UNITED STATES
Securities and Exchange Commission
Washington, DC 20549

FORM 8-K
CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report:  July 14, 1997

JAYARK CORPORATION
(Exact name of registrant as specified in its character)

DELAWARE                                            0-3255 
(State  or  other jurisdiction of incorporation)    (Commission  File  No.)

13-1864519
(I.R.S. Employer Identification No.)

Post Office Box 741528, Houston, Texas       77274
(Address of principal executive offices)     (Zip Code)

713-783-9184
(Registrant's telephone number, including area code)


(Former  name,  former  address and fiscal  year,  if  changed  since  last
report.)



Item 5.  Other Events

     1.   On June 1, 1997 the Registrant entered into a Second Forbearance and
Modification  Agreement  (the  "Second  Forbearance  Agreement")  with  its
primary lender, State Street Bank and Trust Company ("SSB").  In the Second
Forbearance  Agreement  the  Registrant  further  acknowledges   that   its
subsidiary,  Rosalco,  Inc. ("Rosalco") is not in compliance  with  certain
loan covenants under its current financing agreements with SSB.  The Second
Forbearance Agreement provides Rosalco with a line of credit of  $5,900,000
through  June  30,  1997, $5,150,000 through July 31, 1997  and  $4,400,000
after July 31, 1997 until August 31, 1997 (or earlier date terminating  the
Second Forbearance Agreement which shall occur at the happening of an event
specified in said agreement) when the line of credit is due and payable.

     2.    By letter dated July 2, 1997, the Registrant was notified by The
Nasdaq Stock Market, Inc. that, due to the failure of its common shares  to
meet the $1.00 minimum bid requirement or the alternative, the Registrant's
common shares will be delisted from the Nasdaq Stock Market effective  with
the close of business on July 10, 1997.



SIGNATURES

      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 thereunto duly authorized.


JAYARK CORPORATION

Registrant

By:  /s/ David L. Koffman                         Dated:    July 14, 1997
     David L. Koffman
     President, Chief Executive Officer