<PAGE>

                             UNITED STATES
                  Securities and Exchange Commission
                         Washington, DC 20549

                               FORM 10-K

[X] Annual Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934

               For the fiscal year ended April 30, 1999

                                  Or

[  ] Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

      For the Transition period from          to


                     Commission File Number 0-3255

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

               DELAWARE                                 13-1864519
(State or jurisdiction of incorporation or organization)  (IRS EIN)

PO Box 741528, Houston, Texas                             77274
(Address of principal executive office)                (Zip Code)

Telephone number, including area code:            (713) 783-9184

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act: Common
Stock, par value $.01 per share

     Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such
shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90
days.
                            YES [X] NO [  ]

     Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K (section 229.405 of this
chapter) is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or
any amendment to this Form 10-K.   [  ]

     The aggregate market value of the voting stock held by non-
affiliates of the Registrant is $169,115 as of June 30, 1999.

The number of shares outstanding of Registrant's Common Stock is
27,663,597 as of July 1, 1999.

<PAGE>
                                PART I

                              Item 1. Business

     General

Jayark Corporation ("Jayark" or "the Company") conducts its operations
through two wholly owned subsidiaries, AVES Audiovisual Systems,  Inc.
("AVES")  and  MED Services Corp. ("Med"), each of which constitute  a
business segment for financial reporting purposes.

AVES  distributes  and  rents  a  broad  range  of  audio,  video  and
presentation  equipment,  and supplies.  Its  customer  base  includes
businesses,  churches, hospitals, hotels and educational institutions.
The  warehousing,  sales  and administrative operations  of  AVES  are
located in Houston, Texas.

Med  finances  the manufacture, sale and rental of medical  equipment.
It  had  one  customer  in fiscal 1999, Vivax Medical  Corporation,  a
company  that manufactures, sells and rents durable medical  equipment
to  hospitals,  nursing  homes  and individuals.   The  administrative
operations of Med are located in Vestal, New York.

The Company was originally incorporated in New York in 1958.  In 1991,
the  Company changed its state of incorporation to Delaware.  In  July
1998  the  Company amended its Certificate of Incorporation increasing
its  authorized  Common Stock to 30,000,000 shares and decreasing  the
par value of its Common Stock from $.30 to $.01 per share.

     Discontinued Operations

As  a  result  of  continued losses due to a soft retail  market,  low
margins,  competitive  pressures, and price reductions,  in  1997  the
Company  discontinued the operations of Rosalco  Inc.,  ("Rosalco")  a
wholly owned subsidiary of Jayark.  Rosalco had been headquartered  in
Jeffersonville,  Indiana  and  had  been  in  the  business   of   the
distribution of more than 300 different products, including occasional
furniture, brass beds, custom jewelry cases and accessories,  most  of
which  were  imported  from  outside the  continental  United  States.
Shortly  after  the closing, a receiver was assigned to liquidate  the
secured  assets  of Rosalco to satisfy the loan principal.  In  fiscal
1997,  Jayark  incurred a $5,795,000 loss on discontinued  operations,
which  included  $3,294,000 loss from operations for  the  year  ended
April  30,  1997,  the  establishment of accruals  in  the  amount  of
$300,000 for expenses and guarantees related to the closing, the write
off  of  an intercompany receivable and other assets of $476,000,  and
the write off of the remaining net assets of Rosalco of $1,725,000.

<PAGE>

     Recent Events

In  September 1998, the Company offered to each stockholder, the right
to  purchase, pro rata, two shares of Common Stock at a price of  $.10
per  share.   The Company filed a Registration Statement on  Form  S-1
with  the Securities and Exchange Commission in order to register such
rights to purchase Common Stock, under the Securities Act of 1933,  as
amended.

The  Rights Offering expired on October 30, 1998.  The total  offering
of   18,442,398  shares  was  fully  subscribed  with  111,600  shares
purchased with cash and the balance subscribed by conversion of  debt.
The Company issued the new shares in November 1998.  The conversion of
debt  to stock in conjunction with the Rights Offering resulted  in  a
$1,000,000  reduction in notes payable to related parties, a  $761,000
reduction  in  subordinated debt, and a $72,000 reduction  in  accrued
interest.  The end result was $1,794,000 of equity enhancement.

The  Koffman Group, which consists of David Koffman, Chairman  of  the
Board  of  Directors  and  President of the Company,  Burton  Koffman,
Richard  Koffman,  Milton  Koffman,  Jeffrey  Koffman,  Sara  Koffman,
Ruthanne  Koffman,  Elizabeth  Koffman,  Steven  Koffman,  and   three
entities  controlled  by  members of the  Koffman  family,  agreed  to
acquire  all  shares  not purchased by other stockholders  on  Primary
Subscription.   As  a  result,  the Koffman  Group  beneficially  owns
20,417,188 shares of Common Stock, which represents approximately  74%
of the Common Stock outstanding.

On  November  13, 1998 Jayark Corporation, through its  newly  formed,
wholly  owned  subsidiary  Med,  terminated  its  Purchase  and  Sale,
Distribution,  and  Custody Agreements with Vivax Medical  Corporation
("Vivax"),  a  company  that manufactures,  sells  and  rents  durable
medical equipment to hospitals, nursing homes and individuals.   Under
the terms of the Purchase and Sale Agreement, dated June 17, 1998, Med
purchased  certain medical equipment from Vivax for cash  of  $579,700
and  a $144,925 unsecured promissory note due in five years.  Med then
entered  into a Consignment Agreement with Vivax whereby this  medical
equipment  was  consigned  to Vivax to rent through  its  distribution
network.   In consideration of Vivax renting and maintaining  the  Med
equipment, Vivax was entitled to a range of forty-eight to sixty-seven
percent  of  the  rental  proceeds, based upon the  equipment  rented.
Vivax had an option to repurchase the medical equipment from Med after
the   twenty-fourth,  thirty-six  and  forty-eighth   month   of   the
consignment period.  Med, under the Purchase and Sale Agreement had an
option,  through October 31, 1999 to purchase an additional $2,475,000
of medical equipment from Vivax.  The results of Med's operations were
immaterial in fiscal 1999.

In consideration for terminating the Agreements, Med received $840,000
after eliminating net accounts receivable and notes payable of $44,925
from  Vivax.   Med, in turn, paid off the outstanding balance  on  its
revolving line of credit to the bank and outstanding interest  due  on
the  line.   As a result of the termination, Med realized  a  $203,000
gain on the sale of assets.

Description of AVES' Business

     Products

AVES  distributes  and  rents  a  broad  range  of  audio,  video  and
presentation equipment, and supplies.  Among the items distributed are
video,  filmstrip and slide projectors; projection screens and  lamps;
video  cameras  and camcorders; laser videodisk, video projection,  TV
monitors and receivers; video recorders; still imaging systems; public
address  systems,  microphones and headsets;  tape  recorders,  record

<PAGE>

players,  cassette  recorders, and related accessories  and  supplies.
Some  of  the items sold (such as blank audio cassettes, headsets  and
cassette  recorders,  duplicating equipment and  supplies,  laminating
film  and  equipment for document protection) are either assembled  by
AVES  or  purchased from private label and other sole source suppliers
and  distributed  under the "AVES" and/or "LAMCO"  names.   AVES  also
distributes  the products of brand name manufacturers  such  as  RCAT,
GET,  Mitsubishi, Elmo, Panasonic, Sanyo, Ikegami, Videotek,  Hitachi,
Pioneer,  Leitch,  Quasar, Telex Corporation,  Kodak,  Dukane,  Sharp,
Sony,  3M Brand, Luxor and various other brand names.  Brand name  and
"house"  brand products account for approximately 97% and 3%  of  AVES
product sales, respectively.  The Company also offers repair services,
audio  visual  consulting  &  design,  engineering,  installation  and
servicing  of audiovisual systems to businesses, churches,  hospitals,
hotels and educational institutions.

     Raw Materials

The  sources and availability of raw materials are not significant for
an  understanding  of  AVES' business since competitive  products  are
obtainable  from alternative suppliers.  AVES carries an inventory  of
merchandise  for resale and for rental operations that is adequate  to
meet  the  rapid delivery requirements (frequently same day shipments)
of its distribution business.

     Patents

There  are no patents, trademarks, licenses, franchises or concessions
that are material to AVES business.

     Sales

AVES  currently  distributes  and rents its  products  in  the  United
States, primarily by means of catalogs, direct mail, telephone  orders
and  a field sales force.  AVES exhibits at various regional shows  to
expose  its products to an interested audience.  AVES' sales  are  not
seasonal, except that sales to schools typically are higher from April
through July than at other times during the year.

     Customers

In fiscal 1999, 74% of AVES' revenue was derived from sales to schools
and  other  educational institutions.  The remaining 26%  of  revenues
came from sales to businesses (24%) and rental of AVES equipment (2%).
In  1998,  72%  of revenue came from sales to schools and  educational
institutions, while 25% came from sales to businesses and 3% came from
rentals.   In  1997,  70% of revenue came from sales  to  schools  and
educational institutions, while 27% came from sales to businesses  and
3% came from rentals.

     Backlog

The  amount  of unfilled sales orders of AVES at April 30,  1999,  was
$1,040,000  as compared with $904,000 at April 30, 1998, and  $758,000
at  April  30,  1997.  The amount of unfilled sales orders  is  not  a
material measure of AVES' operations.

<PAGE>

     Competition

The Company believes that AVES is one of the most diversified national
audio visual purveyors in the United States, given the different types
of   services  and  products  offered.   AVES'  principal   means   of
competition  are  its aggressive pricing, technical  expertise,  quick
delivery  and  the  broad range of product lines and brands  available
through its distribution channels.

     Employees

At April 30, 1999, AVES had 20 employees.

Description of Med's Business

     Products / Services

For the fiscal year ending April 30, 1999 Med financed the
manufacture, sale and rental of durable medical equipment by Vivax, a
company that manufactures, sells and rents this equipment to
hospitals, nursing homes and individuals.  The Company intends to
pursue additional opportunities in the medical field.

     Raw Materials

The sources and availability of raw materials are currently not
applicable to Med's business.

     Patents

There are no patents, trademarks, licenses, franchises or concessions
that are material to Med's business.

     1999 Transactions

In  November  1998 Med terminated its Purchase and Sale, Distribution,
and  Custody  Agreements with Vivax.  Under the terms of the  Purchase
and Sale Agreement, dated June 17, 1998, Med purchased certain medical
equipment  from  Vivax for cash of $579,700 and a  $144,925  unsecured
promissory  note  due  in  five  years.   Med  then  entered  into   a
Consignment  Agreement with Vivax whereby this medical  equipment  was
consigned  to  Vivax  to  rent through its distribution  network.   In
consideration  of  Vivax renting and maintaining  the  Med  equipment,
Vivax was entitled to a range of forty-eight to sixty-seven percent of
the  rental proceeds, based upon the equipment rented.  Vivax  had  an
option  to  purchase the medical equipment from Med after the  twenty-
fourth,  thirty-six and forty-eighth month of the consignment  period.
Med,  under  the  Purchase and Sale Agreement had an  option,  through
October  31,  1999  to  purchase an additional $2,475,000  of  medical
equipment from Vivax.

