
James B. Hickey, Jr.          Officer and Director
                              (principal executive officer)



/s/ William M. Milne          Chief Financial Officer           December 5, 1996
William M. Milne              (principal financial and
                               accounting officer)



(signatures continued on next page)

                                      - 2 -






/s/ Lawrence A. Lehmkuhl        Director                        December 5, 1996
Lawrence A. Lehmkuhl


/s/ David B. Morse              Director                        December 5, 1996
David B. Morse


/s/ Gerald E. Rhodes            Director                        December 5, 1996
Gerald E. Rhodes


/s/ E. F. Kamm, Jr.             Director                        December 5, 1996
Ervin F. Kamm, Jr.