FORM 8-A

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                  REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                     PURSUANT TO SECTION 12(b) OR (g) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                                  BioTime, Inc.
             (Exact name of registrant as specified in its charter)

                                   California
                    (State of incorporation or organization)

                                   94-3127919
                      (I.R.S. Employer Identification No.)

          935 Pardee Street, Berkeley, California         94710
         (Address of Principal executive offices)       (Zip Code)

       Securities to be registered pursuant to Section 12(b) of the Act:

       Title of each class            Name of each exchange on which
       to be so registered            each class is to be registered

             None



         If this  form  relates  to the  registration  of a class of  securities
pursuant  to Section  12(b) of the  Exchange  Act and is  effective  pursuant to
General Instruction A.(c), check the following box. [ ]

         If this  form  relates  to the  registration  of a class of  securities
pursuant  to Section  12(g) of the  Exchange  Act and is  effective  pursuant to
General Instruction A.(d), check the following box. [x]

         Securities Act registration statement file number to which this 
form relates: ________
(if applicable)

Securities to be registered pursuant to Section 12(g) of the Act:

                           Common Shares, no par value
                                (Title of Class)



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Item 1.  Description of Registrant's Securities to be Registered.

Common Shares

         Each holder of record of Common Shares is entitled to one vote for each
outstanding  Common Share owned by him on every matter properly submitted to the
shareholders for their vote.

         The Common Shares have no  preference  as to dividends.  Subject to the
dividend  rights of any of the preferred  shares that may be issued from time to
time,  holders of Common  Shares are  entitled to any  dividend  declared by the
Board of Directors out of funds legally available for such purpose.

         The Common Shares have no preference as to liquidation.  Subject to the
prior payment of liquidation  preference to holders of any preferred shares that
may be issued,  holders of Common  Shares are  entitled  to receive on a prorata
basis all  remaining  assets of the Company  available for  distribution  to the
holders  of  Common  Shares  in the event of the  liquidation,  dissolution,  or
winding up of the Company.  Holders of Common Shares do not have any  preemptive
rights to become  subscribers or purchasers of additional shares of any class of
the Company's capital stock.

         The Common Shares have no restriction on alienability.

Item 2.  Exhibits.

1.       A copy of the certificate for the security being registered is included
         as Exhibit 4(a) to Registrant's Registration Statement on Form S-1, No.
         33-44549, filed with the Commission on December 18, 1991, and Amendment
         No. 1 and  Amendment  No. 2  thereto  filed  with  the  Securities  and
         Exchange   Commission   on   February   6,  1992  and  March  7,  1992,
         respectively, which exhibit is incorporated herein by reference.

2.       Articles of Incorporation,  as amended,  are included as Exhibit 3.1 of
         Registrant's  Annual Report on Form 10-K for the fiscal year ended June
         30,  1997 filed with the  Securities  and  Exchange  Commission,  which
         exhibit is incorporated herein by reference..

3.       Bylaws,  as  amended,  are  included  as Exhibit  3(c) to  Registrant's
         Registration  Statement  on Form S-1, No.  33-48717 and  Post-Effective
         Amendment  No. 1  thereto,  filed  with  the  Securities  and  Exchange
         Commission  on June 22, 1992 and August 27, 1992,  respectively,  which
         exhibit is incorporated herein by reference.




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                                    SIGNATURE

         Pursuant to the  requirements of Section 12 of the Securities  Exchange
Act of 1934, the registrant  has duly caused this  registration  statement to be
signed on its behalf by the undersigned, thereto duly authorized.


Date April 23, 1998                        BioTime, Inc.



                                    By:    /s/Paul Segall
                                        ---------------------------------------
                                           Paul Segall, Chief Executive Officer



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