     Customers

During the fiscal year ending April 30, 1999, Vivax was Med's only
customer.

     Backlog

Med does not currently have any backlog orders.

<PAGE>

                          Item 2. Properties

The  Company's  Corporate office is located in  Houston,  Texas  in  a
modern,  two story, stone and glass building which includes  adjoining
parking  for  up to 50 cars.  The Corporate office and AVES'  business
are  conducted from approximately 13,000 square feet; 5,500  of  which
are  used  for office, sales and demonstration purposes and 7,500  for
warehouse purposes.  The current lease term expires on April 30, 2001.
The current rental is $5,200 per month.

                       Item 3. Legal Proceedings

                                 None

      Item 4. Submission Of Matters To A Vote Of Security Holders

On  May  22, 1998, the Board of Directors of the Company approved  and
authorized  an amendment to the Company's Certificate of Incorporation
to  increase  the number of authorized shares of the Company's  common
stock,  par  value  of  $.30  per share,  from  10,000,000  shares  to
30,000,000 shares and to change the par value to $.01 per  share.   As
of  May  22,  1998, the Company had 9,221,199 issued  and  outstanding
shares of Common Stock.  Each share of Common Stock is entitled to one
vote  on  any  matter brought to a vote of the Company's stockholders.
By  written  consent dated May 22, 1998, a majority of  the  Company's
stockholders representing 4,898,245 shares, or 53% of the  outstanding
shares entitled to vote, approved the amendment.

                                PART II

 Item 5. Market For Registrant's Common Stock And Related Stockholder
                                Matters

Effective  July 10, 1997, the Company's Common Stock was delisted  due
to  the Company's non-compliance with the NASDAQ's minimum capital and
surplus  requirement.  Bid quotations for the Company's  Common  Stock
may  be  obtained  from the "pink sheets" published  by  the  National
Quotation  Bureau,  and the Common Stock is traded  in  the  over-the-
counter market.

The  following table presents the quarterly high and low trade  prices
of  the  Company's  common stock for the periods  indicated,  in  each
fiscal  year  as reported by NASDAQ.  As of July 1, 1999,  there  were
approximately 827 stockholders of record of common stock.

The  Company has not paid any dividends on its common stock during the
last five years and does not plan to do so in the foreseeable future.
<TABLE>
<CAPTION>


            1999 Common Stock Trade Price  1998 Common Stock Trade Price
<S>                 <C>           <C>           <C>           <C>
                   High           Low          High           Low
First Quarter      .09           .09           .31           .19
Second Quarter     .09           .03           .19           .19
Third Quarter      .08           .06           .19           .19
Fourth Quarter     .06           .05           .17           .09

</TABLE>

<PAGE>

                    Item 6. Selected Financial Data

<TABLE>
<CAPTION>

<S>                     <C>         <C>         <C>         <C>          <C>
Years Ended April 30,  1999        1998         1997        1996         1995
                       ----        ----         ----        ----         ----
Results of Operations:
Net Revenues       $15,288,215 $13,604,558  $12,638,072 $11,856,148  $11,631,370
Earnings (Losses)
from Cont Oper        $445,805     $75,992    ($264,372)  ($284,390)        $814
Earnings (Losses)
from Disc Oper              $0          $0  ($5,794,839)($6,900,857)    $772,479
Net Earnings (Losses) $445,805     $75,992  ($6,059,211)($7,185,247)    $773,293
Basic and Diluted Earnings (Loss)
per share from Cont Oper  $.02        $.01      ($.03)      ($.04)        $.00
Basic and Diluted Earnings (Loss) per share
from Disc Oper              --          --      ($.66)      ($.88)        $.11
Weighted Avg
Shares Oustanding   18,366,607   9,221,199    8,802,528   7,833,990    6,867,083

At April 30,
Balance Sheet Information:
Total Assets        $2,779,891  $2,634,964   $2,754,072  $8,327,357  $18,084,616
Long Term
Obligations         $1,424,229  $3,446,021   $3,407,207  $1,972,020   $1,542,628
Working Capital
(Deficit)             $370,914    $157,069      ($7,003)  ($233,256)  $2,066,560
Stockholders' Equity
(Deficit)            $(685,523)($2,925,566) ($3,001,558) $2,585,541   $8,614,426

</TABLE>
  Item 7. Management's Discussion and Analysis Of Financial Condition
                       And Results Of Operations

Comparison of Fiscal Year Ended April 30, 1999 With Fiscal Year  Ended
April 30, 1998

     Net Revenues

Consolidated Revenues of $15,288,000 increased $1,684,000,  or  12.4%,
from  fiscal  1998.   The  increase was the  result  of  a  $1,584,000
increase in AVES' sales and the addition of $100,000 in rental  income
from the new subsidiary, Med.

     Cost of Revenues

Consolidated Cost of Revenues of $12,999,000 increased $1,553,000,  or
13.6%,  from  the prior fiscal year which is directly related  to  the
increase in revenues.

     Gross Margin

Consolidated Gross Margin of $2,290,000 was 15.0% of revenues, as
compared with $2,159,000, or 15.9%, for the same period last year.

     Selling, General and Administrative Expense

Consolidated   Selling,   General  and  Administrative   Expenses   of
$1,754,000  increased  $37,000, or 2.2%, as compared  with  the  prior
reporting year. This increase was due to $66,000 in expenses  for  the
new subsidiary, Med and a $6,000 increase in Corporate spending.  AVES

<PAGE>

decreased  spending  by $35,000 which partially offset  the  increases
experienced  by Med and Corporate. Although expenses at Corporate  are
up  from  the  prior  year, this $6,000 increase  is  a  result  of  a
difference  in  miscellaneous tax expense of $60,000.   Taxes  in  the
current year were $6,000 versus a credit of $54,000 in the prior year.
The  prior  year's  credit was a result of miscellaneous  tax  refunds
received.   Corporate recognized an overall decrease  in  spending  of
$54,000 in all other expense categories due to their continued efforts
to  reduce costs.  The savings at AVES were attributable to reductions
in payroll expenses.

     Operating Income

Consolidated Operating Income of $536,000 increased $94,000, or 21.3%,
from  last  year's  operating income of $442,000.  This  increase  was
directly related to the increase in sales.

     Interest Expense

Consolidated Interest Expense of $283,000 decreased $83,000  or  22.6%
as  compared  with  the  same period last  year.   This  decrease  was
primarily  a  result of the decrease in subordinated  debt  and  notes
payable  attributed to the conversion of debt in conjunction with  the
Rights  Offering which expired on October 30, 1998.  As compared  with
the  prior  period,  subordinated debt  was  down  $787,000,  with  an
interest  rate  reduction on the $613,000 in remaining principal  from
12%  to 8%, and notes payable decreased $1,000,000 due to the exchange
of  equity  for debt.  The resulting decline in interest was partially
offset  by higher interest experienced from increased borrowing levels
on the Company's line of credit.

     Gain (Loss) on Sale of Assets

Consolidated Gain on Sale of Assets of $203,000 resulted from the
termination of Med's Purchase and Sale, Distribution and Custody
Agreements with Vivax.

     Pre Tax Earnings

Pre  Tax Earnings of $456,000 for the fiscal year ended April 30, 1999
increased  $380,000, or 500.0%, as compared with the same period  last
year.   This  increase was due to higher revenues, decreased  interest
expense, and the $203,000 gain on sale from Med's termination  of  its
agreements  with Vivax.  These increases were partially  offset  by  a
slight increase in selling, general and administrative expenses.

     Provision for Income Taxes

Provision for Income Taxes of $10,000 for the fiscal year ended  April
30, 1999 as compared with $0 for the same period last year.

     Net Income (Loss)

Consolidated  Net Income of $446,000 for the fiscal year  ended  April
30, 1999 as compared with $76,000 for the same period last year.

<PAGE>

Comparison of Fiscal Year Ended April 30, 1998 With Fiscal Year  Ended
April 30, 1997

     Net Revenues

Consolidated Revenues of $13,605,000 increased $967,000, or 7.6%, from
fiscal 1997.  The increase was the result of a $1,130,000 increase  in
direct  sales due to volume increases.  These increases were partially
offset by decreases in rental sales ($206,000).

     Cost of Revenues

Consolidated  Cost of Revenues of $11,446,000 increased  $854,000,  or
8.1%, from the prior fiscal year primarily due to increased revenues.

     Gross Margin

Consolidated  Gross  Margin of $2,159,000 was 15.9%  of  revenues,  as
compared with $2,046,000, or 16.2%, for the same period last year.

     Selling, General and Administrative Expense

Consolidated   Selling,   General  and  Administrative   Expenses   of
$1,717,000  decreased  $253,000 or 12.9% as compared  with  the  prior
reporting year.  Jayark Corporate recognized cost reductions in  legal
and  professional fees of $119,000 due to reduced legal representation
in  the current year and higher than normal audit and accounting  fees
incurred  in  Fiscal  1997;  an  $88,000  decrease  in  taxes  due  to
miscellaneous expense reduction and refunds received from  prior  year
returns;  and  decreases in other miscellaneous  expense  accounts  of
$86,000  as  a  result of the Company's overall cost  reduction  plan.
These  decreases were partially offset by a $78,000 decrease in  other
income  as a result of 1997 gains on the disposal of fixed assets  and
other   miscellaneous  income.   AVES  decreased   spending   $38,000,
primarily a result of an increase in miscellaneous income.

     Operating Income

Consolidated  Operating  Income  of $442,000  increased  $366,000,  or
481.6%,  from operating income of $76,000 during the same period  last
year.   This  increase  was due to $113,000 in increased  margin  from
higher  revenues  and  a $253,000 reduction in  selling,  general  and
administrative expenses.

     Interest Expense

Consolidated Interest Expense of $366,000 increased $26,000, or  7.6%,
due to increased borrowing levels.

     Income (Loss) from Continuing Operations

Consolidated Income from Continuing Operations was $76,000 as compared
with  a prior year's net loss of $264,000. This was a result of higher
revenues  combined  with  lower selling,  general  and  administrative
expenses.

<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

At  April 30, 1999, consolidated open lines of credit available to the
Company  for  borrowing, were $1,250,000 as compared with $950,000  at
April  30,  1998.  It is the opinion of the Company's management  that
operating expenses, as well as obligations coming due during the  next
fiscal  year,  will  be  met  primarily by cash  flow  generated  from
operations and from available borrowing levels.

     Working Capital

Working capital was $371,000 at April 30, 1999, compared with $157,000
at  April 30, 1998.  The increase in working capital is largely due to
cash flows from operations.

Net  cash  provided by operating activities was $321,000  in  1999  as
compared with $386,000 in 1998.

Cash  flows  provided by investing activities during  the  year  ended
April 30, 1999 were $68,000 as a result of sale of assets relating  to
the  Med  subsidiary,  offset  by capital  expenditures  by  the  AVES
subsidiary.

Cash used by financing activities of $418,000 is due to payment on the
Company's  line of credit and principal payments on notes  payable  to
related  parties.   The  majority  of  the  common  stock  issued   in
conjunction  with the Rights Offering was subscribed using  conversion
of debt.  Consequentially, there was little to no cash provided by the
transaction.

The Company had no material commitments for capital expenditures as of
April 30, 1999.

