SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                -----------------

                                    FORM 8-K

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

        Date of report (Date of earliest event reported) January 14, 1999
                                                         ----------------       


                           Darling International Inc.
               --------------------------------------------------     
               (Exact Name of Registrant as Specified in Charter)


   Delaware                         0-24620                      36-2495346
- ---------------                ----------------               ----------------  
(State or Other                (Commission File                 (IRS Employer
Jurisdiction of                     Number)                  Identification No.)
Incorporation)




251 O'Connor Ridge Blvd., Suite 300 Irving, Texas       75038
- -------------------------------------------------    ---------- 
      (Address of Principal Executive Offices)       (Zip Code)


        Registrant's telephone number, including area code (972) 717-0300
                                                           --------------

                                 Not Applicable
                       ---------------------------------
          (Former Name or Former Address, if Changed Since Last Report)






Item 5.  Other Events
         ------------

     Darling  International  Inc. (the "Company") and its bank lending group are
continuing  discussions  to amend  certain  terms and  conditions  of the Credit
Agreement  dated as of June 5, 1997 (as  amended  from  time to time)  among the
Company,  Comerica  Bank,  Credit  Lyonnais New York Branch and Wells Fargo Bank
(Texas), National Association, and BankBoston, N.A., (the "Credit Agreement") in
light of reduced  commodity  prices which have adversely  affected the Company's
sales and earnings in 1998. The banks party to the Credit  Agreement  previously
agreed to  forbear  their  rights  through  December  14,  1998 by reason of the
Company's failure to meet certain financial covenants.

     In order to finalize an  amendment to the Credit  Agreement  the banks have
agreed to extend the  forbearance  period to January  22,  1999  pursuant  to an
amendment  to the  forbearance  agreement  dated  December  14, 1998 between the
Company and the banks,  which  amendment  was executed by the parties on January
14, 1999 (the  "Amendment").  The banks will continue to provide  funding to the
Company  pursuant  to the  Credit  Agreement.  There  is no  guaranty  that  the
negotiations to amend the Credit Agreement will be successful.

     A copy of the Amendment has been filed with this report as Exhibit 99.1 and
is incorporated herein by reference.


Item 7.  Exhibits
         --------

99.1     Amendment,  dated January 14, 1999, to the Forbearance Agreement, dated
         as of December 14, 1998, among Darling International Inc., the banks or
         other lending  institutions  signatory thereto (the "Banks"),  Comerica
         Bank,  Credit  Lyonnaise  New York Branch and Wells Fargo Bank (Texas),
         National  Association,  each  individually as a Bank and as a co-agent,
         and BankBoston,  N.A.,  individually as a  Bank and as agent for itself
         and the other Banks.

99.2     Press Release dated January 15, 1999


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                                    SIGNATURE

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



                                     DARLING INTERNATIONAL INC.


Date:  January 22, 1999             By: /s/Dennis B. Longmire
                                        ------------------------------
                                        Name:  Dennis B. Longmire
                                        Title: Chief Executive Officer


                                     By: /s/John O. Muse
                                        ------------------------------
                                        Name:  John O. Muse
                                        Title: Chief Financial Officer




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                                 EXHIBITS INDEX


Exhibit
Number                             Description
- -------                            -----------

99.1     Amendment,  dated January 14, 1999, to the Forbearance Agreement, dated
         as of December 14, 1998, among Darling International Inc., the banks or
         other lending  institutions  signatory thereto (the "Banks"),  Comerica
         Bank,  Credit  Lyonnaise  New York Branch and Wells Fargo Bank (Texas),
         National  Association,  each  individually as a Bank and as a co-agent,
         and Bank Boston,  N.A.,  individually as a Bank and as agent for itself
         and the other Banks.

99.2     Press Release dated January 15, 1999


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