Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN 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 *
ARON KENNETH
  2. Issuer Name and Ticker or Trading Symbol
ABAXIS INC [ABAX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP of Research & Development
(Last)
(First)
(Middle)
C/O ABAXIS INC, 3240 WHIPPLE ROAD
3. Date of Earliest Transaction (Month/Day/Year)
04/25/2006
(Street)

UNION CITY, CA 94587
4. If Amendment, Date Original Filed(Month/Day/Year)
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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) $ 0 04/25/2006   A   20,000   04/25/2007(2) 04/25/2010 Common Stock 20,000 $ 0 263,750 (3) D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
ARON KENNETH
C/O ABAXIS INC
3240 WHIPPLE ROAD
UNION CITY, CA 94587
      VP of Research & Development  

Signatures

 /s/ Kenneth Aron   04/27/2006
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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.
(3) Includes: (1) 9,250 common stock; (2) 20,000 restricted stock units; and (3)234,500 shares subject to options exercisable by Mr. Aron and 10,000 shares unvested as of 04/26/2006.

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