     Impact of Inflation

Management   of   the   Company  believes  that  inflation   has   not
significantly  impacted either net sales or net  earnings  during  the
year ended April 30, 1999.

     Effect of New Accounting Pronouncements

In June 1997, the Financial Accounting Standards Board issued SFAS No.
130, "Reporting Comprehensive Income," which establishes standards for
reporting  and  display of comprehensive income,  its  components  and
accumulated balances.  Comprehensive income is defined to include  all
changes  in equity except those resulting from investments  by  owners
and  distributions to owners. This standard is effective for financial
statements beginning fiscal 1999.  There is no significant  impact  on
current financial statement disclosures.

In   June  1998,  the  Financial  Accounting  Standards  Board  issued
Statement  of  Financial Accounting Standards No.  133  ("SFAS  133"),
Accounting  for  Derivative Instruments and Hedging Activities.   SFAS
133  is effective for transactions entered into after January 1, 2000.
SFAS 133 requires that all derivative
instruments  be recorded on the balance sheet at fair value.   Changes
in  the  fair value of derivatives are recorded each period in current
earnings  or  other  comprehensive  income,  depending  on  whether  a
derivative is designated as part of the hedge transaction and the type
of  hedge transaction.  The ineffective portion of all hedges will  be
recognized in earnings.  The Company does not expect this standard  to
have a significant impact on future financial statement disclosures.

<PAGE>

     Year 2000

The  year 2000 issue is the result of computer programs being  written
using  two  digits  rather than four to define  the  applicable  year.
Certain  information technology systems and their associated  software
("IT  Systems"),  and certain equipment that uses  programmable  logic
chips   to   control  aspects  of  their  operation  ("embedded   chip
equipment"),  may recognize "00" as a year other than the  year  2000.
The  year  2000  issue could result, at the Company and elsewhere,  in
system  failures or miscalculations causing disruptions of operations,
including,  among  other  things,  a temporary  inability  to  process
transactions or to engage in other normal business activities.

The  Company  has addressed, and continues to address, its  year  2000
issues,  including  efforts relating to IT Systems and  embedded  chip
equipment  used  within  the Company, efforts to  address  issues  the
Company  faces if third parties who do business with the  Company  are
not prepared for the year 2000, and contingency planning.  The Company
has  used  both internal and external resources to identify,  correct,
upgrade or replace and test its IT systems and embedded chip equipment
for year 2000 compliance.

The  Company's  IT  Systems  have been tested  and  determined  to  be
compliant  in  a simulated year 2000 environment.  As  a  result,  the
Company  believes  that its IT systems are ready for  the  year  2000,
although  isolated  incidences of non-compliance may  be  experienced.
The  Company plans to allocate internal resources and retain dedicated
consultants  and  vendor representatives to be ready  to  take  action
should these events occur.

The   Company  has  identified  some  non-IT  systems,  embedded  chip
equipment,  such as telephones, fax machines, climate control  devices
and  building security systems, which may be impacted by the year 2000
problem,  and  is in the process of determining what  actions  may  be
required  to  make  the equipment year 2000 compliant.   These  non-IT
systems  are  minor in nature and would not significantly  impact  the
Company's operations.

With  respect to the IT and non-IT Systems of critical third  parties,
such  as  product  vendors, utilities, communications, transportation,
government,  banking  and other important services,  the  Company  has
established   communication  to  obtain  assurances  regarding   their
respective  year 2000 efforts.  While the Company expects  such  third
parties  to  address the year 2000 issues based on the representations
it  has  received  to  date, the Company cannot guarantee  that  these
systems will be made year 2000 compliant in a timely manner.  Computer
errors  or  failures in any of these areas may have the  potential  to
disrupt business operations.  The Company will continue to monitor the
progress of such third parties throughout the next fiscal year.

Although  the  Company  values  established  relationships  with   key
vendors, substitute products for most goods may be obtained from other
vendors.  If certain vendors are unable to deliver product on a timely
basis, due to their own year 2000 issues, the Company anticipates that
there  will  be  others  who will be able to  deliver  similar  goods.
However,  the lead time involved in sourcing certain goods may  result
in temporary shortages of relatively few items.

The  Company  expects all expenditures relating  to  their  year  2000
readiness  to  be funded by cash flows from operations and  that  this
will not materially impact other operating or investment plans.

The Company believes that the IT and non-IT technologies which support
its  critical functions will be ready for the transition to  the  year
2000.   There can be no assurance that similar unresolved  issues  for

<PAGE>

key third parties will not cause an adverse effect on the Company.  As
a  result,  the Company is in the process of developing and finalizing
the appropriate contingency plans, which plans will be established and
then  revised  as necessary during the course of 1999.   Although  the
Company believes that its efforts to address the year 2000 issue  will
be sufficient to avoid a material adverse impact on the Company, there
can be no assurances that these efforts will be fully effective.

          Item 8. Financial Statements And Supplementary Data

The  Report  of  Independent Certified Public  Accountants,  Financial
Statements and Notes to Consolidated Financial Statements filed  as  a
part  of this report are listed in the accompanying Index to Financial
Statements and Schedules.

 Item 9. Change In and Disagreement With Accountants on Accounting And
                         Financial Disclosure

                                 None

                               PART III

      Item 10. Directors And Executive Officers Of The Registrant

Set forth below is a list of the directors, executive officers and key
employees  of  the Company and their respective ages as  of  June  30,
1999, and, as to directors, the expiration date of their current  term
of office:

<TABLE>
<CAPTION>


                            CURRENT DIRECTORS
<S>              <C>    <C>               <C>                            <C>
                       Term                                           Director
Name             Age  Expires    Position Presently Held                Since
--------------------------------------------------------------------------------
David Koffman    40    2000  Chairman, President, Chief Executive     1983
                             Officer and Director
Frank Rabinovitz 56    2000  Executive Vice President, Chief          1989
                             Operating Officer, Director and
                             President of AVES
Robert C. Nolt   51    2001  Chief Financial Officer and Director     1998
Arthur G. Cohen  70    1999  Director                                 1990

</TABLE>


David L. Koffman was elected President and Chief Executive Officer  of
the  Company  in  December 1988.  Prior to that  time,  he  served  as
Director and Vice President of the Company for over seven years.

Frank Rabinovitz was elected Executive Vice President, Chief Operating
Officer and Director of the Company in 1989.  In addition, he  is  the
President  of the Company's audiovisual subsidiary and has  served  in
this  capacity for more than twelve years, as well as in various other
executive and management capacities since 1980.

Robert C. Nolt is Chief Financial Officer and Director of the Company.
In  addition,  Mr.  Nolt  is  Chief Financial  Officer  of  Binghamton
Industries,  Inc., a company controlled by the principal  shareholders
of  the  Company.   Prior to joining the Company, Mr.  Nolt  was  Vice
President  of  Finance of RRT-Recycle America, Inc.   Mr.  Nolt  is  a
Certified  Public Accountant with over 26 years of experience  in  the
Accounting  field  and has served in a number of executive  positions.
Before  joining RRT in 1993, Mr. Nolt was Chief Financial Officer  for
the Vestal, NY based Ozalid Corporation.

<PAGE>

Arthur G. Cohen has been a real estate developer and investor for more
than  eight years.  Mr. Cohen is a Director of Baldwin and Arlen, Inc.
Burton  I.  Koffman and Richard E. Koffman are parties to an agreement
with  Arthur G. Cohen pursuant to which they have agreed to vote their
shares in favor of the election of Mr. Cohen to the Board of Directors
of the Company.

     Information Concerning Operations of the Board of Directors

The  Executive  Committee of the Board of Directors  consists  of  Mr.
David  L.  Koffman (Chair) and Mr. Frank Rabinovitz.  The function  of
the  Executive  Committee is to exercise the powers of  the  Board  of
Directors  to the extent permitted by Delaware law.  As  a  rule,  the
Executive  Committee  meets to take action  with  respect  to  matters
requiring Board of Directors approval and which cannot await a regular
meeting  of  the  Board  or the calling of a special  meeting.   Under
Delaware  law and the Company's By-laws, both the Board and  Executive
Committee can act by unanimous written consent to all members.

The  Stock  Option Committee of the Board of Directors was created  to
administer the Company's 1981 Incentive Stock Option Plan, as amended,
pursuant  to resolution adopted November 24, 1981, giving it authority
to  exercise powers of the Board with respect to the Plan.  The  Stock
Option Committee consists of Mr. Frank Rabinovitz and Mr. Robert Nolt.

The  Audit Committee of the Board of Directors was created in 1991  to
administer  and coordinate the activities and results  of  the  annual
audit  of  the Company by independent accountants and to  comply  with
NASDAQ listing requirements.  The Audit Committee is comprised of  Mr.
Frank Rabinovitz and Mr. Robert Nolt.

The  Compensation Committee of the Board of Directors was  created  in
1993  to  administer  and review compensation  structure,  policy  and
levels of the Company.  The Compensation Committee is composed of  Mr.
Frank Rabinovitz and Mr. David Koffman.

                    Item 11. Executive Compensation

Set  forth  in the following table is certain information relating  to
the approximate remuneration paid by the Company during the last three
fiscal years to each of the most highly compensated executive officers
whose total compensation exceeded $100,000.

<TABLE>
<CAPTION>

SUMMARY COMPENSATION TABLE (1,2,3)

<S>                                       <C>      <C>      <C>
                                                      Annual
                                                   Compensation
                                          Year    Salary   Bonus
David L. Koffman                          1999   $141,750    --
Chairman,  President                      1998    162,000    --
and Chief Executive Officer               1997    162,000    --

Frank Rabinovitz                          1999   $162,000  $50,000
Director, Executive Vice President, Chief 1998    162,000   50,000
Operating Officer, President of AVES      1997    162,000   50,000

</TABLE>

(1)   Does not include the value of non-cash compensation to the named
  individuals, which did not exceed the lesser of $50,000 or,  10%  of
  such individuals' total annual salary and bonus.  The Company provides
  a vehicle to each of the named executives for use in connection with
  Company business but does not believe the value of said vehicles and
  other non-cash compensation, if any, exceeds the lesser of $50,000 or
  10% of the individual's total annual salary and bonus.

<PAGE>

(2)   The  Company has entered into Split Dollar Insurance  Agreements
  with  David L. Koffman and Frank Rabinovitz, pursuant to  which  the
  Company  has  obtained  insurance policies on  their  lives  in  the
  approximate  amounts of $5,743,400 and $497,700, respectively.   The
  premium is paid by the Company.  Upon the death of the individual, the
  beneficiary  named  by  the individual is entitled  to  receive  the
  benefits  under  the policy.  The approximate amounts  paid  by  the
  Company during the fiscal year ended April 30, 1999 for this insurance
  coverage  were $0 and $25,373, respectively.  Such amounts  are  not
  included in the above table.

(3)   The  Company has accrued Mr. Koffman's 1999 salary, however,  he
  has deferred payment until such time as the Company's working capital
  position improves.

