<PAGE>                                           




                               UNITED STATES
                  Securities and Exchange Commission
                         Washington, DC 20549
                                   
                               FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
                                   
For the Quarterly Period Ended: October 31, 1998
                                   
                                  Or

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


For the transition period from           to


                                0-3255
                       (Commission File Number)
                                   
                              JAYARK CORPORATION
        (Exact name of registrant as specified in its charter)
                                   
               DELAWARE                                 13-1864519
(State or other jurisdiction of incorporation)          (IRS EIN)

             Post Office Box 741528, Houston, Texas 77274
          (Address of principal executive offices) (Zip Code)
                                   
                            (713) 783-9184
         (Registrant's telephone number, including area code)

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

      Indicate  by check mark whether the registrant (1) has filed  all
reports  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 the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date:

               Class                    Outstanding at October 31, 1998
     Common Stock $0.01 Par Value                 9,221,199

<PAGE>

                                Part I.
                                Item I.
                  Jayark Corporation and Subsidiaries
                      Consolidated Balance Sheets
<TABLE>
<CAPTION>


                                                      Unaudited      Audited
                                                      10/31/98       04/30/98
                                                      ---------      ---------
<S>                                                     <C>            <C>
Assets
Current Assets
Cash and Cash Equivalents                                $30,997       $238,858
Accounts Receivable-Trade, Less Allowance For          2,344,946      1,723,833
Doubtful Accounts of $69,737 at 10/31/98 and $38,000 at 4/30/98
Other Accounts Receivable                                 27,277          2,277
Inventories                                              496,447        271,564
Other Current Assets                                      84,429         35,046
                                                       ---------      ---------  
Total Current Assets                                   2,984,096      2,271,578
                                                                          
Non Current Assets                                                        
Property & Equipment, Less Accumulated Depreciation      852,629         94,644
and Amortization
Excess of Cost Over Net Assets of Businesses             258,062        268,742
Acquired, Less
Accumulated Amortization of $474,375 at 10/31/98 and                      
$448,000 at 4/30/98
                                                       ---------     ----------  
Total Non-Current Assets                               1,110,691        363,386
                                                       ----------    ----------  
Total Assets                                           $4,094,787    $2,634,964
                                                       ==========    ==========
                                                                          
Liabilities                                                               
Current Liabilities                                                       
Notes Payable & Line of Credit                         $1,250,000      $300,000
                                                              
Current Maturities of Long Term Debt                       1,914          5,899
Accounts Payable                                       1,022,875        881,266
Accrued Salaries and Deferred Compensation               332,102        298,734
Accrual Related to Loss on Discontinued Operations -      74,225         84,124
Rosalco
Accrual Related to LCL Investment                        113,068        113,068
Other Current Liabilities                                589,500        431,418
                                                       ---------      ---------
Total Current Liabilities                              3,383,684      2,114,509
                                                                          
Non Current Liabilities                                                   
Long Term Debt, Excluding Current Maturities             144,925              -
Notes Payable to Related Parties                       2,021,440      2,046,021
Subordinated Debentures                                1,400,000      1,400,000
                                                       ---------      ---------
Total Non Current Liabilities                          3,566,365      3,446,021
                                                      ----------     ----------
Total Liabilities                                     $6,950,049     $5,560,530
                                                      ==========     ==========
                                                                          
Stockholders' Equity (Deficit)                                            
Common Stock of $.01 Par Value.  Authorized            2,766,359      2,766,359
30,000,000 Shares;
Issued 9,221,199 Shares at 10/31/98 and 4/30/98                           
Additional Paid-In Capital                             8,066,122      8,066,122
Deficit                                              (13,687,743)   (13,758,047)
                                                     -----------    ------------
Total Stockholders' Equity (Deficit)                 $(2,855,262)   $(2,925,566)
                                                     -----------    ------------
Total Liabilities & Stockholders' Equity (Deficit)    $4,094,787     $2,634,964
                                                     ===========    ============
              See accompanying notes to consolidated financial statements
</TABLE>
<PAGE>

