Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Mulroy Martin
 2. Date of Event Requiring Statement (Month/Day/Year)
05/01/2006		 3. Issuer Name and Ticker or Trading Symbol
ABAXIS INC [ABAX]
(Last)
(First)
(Middle)
C/O ABAXIS, INC., 3240 WHIPPLE ROAD		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP-Sales&Marketing,Veterinary
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

UNION CITY, CA 94587		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) 04/25/2007(2) 04/25/2010 Common Stock 20,000 $ 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Mulroy Martin
C/O ABAXIS, INC.
3240 WHIPPLE ROAD
UNION CITY, CA 94587		       VP-Sales&Marketing,Veterinary  

Signatures

/s/ Martin Mulroy 05/01/2006
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Each restricted stock unit represents a contingent right to receive one share of Abaxis common stock.
(2) Granted under the Abaxis 2005 Equity Incentive Plan. Restricted Stock Units vest as to 5%, 12 months from grant date; then vest as to 10%, 24 months from grant date, then vest as to 15%, 36 months from grant date; and then vest as to the remaining 70%, 48 months from grant date. The vesting of Restricted Stock Units is subject to acceleration upon achieving the following qualifers: (a) pre-tax income requirements within 12 months from grant date, vesting of 25%; within 24 months from grant date, vesting of 25%; within 36 months of grant date, vesting of 30%; (b) product development requirements within 14 months from grant date, additional vesting of 10%; (c) regulatory requirements within 23 months of grant date, additional vesting of 10%; or (d) operating income per share requirements in any fiscal period, full acceleration.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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