The  following  table sets forth-certain information relating  to  the
value of stock options at April 30, 1999:

<TABLE>
<CAPTION>

<S>                <C>          <C>            <C>          <C>

                      Number of Unexercised     Value of Unexercised In-
                   Options at Fiscal Year End     The-Money Options at
                                                    Fiscal Year End
                   --------------------------   -------------------------
Name               Exercisable  Unexercisable  Exercisable  Unexercisable
-----              -----------  -------------   ----------  --------------
Frank Rabinovitz   100,000      0               $0          0

</TABLE>

Based  on  the $0.05 per share closing bid price of  the  common
stock on the NASDAQ Stock Exchange on April 30, 1999

Effective  November  24, 1981 and approved at the annual  stockholders
meeting  in  1982,  the 1981 Incentive Stock Option  Plan  (ISOP)  was
adopted.   An amendment to the ISOP was adopted on December 11,  1989.
This  amendment increased the number of incentive stock  options  that
can  be  granted  from  150,000 shares to 600,000  shares.   The  ISOP
provides  for the granting to key employees and officers of  incentive
stock  options, as defined under current tax laws.  The stock  options
are  exercisable at a price equal to or greater than the market  value
on  the  date of the grant.  No stock options were granted during  the
fiscal year ended April 30, 1999.

Effective  September 15, 1994 and approved at the annual  stockholders
meeting in 1994, the 1994 NonEmployee Director Stock Option Plan  (the
"Director  Plan")  was  adopted and 200,000 shares  of  the  Company's
common  stock  reserved  for issuance under the  Director  Plan.   The
Director  Plan  provides  for the automatic grant  of  nontransferable
options  to  purchase  common stock to nonemployee  directors  of  the
Company;  on  the date immediately preceding the date of  each  annual
meeting  of  stockholders  in  which  an  election  of  directors   is
concluded,  each  nonemployee  then in  office  will  receive  options
exercisable for 5,000 shares (or a pro rata share of the total  number
of  shares still available under the Director Plan).  No option may be
granted  under  the Director Plan after the date of  the  1998  Annual
Meeting of Stockholders.

Options  issued  pursuant to the Director Plan are exercisable  at  an
exercise  price equal to not less than 100% of the fair  market  value
(as defined in the Director Plan) of shares of common stock on the day
immediately preceding the date of the grant.  Options are  vested  and
fully  exercisable  as of the date of the grant.  Unexercised  options
expire on the earlier of (i) the date that is ten years from the  date
on  which  they  were granted, (ii) the date which is  three  calendar
months from the date of the termination of the optionee's directorship
for  any  reason  other than death or disability (as  defined  in  the
Director  Plan),  or (iii) one year from the date  of  the  optionee's
disability or death while serving as a director.

<PAGE>

The  Director  Plan  became effective immediately following  the  1994
Annual  Meeting of Shareholders.  Each nonemployee director in  office
on  the  date  immediately preceding the date of  each  year's  annual
meeting  will receive options exercisable for 5,000 shares  of  common
stock.

During  fiscal  year  ended April 30, 1999, no director  options  were
granted to nonemployee directors.

Report  of  the  Compensation Committee of the Board of  Directors  on
Executive Compensation

Except  pursuant to its ISOP and the Director Plan, the  Company  does
not  have any formal annual incentive program, cash or otherwise,  nor
does  it make annual grants of stock options.  Cash bonuses and  stock
options,  including  bonuses and options paid to  executive  officers,
have   generally  been  awarded  based  upon  individual  performance,
business unit performance and corporate performance, in terms of  cash
flow,  growth  and net income as well as meeting budgetary,  strategic
and business plan goals.

The  Company  is  committed to providing a compensation  program  that
helps  attract  and  retain the best people  for  the  business.   The
Company  endeavors  to  achieve symmetry of  compensation  paid  to  a
particular  employee or executive and the compensation paid  to  other
employees  or  executives both inside the Company  and  at  comparable
companies.

The  remuneration  package of the Chief Executive Officer  includes  a
percentage bonus based on the Company's profitable performance.

Item   12.  Security  Ownership  Of  Certain  Beneficial  Owners   And
Management

The  following table sets forth as of April 30, 1999, the holdings  of
the Company's Common Stock by those persons owning of record, or known
by  the Company to own beneficially, more than 5% of the Common Stock,
the  holdings  by  each director or nominee, the holdings  by  certain
executive  officers and by all of the executive officers and directors
of the Company as a group.

<TABLE>
<CAPTION>

PRINCIPAL STOCKHOLDERS
<S>                                             <C>            <C>     <C>
                                         Amount and Nature
                                           of Beneficial       Note    % of
Name and Address of Beneficial Owner         Ownership         (1)     Class
------------------------------------     -----------------     -----   -----
David L. Koffman
300 Plaza Drive, Vestal,NY 13850             12,830,326                 46.4%
Burton I. Koffman
300  Plaza  Drive, Vestal, NY 13850           1,868,190         2,3      6.8%
Campobello Holding, LP
Box 4485, Great Neck, NY 11024                1,863,643                  6.7%
Ruthanne Koffman
300  Plaza  Drive, Vestal, NY 13850           1,830,652                  6.6%
Jeffrey P. Koffman
150  East 52nd Street, New York, NY 10022     1,461,023                  5.3%
Frank Rabinovitz
6116 Skyline Drive, Houston, TX 77057           684,260                  2.5%
All Directors & Exec Officers as a group     13,514,586                 48.9%

</TABLE>
<PAGE>

1.All shares are owned directly by the individual named, except as
  set  forth  herein.  Includes actual shares beneficially  owned  and
  Employee and Director Stock Options exercisable within 60 days. David
  L.  Koffman  and Jeffrey P. Koffman are sons of Burton  I.  Koffman.
  Ruthanne Koffman is the wife of Burton I. Koffman.

2.Excludes 37,000 shares owned by a charitable foundation of which
  Burton I. Koffman is President and Trustee.

3.Includes  537,000 shares owned as tenants in common by  brothers
  Richard E. Koffman and Burton I. Koffman.

Item 13. Certain Relationships And Related Transactions

On  March 12, 1997, in connection with the State Street Bank financing
and  the  establishing of the BSB Bank & Trust  line  of  credit,  the
Company issued stock warrants totaling 4,166,667 to A-V Texas Holding,
LLC, an affiliate of the Company of which David Koffman is a principal
shareholder.   The  warrants allowed the holder to purchase  4,166,667
shares  of the Company's common stock at a warrant price of $.30.   On
March 31, 1999, A-V Texas Holding, LLC and the Company mutually agreed
to cancel the warrants.

In  September 1998, the Company offered to each stockholder, the right
to  purchase, pro rata, two shares of Common Stock at a price of  $.10
per  share.   The Company filed a Registration Statement on  Form  S-1
with  the Securities and Exchange Commission in order to register such
rights to purchase Common Stock, under the Securities Act of 1933,  as
amended.

The  Rights Offering expired on October 30, 1998.  The total  offering
of   18,442,398  shares  was  fully  subscribed  with  111,600  shares
purchased with cash and the balance subscribed by conversion of  debt.
The Company issued the new shares in November 1998.  The conversion of
debt  to stock in conjunction with the Rights Offering resulted  in  a
$1,000,000  reduction in notes payable to related parties, a  $761,000
reduction  in  subordinated debt, and a $72,000 reduction  in  accrued
interest.  The end result was $1,794,000 of equity enhancement.

The  Koffman Group, which consists of David Koffman, Chairman  of  the
Board  of  Directors  and  President of the Company,  Burton  Koffman,
Richard  Koffman,  Milton  Koffman,  Jeffrey  Koffman,  Sara  Koffman,
Ruthanne  Koffman,  Elizabeth  Koffman,  Steven  Koffman,  and   three
entities  controlled  by  members of the  Koffman  family,  agreed  to
acquire  all  shares  not purchased by other stockholders  on  Primary
Subscription.   As  a  result,  the Koffman  Group  beneficially  owns
20,417,188 shares of Common Stock, which represents approximately  74%
of the Common Stock outstanding.

<PAGE>

PART IV

Item 14. Exhibits, Financial Statement Schedules And Reports On Form 8-K

(a) Documents filed as part of this report:
     1. And 2. Financial Statements.
        The Report of Independent Certified Public Accountants,
        Financial Statements and Notes to
        Consolidated Financial Statements which are filed as a  part  of
        this report are listed in the Index to Financial Statements.
        Note  - no financial statement schedules were required to  be
        filed.
     3. Exhibits, which are filed as part of this report, are
        listed in the accompanying Exhibit Index.
(b) Reports on Form 8-K - None

<PAGE>

SIGNATURES

Pursuant  to the requirements of Section 13 or 15(d) 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

By:

/s/  David L. Koffman     Chairman of the Board and Director     July 19, 1999
DAVID L. KOFFMAN

Pursuant  to the requirements of the Securities Exchange Act of  1934,
this  report has been signed below by the following persons on  behalf
of the Registrant and in the capacities and on the date indicated.

/s/  David  L. Koffman   Chairman of the Board, President,
DAVID L. KOFFMAN         Chief Executive Officer and Director    July 19, 1999

/s/  Frank  Rabinovitz   Executive Vice  President, Chief
FRANK RABINOVITZ         Operating Officer and Director          July 19, 1999

/s/  Robert  C.  Nolt    Chief Financial Officer and Director    July 19, 1999
ROBERT C. NOLT

/s/    Arthur G. Cohen   Director                                July 19, 1999
ARTHUR G. COHEN

<PAGE>

                  JAYARK CORPORATION AND SUBSIDIARIES

              Index                                                       Page
-------------------------------------------------------------------------------
Consolidated Financial Statements:
Report of Independent Certified Public Accountants                           20
Balance Sheets - April 30, 1999 and 1998                                     21
Statements of Operations - For the years ended April 30, 1999, 1998 and 1997 22
Statements of Stockholders' Equity -
For the years ended April 30,1999, 1998 and 1997                             23
Statements of Cash flows - For the years ended April 30, 1999, 1998 and 1997 24
Notes to Consolidated Financial Statements                                25-33

<PAGE>

Report of Independent Certified Public Accountants

To the Shareholders and Directors
Jayark Corporation

We have audited the accompanying consolidated balance sheets of Jayark
Corporation  and Subsidiaries as of April 30, 1999 and  1998  and  the
related   consolidated   statements   of   operations,   changes    in
stockholders'  equity, and cash flows for each of the three  years  in
the  period ended April 30, 1999.  These financial statements are  the
responsibility of the Company's management.  Our responsibility is  to
express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit
to   obtain   reasonable  assurance  about  whether  the  consolidated
financial  statements  are free of material  misstatement.   An  audit
includes  examining, on a test basis, evidence supporting the  amounts
and  disclosures in the financial statements.  An audit also  includes
assessing  the  accounting principles used and  significant  estimates
made by management, as well as evaluating the overall presentation  of
the  financial  statements.   We believe that  our  audits  provide  a
reasonable basis for our opinion.

In  our  opinion,  the consolidated financial statements  referred  to
above present fairly, in all material respects, the financial position
of  Jayark Corporation and Subsidiaries as of April 30, 1999 and 1998,
and  the results of their operations and their cash flows for each  of
the  three years in the period ended April 30, 1999 in conformity with
generally accepted accounting principles.

