Washington, D.C. 20549



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

December 31, 1997
Date of Report (Date of earliest event reported)

(Exact name of registrant as specified in its charter)

  LOUISIANA			                   0-13976			        72-0717400
(State or other jurisdiction		(Commission		       (IRS Employer
 of incorporation)             File Number)	      Identification No.)

100 Tri-State International
Suite 100
Lincolnshire, Illinois 		                    60069
(Address of principal executive offices)  	(Zip Code)

(847) 236-3800
(Registrant's telephone number, including area code)

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

Item 5.	Other Events.

On December 31, 1997, the John N. Kapoor Trust dated September 20, 1989
(the "Trust"), of which Dr. John N. Kapoor, Chairman and Chief Executive
Officer of the Company, is sole trustee and beneficiary, purchased
1,000,000 shares of common stock of Akorn, Inc. (the "Company") at a price
of $2.00 per share upon exercise of a warrant initially issued to the Trust
on September 3, 1992.  The $2.0 million proceeds will be used for general
corporate purposes.  As a result of the purchase, the total number of
shares of Company common stock outstanding increased to 17,630,076.  The
number of shares beneficially owned by Dr. Kapoor, 4,280,485, did not
change as a result of the transaction.


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

                                     AKORN, INC.

Dated:  January 9, 1998			           By:  /s/ Rita J. McConville
                                          Rita J. McConville
                                          Vice President, Chief Financial
                                            Officer, Secretary 
                                            and Treasurer