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Via Facsimile and U.S. Mail Mail Stop 6010                                                                                                   August 15, 2006  Mr. Michael R. Cox Vice President, Finance and Chief Financial Officer
Bioanalytical Systems, Inc. 2701 Kent Avenue West Lafayette, Indiana 47906-1382

 Re: Bioanalytical Systems, Inc.
 Item 4.02(b) Form 8 -K filed August 15, 2006
 File No. 000-23357

Dear Mr. Cox:

We have reviewed your filing and have the following comments.  Where
indicated, we think you should re vise your document in response to these comments.  If
you disagree, we will consider your explanation as to why our comments are inapplicable
or revisions are unnecessary.
  Please understand that the purpose of our re view process is to assist you in your
compliance with the applicable disclosure  requirements and to  enhance the overall
disclosure in your filing.  We look forward to  working with you in these respects.  We
welcome any questions you may have about our  comments or any other aspect of our
review.  Feel free to call us at the telephone number listed at  the end of this letter.
 Item 4.02 (b) Form 8-K Filed August 15, 2006

 1. Please revise your disclosure to clarify that investors should no longer rely upon
the previously issued financial statem ents included in your Form 10-Q for the
period ended June 30, 2006. Your current di sclosure indicates that KPMG LLP
did not complete its interim review of th e financial statements included therein,
which constitutes an Item 4.02(b) Form 8-K event, which fact you should make
explicitly clear for investors by pr ofessing non-reliance on those financial
statements.
2. Please revise your filing to comply with the provisions of Section 4, Item 4.02(c)
of the Exchange Act Rules to Form 8-K. Specifically, confirm to us that you have
provided KPMG LLP with a copy of the disclosures included in your August 15,

Mr. Michael R. Cox
Bioanalytical Systems, Inc. August 15, 2006 Page 2
 2006 Form 8-K and amend the filing to in clude the required letter from KPMG
LLP per Item 4.02(c)(3).

*    *    *    *
Please provide us the information requested within 10 business days  of the date of
this letter or tell us when you will provide a response prior to the expiration of the 10-day
period. Please furnish a letter with your response that keys your response to our
comments. Detailed letters grea tly facilitate our review.  You should file the letter on
EDGAR under the form type label CORRESP.   Please understand that we may have
additional comments after reviewin g your response to our comments.

 We urge all persons who are responsible  for the accuracy and adequacy of the
disclosure in the filing to be certain that  they have provided all information required
under the Securities Exchange Act of 1934 and that they have provided all information
investors require for an informed invest ment decision.  Since the company and its
management are in possession of all facts re lating to a company’s disclosure, they are
responsible for the accuracy and adequacy of the disclosures they have made.
  In connection with responding to our co mments, please provide, in your letter, a
statement from the company acknowledging that:
• the company is responsible for the adequacy  and accuracy of the disclosure in the
filing;

• staff comments or changes to disclosure  in response to staff comments do not
foreclose the Commission from taking any action with respect to the filing; and

• the company may not assert staff comme nts as a defense in any proceeding
initiated by the Commission or any person under the federal secu rities laws of the
United States.

In addition, please be advise d that the Division of Enfo rcement has access to all
information you provide to the staff of the Divi sion of Corporation Fi nance in our review
of your filing or in response to our comments on your filing.

If you have any questions, please do not hesitate to call me at (202) 551-3657.

 Sincerely,
          A m y  C .  B r u c k n e r          S t a f f  A c c o u n t a n t