BDO Seidman, LLP

New York, New York

July 8, 1999

<PAGE>

                  Jayark Corporation and Subsidiaries
                      Consolidated Balance Sheets
                        April 30, 1999 and 1998
<TABLE>
<CAPTION>

<S>                                                      <C>            <C>
Assets                                                 4/30/99        4/30/98
------                                                ---------      ---------
Current Assets
Cash and Cash Equivalents                              $209,724       $238,858
Accounts Receivable-Trade, Less Allowance For Doubtful
Accounts of $59,000 at 4/30/99 and $38,000 at 4/30/98 1,818,214      1,723,833
Inventories                                             337,914        271,564
Other Current Assets                                     46,247         37,323
                                                      ---------      ---------
Total Current Assets                                  2,412,099      2,271,578

Non Current Assets
Property & Equipment, Less Accumulated Depreciation
and Amortization                                        120,410         94,644
Excess of Cost Over Net Assets of Businesses Acquired, Less
Accumulated Amortization of $485,000 at 4/30/99 and
$464,000 at 4/30/98                                     247,382        268,742
                                                      ---------      ---------
Total Non-Current Assets                                367,792        363,386
                                                      ---------      ---------
Total Assets                                         $2,779,891     $2,634,964
                                                      =========      =========
Liabilities
------------
Current Liabilities
Notes Payable & Line of Credit                               $0       $300,000
Current Maturities of Long Term Debt                    161,332          5,899
Accounts Payable                                        689,209        881,266
Accrued Expenses                                        253,796        197,192
Accrued Salaries                                        392,420        298,734
Accrued Interest                                        504,510        336,000
Other Current Liabilities                                39,918         95,418
                                                      ---------      ---------
Total Current Liabilities                             2,041,185      2,114,509

Long Term Debt                                        1,424,229      3,446,021
                                                      ---------      ---------
Total Liabilities                                    $3,465,414     $5,560,530


Stockholders' Equity (Deficit)
------------------------------
Common Stock of $.01 Par Value at 4/30/99 and $.30 at 4/30/98.
Authorized 30,000,000 Shares at 4/30/99 and 10,000,000 Shares at 4/30/98;
Issued 27,663,597 Shares at 4/30/99 and
9,221,199 Shares at 4/30/98                             276,636      2,766,359
Additional Paid-In Capital                           12,350,084      8,066,122
Deficit                                             (13,312,243)   (13,758,047)
                                                      ---------      ---------
Total Stockholders' Equity (Deficit)                  $(685,523)   $(2,925,566)
                                                      ---------      ---------
Total Liabilities & Stockholders' Equity (Deficit)   $2,779,891     $2,634,964
                                                      =========      =========
      See accompanying notes to consolidated financial statements

</TABLE>
<PAGE>
                  Jayark Corporation and Subsidiaries
                 Consolidated Statements of Operations
           For the Years Ended April 30, 1999, 1998 and 1997

<TABLE>
<CAPTION>


<S>                                      <C>            <C>           <C>
                                        1999            1998          1997
                                       -------         ------        -------
Net Revenues                         $15,288,215     $13,604,558   $12,638,072
Cost of Revenues                      12,998,508      11,445,669    10,591,857
                                      ----------      ----------    ----------
Gross Margin                           2,289,707       2,158,889     2,046,215

Selling, General and Administrative   1,754,169        1,717,242     1,970,725
                                      ----------      ----------    ----------
Operating Income                        535,538          441,647        75,490

Other Income (Expense):
Interest Expense                       (283,165)        (365,655)     (339,862)
Gain on Sale of Assets                  203,432             --            --
                                      ----------      ----------    ----------
Pre Tax Earnings (losses)               455,805           75,992      (264,372)

Provision for Income Taxes               10,000             --            --
                                      ----------      ----------    ----------

Income(loss) from Continuing Operations 445,805           75,992      (264,372)
                                      ----------      ----------    ----------
Income (loss) from Discontinued Operations,net of
taxes of $-, $-, $350,000 respectively    --                --      (3,294,109)
Loss on disposition of subsidiary         --                --      (2,500,730)
                                      ----------      ----------    ----------
Net Income (loss)                      $445,805          $75,992   $(6,059,211)
                                      ==========      ==========    ==========

Basic and Diluted Earnings (Loss)per Common Share:
Continuing Operations                      $.02           $.01         $(.03)
Discontinued Operations                      --             --         $(.66)
                                      ----------      ----------    ----------
Net Income (Loss)                          $.02           $.01         $(.69)
                                      ==========      ==========    ==========

Weighted Average Common Shares:
Basic and Diluted                    18,366,607        9,221,199     8,802,528

      See accompanying notes to consolidated financial statements
</TABLE>
<PAGE>


                  Jayark Corporation and Subsidiaries
       Consolidated Statements of Stockholders' Equity (Deficit)
           For the Years Ended April 30, 1999, 1998 and 1997


<TABLE>
<CAPTION>

<S>                             <C>        <C>           <C>         <C>
                              Common     Paid In                    Total
                               Stock     Capital       Deficit      Equity
                             --------    --------    ----------    ---------

Balance at April 30, 1996   $2,393,639  $7,966,730  $(7,774,828)  $2,585,541
Issue of 1,242,400
shares of stock                372,720      99,392         --        472,112
Net Loss                          --          --     (6,059,211)  (6,059,211)
                             --------    --------    ----------    ---------
Balance at April 30, 1997    2,766,359   8,066,122  (13,834,039)  (3,001,558)
Net Income                        --          --         75,992       75,992
                             --------    --------    ----------    ---------
Balance at April 30, 1998    2,766,359   8,066,122  (13,758,047)  (2,925,566)
Decreased Par Value to $.01
from $.30 per Share         (2,674,147)  2,674,147         --           --
Issue of 18,442,398 shares
in Offering                    184,424   1,609,814         --      1,794,238
Net Income                        --          --        445,805      445,805
                             --------    --------    ----------    ---------
Balance at April 30, 1999     $276,636 $12,350,083 $(13,312,242)   $(685,523)
                             ========    ========    ==========    =========

      See accompanying notes to consolidated financial statements

</TABLE>
<PAGE>
                  Jayark Corporation and Subsidiaries
                 Consolidated Statement of Cash Flows
           For the Years Ended April 30, 1999, 1998 and 1997

<TABLE>
<CAPTION>

<S>                                                 <C>         <C>      <C>
                                                   1999        1998      1997
                                                  ------      ------    ------
Cash Flows From Operating Activities:
Net Income (loss)                                $445,805   $75,992 $(6,059,211)

Adjustments to Reconcile Earnings (Loss) to Cash From Operating Activities:
Depr and Amort of Property and Equipment          109,353    79,542      40,089
Amortization of Excess of Cost Over Net Assets of
Businesses Acquired                                21,360    21,360      21,360
Net Assets of Discontinued Operations - written off  --        --     4,268,849
Miscellaneous Write Off                           (26,027)     --          --
(Gain) Loss on Disposition of Assets             (203,432)     --        21,516
Changes In Assets and Liabilities:
(Increase) Decrease in Deferred Federal Income Tax
Expense (Benefit)                                    --        --       350,000
(Increase) Decrease in Accounts Receivable Net    (94,381)  114,752    (105,667)
(Increase) Decrease in Federal and State Income
Taxes Refundable                                     --        --       695,501
(Increase) Decrease in Inventories                (66,350)  141,282      91,709
(Increase) Decrease in Other Current Assets        (8,924)  (14,474)    (12,685)
Increase (Decrease) in Accounts Payable          (134,417)  (24,141)    320,349
Increase (Decrease) in Accrued Expenses            56,605  (272,387)   (513,045)
Increase (Decrease) in Accrued Salaries            93,687   192,202     (77,374)
Increase (Decrease) in Accrued Interest           183,239   168,000     168,000
Increase (Decrease) in Other Liabilities          (55,503)  (96,093)   (281,153)
                                                  ------      ------    ------
Net Cash Provided By(Used In)
Operating Activities                              321,015   386,035  (1,071,762)

Cash Flows From Investing Activities:
Purchase of Assets                               (724,625)     --          --
Sale of Assets                                    884,925      --          --
Purchases of Property and Equipment               (91,987)  (51,636)    (83,556)
                                                  ------      ------    ------
Net Cash Provided By (Used In)
Investing Activities                               68,313   (51,636)    (83,556)

Cash Flows From Financing Activities:
Payment of Long Term Debt                            --      (8,702)    (27,555)
Proceeds From Issuance of Notes Payable              --      46,021   2,001,084
Payments of Notes Payable &
Subordinated Debentures                         (379,622)  (200,000) (1,101,997)
Proceeds From Issuance of Common Stock            11,160       --          --
Costs Paid for Issuance of Common Stock          (50,000)      --          --
                                                  ------      ------    ------
Net Cash Provided By (Used In)
Financing Activities                            (418,462)  (162,681)    871,532

Net Increase (Decrease) in Cash
and Cash Equivalents                             (29,134)   171,718    (283,786)
Cash & Cash Equivalents at Beginning of Year     238,858     67,140     350,926
                                                  ------      ------    ------
Cash & Cash Equivalents at End of Year          $209,724    $238,858    $67,140

      See accompanying notes to consolidated financial statements

</TABLE>
<PAGE>

              Notes to Consolidated Financial Statements

                     April 30, 1999, 1998 and 1997

(1) Summary of Significant Accounting Policies

                      Principles of Consolidation

The  consolidated financial statements include the accounts of  Jayark
Corporation  and  its wholly owned subsidiaries (the "Company").   All
material  intercompany profits, transactions and  balances  have  been
eliminated.

Prior  to  April  30,  1997, a decision was made  to  discontinue  the
operations of Rosalco, Inc. ("Rosalco"), a wholly owned subsidiary  of
the  Company.  Rosalco was officially closed on October 22,  1997  and
shortly  thereafter a receiver was assigned to liquidate  its  assets.
The accompanying financial statements have been adjusted retroactively
to  segregate  and  report separately the net assets  and  results  of
operations of Rosalco as a discontinued operation.

                              Inventories

Inventories  comprise finished goods and are stated at  the  lower  of
cost (first in, first out method) or market value.

         Property and Equipment, Depreciation and Amortization

Property  and  equipment  are  recorded  at  cost.   Depreciation  and
amortization  are  computed using the straight-line  method  over  the
estimated useful lives of the assets, ranging from approximately 3  to
20  years.  On sale or retirement, the cost of assets sold or  retired
and  related  accumulated depreciation or amortization  is  eliminated
from  the  accounts  and any resulting gain or  loss  is  included  in
operations.   Maintenance  and  repairs  are  expensed  as   incurred;
expenditures  for major renewals and betterments are  capitalized  and
amortized by charges to operations.

                              Intangibles

The  accounts  of purchased companies are included in the consolidated
financial  statements from the dates of acquisition.   The  excess  of
cost over the fair value of net assets of businesses acquired is being
amortized  using  the  straight-line  method  over  a  40-year  period
commencing with the dates of acquisition.

                          Revenue Recognition

Revenues  are  recorded  when products are  shipped.   Allowances  are
recorded for estimated returns and losses.

