SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                      the Securities Exchange Act of 1934

                        Date of Report: October 7, 2004
                        (Date of earliest event reported)

                               VASOMEDICAL, INC.
             (Exact name of registrant as specified in its charter)


   Delaware                       0-18105                    11-2871434 
-------------------------------------------------------------------------
(State or other                (Commission                (IRS Employer
 jurisdiction of               File Number)                Identification
 incorporation)                                               Number)


180 Linden Avenue, Westbury, New York                           11590  
(Address of principal executive offices)                      (Zip Code)



Registrant's telephone number including area code           (516) 997-4600


                                 Not applicable
         (Former name or former address, if changed since last report)

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[  ] Written communications  pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)

[  ] Soliciting  material  pursuant to Rule 14a-12 under the Exchange Act (17
     CFR 240.14a-12)

[  ] Pre-commencement  communications  pursuant  to Rule  14d-2(b)  under the
     Exchange Act

[  ] Pre-commencement  communications  pursuant  to  Rule  13e-4c  under  the
     Exchange Act (17 CFR 240.13e-4c)




Item 7.01  Regulation FD Disclosure

     On October 7, 2004,  the Registrant  issued a press release  announcing the
Registrant's  financial  results for the three  months  ended August 31, 2004. A
copy of the Registrant's press release is attached as Exhibit 99.

     The  information  in this Form 8-K is being  furnished  under Item 7.01 and
shall  not be  deemed  to be  "filed"  for the  purposes  of  Section  18 of the
Securities and Exchange Act of 1934 (the "Exchange  Act"), or otherwise  subject
to the  liabilities  of such  section,  nor  shall  such  information  be deemed
incorporated  by reference in any filing under the Securities Act of 1933 or the
Exchange Act,  except as shall be expressly  set forth by specific  reference in
such a filing.

Item 9.01  Financial Statements and Exhibits.

     (c) Exhibits

     99   Press  release  dated  October  7, 2004  issued by  Vasomedical,  Inc.
          ("Registrant").


                                   SIGNATURES

     Pursuant to the  requirements  of the  Securities  Exchange Act of 1934, as
amended,  the  Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.

                                           VASOMEDICAL, INC.

                                           /s/ Thomas W. Fry
                                               Thomas W.  Fry
                                               Chief Financial Officer
                                               (Principal Financial and 
                                               Accounting Officer)


Dated:  October 11, 2004