UNITED STATES
                       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: January 14, 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 jurisdiction of   Commission                 (I.R.S. Employer
 incorporation or organization)   File Number)            Identification 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
                                                             --------------



         (Former name or former address, if changed since last report.)


Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.

     (c)  Exhibits

     99   Press  release  dated  January 14, 2004  issued by  Vasomedical,  Inc.
          ("Registrant").


Item 12.        Results of Operations and Financial Condition

     On January 14, 2004, the Registrant  issued a press release  announcing the
Registrant's financial results for the second quarter ended November 30, 2003. 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 12 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.



                                   Signatures
                                   ----------

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



                                         VASOMEDICAL, INC.


                                         By: /s/ Thomas W. Fry
                                            -----------------------------------
                                            Thomas W. Fry
                                            Chief Financial Officer
                                            (Principal Financial and Accounting`
                                            Officer)


Dated: January 16, 2004