                             Income Taxes

The  Company  follows  the  asset and  liability  method  required  by
Financial Accounting Standards Board Statement of Financial Accounting
Standards No. 109 in accounting for income taxes.  Deferred tax assets
and  liabilities  are  recognized  for  the  future  tax  consequences

<PAGE>

attributable  to differences between the financial statement  carrying
amounts  of  existing assets and liabilities and their respective  tax
bases.  Deferred tax assets and liabilities are measured using enacted
tax  rates expected to apply to taxable income in the years  in  which
those  temporary differences are expected to be recovered or  settled.
The  effect of deferred tax assets and liabilities of a change in  tax
rates  is  recognized  in  income in  the  period  that  includes  the
enactment  date.   Deferred  tax assets are  reduced  by  a  valuation
allowance when there is uncertainty as to the ultimate realization of
the asset.

                          Earnings per Share

In  the third quarter of fiscal 1998, the Company adopted Statement of
Financial  Accounting Standards No. 128, "Earnings per  Share",  which
requires the presentation of both basic and diluted earning per  share
on the face of the Statements of Operations and the restatement of all
prior periods earnings per share amounts.  Assumed exercise of options
are  not included in the calculation of diluted earnings per share for
the  fiscal years ended April 30, 1999, 1998 and 1997 since the effect
would  be  antidilutive.  Accordingly, basic and diluted net  earnings
per share do not differ for any period presented.

The following table summarizes securities that were outstanding as  of
April  30, 1999, 1998 and 1997 but not included in the calculation  of
diluted net earnings per share because such shares are antidilutive.
<TABLE>
<CAPTION>


<S>                                <C>      <C>      <C>
For the year ending April 30,     1999     1998     1997
---------------------------------------------------------
Stock Options                   105,000  242,500   242,500
Convertible Subordinated           --    933,333   933,333
Debentures
Warrants                           --  4,166,667 4,166,667

</TABLE>

                   Changes in Financial Presentation

Certain  reclassifications  have  been  made  in  the  1997  and  1998
financial statements to conform to the presentation used in 1999.

                       Statements of Cash Flows

For  purposes  of the statements of cash flows, the Company  considers
all highly liquid investments with original maturities of three months
or less to be cash equivalents.

                           Use of Estimates

The  preparation of financial statements in conformity with  generally
accepted  accounting principles requires management to make  estimates
and  assumptions  that  affect  the reported  amounts  of  assets  and
liabilities and disclosure of contingent assets and liabilities at the
date  of the financial statements and the reported amounts of revenues
and expenses during the reporting period.  Actual results could differ
from these estimates.

                           Long-Lived Assets

Long-lived  assets,  such  as property, equipment,  and  goodwill  are
evaluated  for  impairment  when events or  changes  in  circumstances
indicate that the carrying amount of the assets may not be recoverable
through the estimated undiscounted future cash flows from the  use  of
these  assets.   When any such impairment exists, the  related  assets
will  be  written  down  to  their fair  value.   This  policy  is  in
accordance with Statement of Financial Accounting Standards  No.  121,
"Accounting  for the Impairment of Long-Lived Assets  to  be  Disposed

<PAGE>

Of",  which  was  adopted on May 1, 1996.  No  write-downs  have  been
necessary   through  April  30,  1999,  except  for  assets   of   the
discontinued operation (Note 13).

                       Stock-Based Compensation

The  Company uses the intrinsic value method for accounting for  stock
compensation plans, as permitted by Statement of Financial  Accounting
Standards  No.  123, "Accounting for Stock-Based Compensation",  which
was  adopted on May 1, 1996.  Accordingly, compensation cost for stock
options is measured as the excess, if any, of the quoted market  price
of  the  Company's stock at the date of the grant over the amount  the
employee must pay to acquire the stock.

                    Effect of new accounting pronouncements

In June 1997, the Financial Accounting Standards Board issued SFAS No.
130, "Reporting Comprehensive Income," which establishes standards for
reporting  and  display of comprehensive income,  its  components  and
accumulated balances.  Comprehensive income is defined to include  all
changes  in equity except those resulting from investments  by  owners
and  distributions to owners. This standard is effective for financial
statements beginning fiscal 1999.  There is no significant  impact  on
current financial statement disclosures.

In   June  1998,  the  Financial  Accounting  Standards  Board  issued
Statement  of  Financial Accounting Standards No.  133  ("SFAS  133"),
Accounting  for  Derivative Instruments and Hedging Activities.   SFAS
133  is effective for transactions entered into after January 1, 2000.
SFAS 133 requires that all derivative
instruments  be recorded on the balance sheet at fair value.   Changes
in  the  fair value of derivatives are recorded each period in current
earnings  or  other  comprehensive  income,  depending  on  whether  a
derivative is designated as part of the hedge transaction and the type
of  hedge transaction.  The ineffective portion of all hedges will  be
recognized in earnings.  The Company does not expect this standard  to
have a significant impact on future financial statement disclosures.

(2) Business

The Company operates in two reportable business segments as follows:

The Company's audio-visual subsidiary, AVES Audio Visual Systems, Inc.
("AVES"), distributes and
rents  a  broad range of audio, video and presentation equipment,  and
supplies  to  businesses, churches, hospitals, hotels and  educational
institutions

The  Company's  other  wholly  owned subsidiary,  MED  Services  Corp.
("Med"),  finances  the  manufacture,  sales  and  rental  of  medical
equipment.   It  had  one  customer  in  fiscal  1999,  Vivax  Medical
Corporation,  a  company that manufactures, sells  and  rents  durable
medical equipment to hospitals, nursing homes and individuals.  Due to
their  immateriality, the operating results and assets of this segment
have not been separately reported.

(3) Related Party Transactions

The  Company  has  subordinated notes (Note 7)  with  related  parties
amounting  to  $232,228  and $795,712 at  April  30,  1999  and  1998,
respectively.  The annual interest rate was reduced from 12% to 8%  on
November  1,  1998.   Interest expense relating to subordinated  notes
payable  to related parties was $49,224, $95,485 and $95,485 in  1999,
1998 and 1997, respectively.

<PAGE>

The  Company had long term notes payable to related parties  amounting
to  $972,298  and $2,046,021 at April 30, 1999 and 1998, respectively.
The  interest rate on the $972,298 is 7.5%.  The maturity date of  the
note  has  been  extended  to  December 31,  2004.   Interest  expense
relating  to these notes for the years ended April 30, 1999  and  1998
was $134,986 and $172,139, respectively.

Accrued interest to related parties for the years ended April 30, 1999
and 1998 was $323,223 and $190,970, respectively.

(4) Property and Equipment

Property and equipment are summarized as follows:
<TABLE>
<CAPTION>

<S>                                    <C>         <C>
                                    April 30,   April 30,
                                      1999        1998
                                    --------     ---------
Machinery and equipment              $28,048     $59,144
Furniture and fixtures                48,601      80,329
Leasehold improvements                12,290      37,290
Automobiles and trucks               182,862     200,580
Rental and demonstration equipment   157,939      74,073
                                    --------     ---------
Total property and equipment         429,740     451,416
Less accumulated depreciation
and amortization                     309,330     356,772
                                    --------     ---------
Net property and equipment          $120,410     $94,644
                                    ========     =========
</TABLE>


(5) Lines of Credit

In March 1997, AVES negotiated a line of credit with BSB Bank & Trust,
Binghamton, New York.  The line of credit permits AVES to borrow up to
an aggregate amount of $1,250,000. The interest rate is 8.75% annually
and  the line is due and payable on March 1, 2000.  The line of credit
is  secured  by the AVES' accounts receivable and inventories.   There
are  no  financial covenants associated with the line  of  credit.  At
April   30,  1999  and  1998,  $0  and  $300,000,  respectively,   was
outstanding on the above line of credit.

In connection with the guarantee for the AVES line of credit described
above and the interim financing of the Rosalco discontinued operations
by  State  Street  Bank,  the Company issued stock  warrants  totaling
4,166,667 to A-V Texas Holding, LLC, an affiliate of the Company.  The
warrants  allowed  the  holder to purchase  4,166,667  shares  of  the
Company's common stock at $.30 per share.  The warrants were deemed to
have  a  minimal fair value and no amount was recorded for  them.   On
March 31, 1999, A-V Texas Holding, LLC and the Company mutually agreed
to cancel the warrants.

(6) Long Term Debt

Long term debt is summarized as follows:
<PAGE>
<TABLE>
<CAPTION>

<S>                                                         <C>         <C>
Year ended April 30,                                        1999        1998
------------------------------------------------------------------------------
Notes Payable to a bank with interest rate of 9% per annum and
a maturity date of March 1999,collateralized by vehicles     $--        $5,899
Notes Payable to Related Parties (Note 3)                  972,298   2,046,021
Subordinated Debentures (Notes 3 and 7)                    613,263   1,400,000
                                                          --------   ---------
Total Long Term Debt                                     1,585,561   3,451,920
Less: Current Maturities of Long Term Debt                 161,332       5,899
                                                          --------   ---------
Long Term Debt, excluding current maturities            $1,424,229  $3,446,021

</TABLE>

 (7) Subordinated Debentures

On December 19, 1989, the Company issued $2,000,000 of 12% convertible
subordinated  debentures  to affiliates of the  Company  due  December
1995,  and  later extended to December 1999.  Through April 30,  1998,
the  Company  had retired $600,000 of debentures.  The  conversion  of
debt  to  stock  in conjunction with the common stock Rights  Offering
(Note   15),   resulted  in  a  $761,000  reduction  in   subordinated
debentures.   On  November  1, 1998, new notes  were  issued  for  the
remaining  $613,263 in subordinated debt reducing the annual  interest
rate from 12% to 8%.  The new notes provide for interest payments  due
quarterly beginning January 31, 1999 and annual principal payments  in
the  amount of $61,332 starting December 31, 1999 with the balance due
on  December 31, 2004.  The new subordinated debenture agreements have
no conversion rights.

(8) Income Taxes

Income  tax  expense  (benefit) attributable to income  before  income
taxes consists of:

<TABLE>
<CAPTION>

         <S>            <C>       <C>          <C>
     Year ended
      April 30,      Current     Deferred   Total
      ---------      --------    -------    -------
        1999           $10,000         $0    $10,000
        1998                $0         $0         $0
        1997                $0   $350,000   $350,000

</TABLE>

At  April  30,  1999,  the  Company had,  for  federal  tax  reporting
purposes,   net   operating   loss  carryforwards   of   approximately
$12,000,000, expiring in years through 2013.

The  actual  tax  expense (benefit) differs from  the  "expected"  tax
expense (computed by applying the U.S. Corporate rate of 34%) in  each
of the 3 years ended April 30, 1999 primarily as a result of valuation
allowances  against  potential deferred tax assets.   In  fiscal  1999
alternative minimum tax of $10,000 was incurred due to utilization  of
net operating loss carryforwards.

Deferred tax assets were approximately $5,160,000 as of April 30, 1999
and  1998,  arising  primarily as a result of  net  operating  losses.
Valuation  allowances  of $5,160,000 as of April  30,  1999  and  1998
offset  the deferred tax assets, resulting in net deferred tax  assets
of $0 as of April 30, 1999 and 1998.

