SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* DUBINETT HOWARD (Last) (First) (Middle) 481 EDWARD H. ROSS DRIVE (Street) ELMWOOD PARK NJ 07407 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol BIO REFERENCE LABORATORIES INC [ BRLI ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner X Officer (give title below) Other (specify below) Executive VP, COO
	3. Date of Earliest Transaction (Month/Day/Year) 03/30/2006
	4. If Amendment, Date of 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

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
Common Stock	03/30/2006		S(1)(2)		90,485	D	$14.34	390,516	D(3)

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 Securities Underlying Derivative Security (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: 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
Stock Option (right to buy)	$6.8							01/16/2002	01/16/2007	Common Stock	4,000		4,000	D
Forward Contract (Right/Obligation to Sell)	(4)	09/28/2005		J			0(4)	(4)	(4)	Common Stock	(4)	(4)	0(4)	D

Explanation of Responses:

1. In lieu of an outright sale, on March 30, 2004, Howard Dubinett entered into a pre-paid variable forward sales contract ("Forward Contract") with Bear Stearns Bank plc ("Bear Stearns"). Pursuant to the Forward Contract, Mr. Dubinett pledged 100,000 shares of his BRLI Common Stock to secure his obligation to deliver a maximum 100,000 shares of BRLI Common Stock to Bear Stearns on March 30, 2006 (the "Settlement Date"). As prepayment for the pledge of these shares, Bear Stearns paid Mr. Dubinett $1,297,680 or approximately $12.98 per share representing 80.75% of the proceeds from the sale of 100,000 shares on March 30, 31 and April 1, 2004. The number of shares that Mr. Dubinett was obligated to deliver on the Settlement Date varied based on the price of the Common Stock on the Settlement Date. (continued in footnote #2)

2. Mr. Dubinett would benefit from any excess in the price of the Common Stock on the Settlement Date between $16.07 per share up to a maximum $21.69 per share by being able to deliver fewer shares. Based on the closing offer price for BRLI Common Stock on the NASDAQ National Market System on the Settlement Date, Mr. Dubinett was entitled to the return of 9,515 of the pledged 100,000 shares. The net effect of the transaction to Mr. Dubinett is that he sold 90,485 shares at a price of $14.34 per share.

3. Includes 386,516 shares owned directly and 4,000 shares issuable upon exercise of options.

4. In lieu of an outright sale, on September 30, 2005, Howard Dubinett entered into a pre-paid variable forward sales contract ("Forward Contract") with Bear Stearns Bank plc ("Bear Stearns"). Pursuant to the Forward Contract, Mr. Dubinett pledged 100,000 shares of his BRLI Common Stock to secure his obligation to deliver a maximum 100,000 shares of BRLI Common Stock to Bear Stearns on September 28, 2007 (the "Settlement Date"). As prepayment for the pledge of these shares, Bear Stearns paid Mr. Dubinett $1,374,400 or approximately $13.74 per share representing 80% of the proceeds from the sale of 100,000 shares on September 28, 2005. The shares that Mr. Dubinett will be obligated to deliver on the Settlement Date varies based on the price of the Common Stock on the Settlement Date. Mr. Dubinett will benefit from any excess in the price of the Common Stock on the Settlement Date between $17.18 per share up to a maximum $24.052 per share by being able to deliver fewer shares.

Remarks:

	/s/ ROGER TOLINS - Attorney-in-Fact for Howard Dubinett	04/03/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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