Introduction: Regional anesthesia Is becoming an increasing important aspect of anesthesia practice. Aims and Objectives: To Study efficacy of conscious sedation using Midazolam plus Fentanyl versus Midazolam plus Propofol during regional Anaesthesia. Methodology: We conducted a comparative study of conscious sedation using midazolam with fentanyl in group- I vs. midazolam with propofol in group-II. In the department of anesthesia at Dr.V.M. Govt. Medical college In the period between January 2005 to December 2005. 60 patients of ASA Grade I, II, & III, were randomly divided in two groups, 30 in each group, of between 15 to 60 years of either sex undergoing any surgery under regional anesthesia. The statistical analysis was done by unpaired t-test and Chi -square test calculated by SPSS software version 19. Result: Recovery at the end of surgery. In Group II (Midazolam+propofol) 83% of patient were calm and quiet while 40% Group I (Midazolam + Fentanyl). In group II, 7% of patients were asleep, arousable and in Group I, 33% of patients were asleep, arousable. Recovery at end of surgery is highly statistically significant, in group II. There was significantly less number of recall of events in Group II (Midazolam +propofol) Preoperative and intraoperative events, than Group I (Midazolam+Fentanyl). Conclusion: It can be concluded from our study that Midazolam plus Propofol was found superior to Midazolam plus Fentanyl in terms of smooth and early recovery at the end of surgery and less number of recall of events.