(9) Leases

The  Company has several operating leases that expire at various dates
ranging through April 2001.  Future minimum lease payments related  to
operating leases are detailed as follows:

<PAGE>
<TABLE>
<CAPTION>

<S>                       <C>
Year ending April 30,  Operating Leases
---------------------------------------
2000                          $62,400
2001                           62,400
Thereafter                          0
---------------------------------------
Total minimum lease payments $124,800
---------------------------------------
</TABLE>

Total  rental  expense for operating leases was $62,430,  $72,559  and
$73,559  for  the  years  ended  April  30,  1999,  1998,  and   1997,
respectively.


(10) Stock Options

At  April 30, 1999, the Company had two stock options plans which  are
described below.  The Company applies APB Opinion 25 - "Accounting for
Stock  Issued to Employees", and related Interpretations in accounting
for the plans.  In terms of APB Opinion 25, when the exercise price of
the  Company's employee stock options equals the market price  of  the
underlying  stock  on the date of the grant, no compensation  cost  is
recognized.

The Company's Incentive Stock Option Plan ("ISOP"), as amended, allows
for the granting of 600,000 shares of the Company's common stock.  The
ISOP  provides  for  the  granting to key employees  and  officers  of
incentive  stock  options, as defined, under current  tax  laws.   The
stock options are exercisable at a price equal to or greater than  the
market value on the date of the grant.

Option activity under the ISOP is as follows:

<TABLE>
<CAPTION>

<S>                   <C>          <C>            <C>
Stock Option - ISOP  Options  Exercise Price    Weighted
                                  Range         Average
---------------------------------------------------------
Outstanding 4/30/96   242,500   $.44 - $1.05      $0.50
            Granted     -
          Exercised     -
 Terminated/Expired     -
---------------------------------------------------------
Outstanding 4/30/97   242,500   $.44 - $1.05      $0.50
            Granted     -
          Exercised     -
 Terminated/Expired     -
---------------------------------------------------------
Outstanding 4/30/98   242,500   $.44 - $1.05      $0.50
            Granted     -
          Exercised     -
 Terminated/Expired  (137,500)                    $0.55
---------------------------------------------------------
Outstanding 4/30/99   105,000    $0.44            $0.44
---------------------------------------------------------

Exercisable at year end:
April 30, 1997        242,500   $.44 - $1.05     $0.50
April 30, 1998        242,500   $.44 - $1.05     $0.50
April 30, 1999        105,000    $0.44           $0.44

Available for future grants:
April 30, 1997        357,500
April 30, 1998        357,500
April 30, 1999        495,000

</TABLE>
<PAGE>

The   following   summarizes  information  regarding   stock   options
outstanding at April 30, 1999.
<TABLE>
<CAPTION>

<S>                                                  <C>
Number Outstanding at 4/30/99                      105,000
Weighted Average remaining contractual life (years)  3.6
Weighted Average Exercise Price                     $0.44
</TABLE>

Effective  September 17, 1994 and approved at the annual stockholders'
meeting in 1994, the 1994 Non-Employee Director Stock Option Plan (the
"Director's  Plan") was adopted and 200,000 shares  of  the  Company's
Common  Stock  reserved for issuance under the Director's  Plan.   The
Director's  Plan  provides for the automatic grant of  nontransferable
options  to  purchase  common stock to nonemployee  directors  of  the
Company,  on  the date immediately preceding the date of  each  annual
meeting  of  stockholders  in  which  an  election  of  directors   is
concluded.   Each  nonemployee director then in  office  will  receive
options exercisable for 5,000 shares (or a pro rata share of the total
number  of  shares  still available under the  Director's  Plan).   No
option may be granted under the Director's Plan after the date of  the
1998 annual meeting of stockholders.

Options issued pursuant to the Director's Plan are exercisable  at  an
exercise  price equal to not less than 100% of the fair  market  value
(as  defined in the Director's Plan) of shares of Common Stock on  the
day  immediately preceding the date of the grant.  Options are  vested
and  fully  exercisable  as  of the date of  the  grant.   Unexercised
options  expire on the earlier of (i) the date that is ten years  from
the  date  on  which they were granted, (ii) the date which  is  three
calendar  months  from the date of the termination of  the  optionee's
directorship for any reason other than death or disability (as defined
in  the  Director's  Plan), or (iii) one year from  the  date  of  the
optionee's disability or death while serving as a director.

Option activity under the Plan is as follows:

<TABLE>
<CAPTION>

<S>                    <C>          <C>         <C>            <C>
Stock Option - ISOP  Options  Exercise Price   Weighted      Options
                                 Range         Average     Exercisable
-----------------------------------------------------------------------
Outstanding 4/30/96   25,000     $0.49           $0.49       25,000
           Granted       -
Terminated/Expired       -
-----------------------------------------------------------------------
Outstanding 4/30/97   25,000     $0.49           $0.49       25,000
           Granted       -
Terminated/Expired       -
-----------------------------------------------------------------------
Outstanding 4/30/98   25,000     $0.49           $0.49       25,000
           Granted       -
Terminated/Expired   (20,000)
-----------------------------------------------------------------------
Outstanding 4/30/99    5,000     $0.49           $0.49        5,000

</TABLE>

Statement  of  Financial Accounting Standards No.  123  ("SFAS  123"),
"Accounting for Stock - Based Compensation", requires the  Company  to
provide pro forma disclosure of net income (loss) and earnings  (loss)
per as if the optional fair value method had been applied to determine
compensation  costs for the Company's Stock option  plans.   Since  no
options were granted in the years ended April 30, 1999, 1998 and 1997,
no pro forma disclosures are applicable.

<PAGE>

(11) Financial Instruments

The carrying amounts of financial instruments, including cash and cash
equivalents,  accounts receivable, accounts payable and notes  payable
approximated fair value as of April 30, 1999 due to the short maturity
of  these items.  The fair value of the convertible debentures is  not
reasonably determinable.

(12) Fourth Quarter Adjustments

No material adjustments were made in the fourth quarter of fiscal
1999.  During the fourth quarter of fiscal 1997, the Company recorded
the effects of the discontinuance of Rosalco.  See Note 13.

(13)  Discontinued Operations

As  a  result  of  continued losses due to a soft retail  market,  low
margins,  competitive  pressures, and price reductions,  in  1997  the
Company  discontinued  the operations of Rosalco.   Rosalco  had  been
headquartered in Jeffersonville, Indiana and had been in the  business
of  the  distribution  of more than 300 different products,  including
occasional   furniture,   brass  beds,  custom   jewelry   cases   and
accessories,  most of which are imported from outside the  continental
United States.  Shortly after the closing, a receiver was assigned  to
liquidate  the  secured  assets of the company  to  satisfy  the  loan
principal.   As  a  result,  Jayark  incurred  a  $5,794,000  loss  on
Discontinued   operations,  which  includes   $3,294,000   loss   from
operations  for  the year ended April 30, 1997, the  establishment  of
accruals in the amount of $300,000 for expenses and guarantees related
to  the closing, the write off of an intercompany receivable and other
assets  of  $476,000,  and  the remaining  net  asset  of  Rosalco  of
$1,725,000.

The  Rosalco business has been presented as a discontinued  operation,
and  the  consolidated statements of operations have been restated  to
conform  with  this presentation.   Financial results of  the  Rosalco
operation are as follows:

<TABLE>
<CAPTION>

<S>                                            <C>
Operating Data:                              4/30/97
-------------------------------------------------------
Net Revenues                               $37,505,589

Costs & Expenses                            40,449,698

Income Before Tax                           (2,994,109)

Provision for (Benefit From) Income Tax        350,000

Net Income (Loss)                          $(3,294,109)

</TABLE>

(14) Common Stock

In  July  1998  the  Company amended its Certificate of  Incorporation
increasing  its  authorized  Common Stock  to  30,000,000  shares  and
decreasing  the par value of its Common Stock from $.30  to  $.01  per
share.

<PAGE>

(15) Common Stock Rights Offering

During  fiscal 1999 the Company issued to its shareholders  rights  to
purchase  shares  of the Company's $.01 par value Common  Stock.   The
subscription price of $.10 per share was good for an aggregate  of  up
to  18,442,398  shares.  The Common Stock could  have  been  purchased
either with cash or by tendering to the Company debt of the Company in
a principal amount equal to the subscription price.

The  primary shareholders of the Company chose to participate  in  the
offering and as such all offered shares were issued.  In lieu of cash,
these  shareholders tendered debt of the Company in exchange  for  the
shares.   As  a result of these transactions, the Company  effectively
extinguished  approximately $1,000,000 of  notes  payable  to  related
parties  (Note 3), $761,000 of subordinated debentures  (Note  7)  and
$72,000 of accrued interest.

The  shareholders  who  participated in the  offering  were  primarily
related  parties and as such the resulting gains and losses  from  the
extinguishment of debt were recorded as additional paid in capital  in
the Statement of Stockholders' Equity.

(16) Statement of Cash Flows

<TABLE>
<CAPTION>

<S>                                                   <C>       <C>      <C>

Year Ended April 30,                                 1999      1998      1997
------------------------------------------------------------------------------
Interest Paid                                      $142,939  $87,626  $171,862
------------------------------------------------------------------------------
Taxes Paid                                             --        --        --
------------------------------------------------------------------------------

Non-Cash Transactions Relating to Financing:
Common Stock Issued in Connection with LCL Investment $--       $--   $472,112
------------------------------------------------------------------------------
Extinguishment of notes payable to related parties
in exchange for Common Stock of the Company      1,000,000       --        --
------------------------------------------------------------------------------
Reduction of convertible subordinated debentures
in exchange for Common Stock of the Company        760,710       --        --
------------------------------------------------------------------------------
Interest previously accrued exchanged for Common
Stock of the Company                                72,370       --        --
------------------------------------------------------------------------------

</TABLE>
<PAGE>

                             Exhibit Index

3(1)   Certificate of Incorporation of the Company.  Incorporated
       herein by reference to the Company's
       Proxy Statement for its 1991 Annual Meeting of Shareholders,
       Exhibit B thereto.

3(2)   Bylaws of the Company.  Incorporated herein by reference to
       the Company's Proxy Statement
       for its 1991 Annual Meeting of Shareholders, Exhibit C thereto.

4(1)   Specimen Certificate of Common Stock, par value $0.30 per share,
       incorporated herein by
       reference from Registration Statement on Form S-1, File Number 2-
       18743, Exhibit 4 thereto.

4(2)   12% Convertible Subordinated Debenture due 1994,
       incorporated herein by reference to the
       Report on Form 8-K filed January 4, 1990, Exhibit 28(a) thereto.

4(3)   Registration rights agreement dated as of December 20, 1989, by
       and between the Company and
       Rosalco, Inc., incorporated herein by reference to the Report on
       Form 8-K filed January 4, 1990, Exhibit 28(c) thereto.

10(1)* 1981 Incentive Stock Option Plan, as amended as of December
       15, 1989, incorporated herein by
       reference to the Annual Report on Form 10-K for the year ended
       April 30, 1990, Exhibit 10(1)
       thereto.

10(2)  Notes and Loan and Security Agreements (Inventory & Accounts
       Receivable) each dated as of
       January 20, 1992, between Jayark Corporation, AVES Audio Visual
       Systems, Inc., Rosalco, Inc.,
       Rosalco Woodworking, Inc., Diamond Press Company, and State
       Street Bank & Trust Company
       of Boston, Massachusetts, incorporated herein by reference from
       the Annual Report on Form
       10-K for the year ended April 30, 1992, Exhibit 10(3) thereto.

10(3)  Letter Agreement dated December 6, 1989, among Arthur Cohen,
       Burton I. Koffman, and
       Richard E. Koffman.  Incorporated herein by reference to the
       Annual Report on Form 10-K for
       the year ended April 30, 1990, Exhibit 10(3) thereto.

10(4)  Indemnity escrow Agreement dated as of December 20, 1989, by
       and between the Company,
       Rosalco, Inc. and certain individuals named therein, incorporated
       herein by reference to the
       Report on Form 8-K filed January 4, 1990, Exhibit 28(c) thereto.

10(5)  Factoring Agreements dated as of February 7, 1992, by and
       between the Company, Pilgrim Too
       Sportswear, Inc., J.F.D. Distributors, Inc., and others named
       therein, and Barclays Commercial
       Corporation, incorporated herein by reference to the Annual
       Report on Form 10-K for the year
       ending April 30, 1992, Exhibit 10(10) thereto.

10(6)  Diamond Press Asset Sale and Purchase Agreement dated as of
       November 23, 1992 by and
       between the Company and Harstan, Inc., incorporated herein by
       reference to the Company's
       Form 8-K, as amended, as of November 23, 1992, Exhibit 2 thereto.

10(7)  Asset Sale and Lease Termination Agreement, by and between
       Pilgrim Too Manufacturing
       Company, Inc., New Images, Inc., Victor Freitag, Jr. and wife
       Gilbert R. Freitag, and Robert E.
       Skirboll and wife Robin T. Skirboll, dated as of April 2, 1993;
       Asset Purchase Agreement by and
       between the Company, Pilgrim Too Sportswear, Inc., Pilgrim Too
       Manufacturing Company, Inc.
       Stage II Apparel Corp., Shambuil Ltd., and Pilgrim II Apparel
       Corp., dated as of April 2, 1993;
       both incorporated herein by reference to the Company's Form 8-K
       as of April 2, 1993, Exhibits thereto.

<PAGE>

10(8)  Amendment to certain Notes and Loan and Security Agreements
       each dated as of January 20,
       1992, incorporated herein by reference from the Annual Report on
       Form 10-K for the year ended
       April 30, 1993, Exhibit 10(8) thereto.

10(9)  Amendment to certain Notes and Loan and Security Agreements
       each dated as of December 31,
       1993, incorporated herein by reference from the Annual Report on
       Form 10-K for the year ended
       April 30, 1994, Exhibit 10(9) thereto.

10(10) Asset Purchase Agreement, dated June 5, 1995, among LIB-Com
       Ltd., Liberty Bell Christmas,
       Inc., Ivy Mar Co., Inc., Creative Home Products, Inc., and
       Liberty Bell Christmas Realty, Inc. as
       the sellers and LCL International Traders, Inc. as the buyer,
       incorporated herein by reference
       from the Company's report on Form 8-K dated June 27, 1995,
       Exhibit 2(a) thereto.

10(11) Asset Purchase Agreement, dated June 5, 1995, between Award
       Manufacturing Corporation as
       the seller, and LCL International Traders, Inc., as the buyer,
       incorporated herein by reference
       from the Company's report on Form 8-K dated June 27, 1995,
       Exhibit 2(b) thereto.

10(12) Guarantee Agreement, dated June 5, 1995, by Award
       Manufacturing Corporation in favor of
       LCL International Traders, Inc., incorporated herein by reference
       from the Company's report on
       Form 8-K dated June 27, 1995, Exhibit 2(c) thereto.

10(13) Guarantee Agreement, dated June 5, 1995, by LIB-Com Ltd.,
       Liberty Bell Christmas, Inc., Ivy
       Mar Co., Inc., Creative Home Products, Inc., and Liberty Bell
       Christmas Realty, Inc. in favor of
       LCL International Traders, Inc., incorporated herein by reference
       from the Company's report on
       Form 8-K dated June 27, 1995, Exhibit 2(d) thereto.

10(14) Promissory Note of LCL International Traders, Inc., due July
       29, 1998, payable to the order of
       Commerzbank AG, Hong Kong Branch, incorporated herein by
       reference from the Company's
       report on Form 8-K dated June 27, 1995, Exhibit 2(e) thereto.

10(15) Confirmation Letter Agreement dated June 22, 1995, among
       Citibank, N.A., Commerzbank AG,
       Bayerische Vereinsbank AG, LCL International Traders, Inc., and
       Jayark Corporation,
       incorporated herein by reference from the Company's report on
       Form 8-K dated June 27, 1995, Exhibit 2(f) thereto.

10(16) Factoring Agreement dated June 23, 1995, between LCL
       International Traders, Inc. and the CIT
       Group/Commercial Services, Inc., incorporated herein by reference
       from the Company's report
       on Form 8-K dated June 27, 1995, Exhibit 99(a) thereto.

10(17) Inventory Security Agreement dated June 23, 1995, between
       LCL International Traders, Inc. and
       the CIT Group/Commercial Services, Inc., incorporated herein by
       reference from the Company's
       report on Form 8-K dated June 27, 1995, Exhibit 99(b) thereto.

10(18) Letter Agreement dated June 23, 1995, between LCL
       International Traders, Inc. and the CIT
       Group/Commercial Services, Inc., incorporated herein by reference
       from the Company's report
       on Form 8-K dated June 27, 1995, Exhibit 99(c) thereto.

<PAGE>

10(19) Letter Agreement dated June 23, 1995, between LCL
       International Traders, Inc. and the CIT
       Group/Commercial Services, Inc., Liberty Bell Christmas, Inc.,
       Ivy Mar Co., Inc., and Creative
       Home Products, Inc., incorporated herein by reference from the
       Company's report on Form 8-K
       dated June 27, 1995, Exhibit 99(d) thereto.

10(20) Amendment to certain Notes and Loan and Security Agreements
       each dated as of December 31,
       1994, incorporated herein by reference from the Annual Report on
       Form 10-K for the year ended
       April 30, 1995, Exhibit 10(20) thereto.

10(21) Loan and Security Agreements dated April 29, 1996 between
       Rosalco, Inc., and State Street
       Bank & Trust Company of Boston, Massachusetts.

10(22) Loan and Security Agreements dated April 29, 1996 between
       AVES Audio Visual Systems, Inc.,
       and State Street Bank & Trust Company of Boston, Massachusetts.

10(23) First amendment to Loan and Security Agreements dated as of
       September 19, 1996 between
       Rosalco, Inc. and State Street Bank & Trust Company of Boston,
       Massachusetts.

10(24) Agreement of Extension of Maturity of 12% Convertible
       Subordinated Debentures dated April 30, 1990.

10(25) Forbearance and Modification Agreement dated March 12, 1997,
       between Jayark Corporation,
       Rosalco, Inc., AVES Audio Visual Systems, Inc., David L.
       Koffman, and State Street Bank and
       Trust Company of Boston, Massachusetts.

10(26) Stock Pledge Agreement dated March 12, 1997, between Jayark
       Corporation and State Street Bank and Trust Company of Boston,
       Massachusetts.

10(27) Subordination Agreement dated March 12, 1997, between Jayark
       Corporation, Rosalco, Inc.,
       AVES Audio Visual Systems, Inc., David L. Koffman, and
       State Street Bank and Trust Company of Boston, Massachusetts.

10(28) Revolving Note dated March 12, 1997 between Jayark Corporation
       and  A-V Texas Holding, LLC.

10(29) Stock Pledge Agreement dated March 12, 1997 between Jayark
       Corporation and A-V Texas Holding, LLC.

10(30) Stock  Warrant  to purchase 3,666,667 shares  of  common  stock
       dated March 12, 1997 between
       Jayark Corporation and A-V Texas Holding, LLC.

10(31) Commercial Security Agreement dated February 18, 1997, between
       AVES Audio Visual Systems, Inc. and BSB Bank and Trust Company.

10(32) Promissory  Note  dated February 18,1997,  between  AVES  Audio
       Visual Systems, Inc. and BSB
       Bank and Trust Company.

<PAGE>

10(33) Commercial Guaranty dated February 18, 1997, between AVES Audio
       Visual Systems, Inc., David L. Koffman and BSB Bank and Trust
       Company.

10(34) Subordinated Promissory Note date March 12, 1997 between
       Rosalco, Inc. and Jayark Corporation.

10(35) Second Forbearance and Modification Agreement dated June 1,
       1997, between State Street Bank
       and Trust Company of Boston, Massachusetts, Rosalco, Inc.,
       and Jayark Coporation.

10(36) Stock  Warrant to purchase 500,000 shares of common stock dated
       March 12, 1997 between Jayark Corporation and A-V Texas Holding, LLC.

10(37) Certificate of Amendment of The Certificate of Incorporation of
       Jayark Corporation dated July 10, 1998.

10(38) Purchase and Sale Agreement dated June 1, 1998, between Vivax
       Medical Corporation and MED Services Corp.

10(39) Distribution Agreement dated June 1, 1998, between MED Services
       Corp. and Vivax Medical Corporation.

10(40) Revolving Line of Credit Grid Promissory Note dated August 7,
       1998, between MED Services Corp. and Atlantic Bank of New York.

10(41) Security Agreement dated August 7, 1998, between MED Services
       Corp. and Atlantic Bank of New York.

10(42) Amendment to certain 12% Convertible Subordinated Debentures
       dated April 30, 1990.

10(43) Amendment to certain Note dated March 12, 1997 between Jayark
       Corporation and A-V Texas Holding, LLC.

[ARTICLE] 5
[CIK] 0000053260
[NAME] JAYARK CORPORATION
[MULTIPLIER] 1000
<TABLE>
<S>                             <C>
[PERIOD-TYPE]                   12-MOS
[FISCAL-YEAR-END]                          APR-30-1999
[PERIOD-START]                              MAY-1-1998
[PERIOD-END]                               APR-30-1999
[CASH]                                             210
[SECURITIES]                                         0
[RECEIVABLES]                                    1,877
[ALLOWANCES]                                        59
[INVENTORY]                                        338
[CURRENT-ASSETS]                                 2,412
[PP&E]                                             430
[DEPRECIATION]                                     309
[TOTAL-ASSETS]                                   2,780
[CURRENT-LIABILITIES]                            2,041
[BONDS]                                              0
[PREFERRED-MANDATORY]                                0
[PREFERRED]                                          0
[COMMON]                                           277
[OTHER-SE]                                       (962)
[TOTAL-LIABILITY-AND-EQUITY]                     2,780
[SALES]                                         15,288
[TOTAL-REVENUES]                                15,288
[CGS]                                           12,999
[TOTAL-COSTS]                                   12,999
[OTHER-EXPENSES]                                 1,551
[LOSS-PROVISION]                                     0
[INTEREST-EXPENSE]                                 283
[INCOME-PRETAX]                                    456
[INCOME-TAX]                                        10
[INCOME-CONTINUING]                                446
[DISCONTINUED]                                       0
[EXTRAORDINARY]                                      0
[CHANGES]                                            0
[NET-INCOME]                                       446
[EPS-BASIC]                                        .02
[EPS-DILUTED]                                      .02
</TABLE>