                  Jayark Corporation and Subsidiaries
                 Consolidated Statements of Operations
                              (Unaudited)
<TABLE>
<CAPTION>

                                       Three Months Ended   Six Months Ended
                                      10/31/98   10/31/97   10/31/98   10/31/97
<S>                                      <C>       <C>        <C>         <C>
Net Revenues                         $4,260,743 $3,148,761 $8,308,012 $7,321,605
                                                                          
Costs & Expenses:                                                         
Cost of Revenues                      3,630,414  2,611,786  7,129,676  6,240,399
Selling, General and Administrative     428,394    447,051    909,570    883,381
Interest                                104,786     92,385    198,461    181,573
                                      ---------  ---------  ---------  ---------
Total Costs & Expenses                4,163,594  3,151,222  8,237,707  7,305,353
                                                                          
Pre-Tax Income/(Loss)                    97,149     (2,461)    70,305     16,252
                                                                          
Provision for Income Taxes (Benefit from)    --          --        --         --
                                      ---------  ---------- ---------  ---------

Net Income (loss)                       $97,149    $(2,461)   $70,305    $16,252
                                      =========  ========== =========  =========  

Basic & Diluted Earn(Loss) per Common Sh   $.01      $(.00)      $.00       $.00
                                      =========  ========== =========  =========

Weighted Average Common Shares:                                           
Basic and Diluted                     9,221,199  9,221,199  9,221,199  9,221,199
                                      =========  ========== =========  =========  
      See accompanying notes to consolidated financial statements

</TABLE>
<PAGE>

                  Jayark Corporation and Subsidiaries
                 Consolidated Statement of Cash Flows
                       For the Six Months Ended
                              (Unaudited)

<TABLE>
<CAPTION>
                                                         10/31/98     10/31/97
                                                        ---------     ---------
<S>                                                        <C>           <C>
Cash Flows From Operating Activities:
Net Income (loss)                                        $70,305        $16,252
                                                                         
Adjustments to Reconcile Earnings (Loss) to Cash From Operating Activities:
Depreciation and Amortization of Property and Equipment   59,803          6,175
Amortization of Excess of Cost Over Net Assets of         10,680         10,680
Businesses Acquired
Change In Assets and Liabilities Net of Effects From Acquisition of Subs:                     
(Increase) Decrease in Accounts Receivable Net          (646,114)       802,001
(Increase) Decrease in Inventories                      (224,883)        91,808
(Increase) Decrease in Other Current Assets              (49,382)       (83,355)
Increase (Decrease) in Accounts Payable                  141,609       (481,298)
Increase (Decrease) in Accrued Salaries and Deferred Comp 33,368         96,479
Increase (Decrease) in Accrual for Disc Ops - Rosalco     (9,899)        47,000
Increase (Decrease) in Other Liabilities                 154,096        (29,020)
                                                        ---------      --------
Net Cash Provided By (Used In) Operating Activities     (460,417)       476,722
                                                                         
Cash Flows From Investing Activities:                                    
Capital Expenditures for Property and Equipment         (817,788)             --
                                                        ---------      ---------
Net Cash Provided By (Used In) Investing Activities     (817,788)             --
                                                                         
Cash Flows From Financing Activities:                                    
Proceeds (Payment) of Long Term Debt                     144,925         (7,207)
Proceeds From Issuance of Notes Payable                  950,000              --
Principal Payments on Notes Payable                      (24,581)      (200,000)
                                                       ----------     ----------
Net Cash Provided By (Used In) Financing Activities    1,070,344       (207,207)
                                                                         
Net Increase (Decrease) in Cash and Cash Equivalents    (207,861)       269,515
Cash & Cash Equivalents at Beginning of Year             238,858         67,140
                                                       ----------     ----------
Cash & Cash Equivalents at End of Year                   $30,997       $336,655
                                                       ==========     ========== 

Supplemental Disclosures of Cash Flow Information:                       
Cash Paid For:                                                           
Interest                                                 $59,821        $42,573
                                                       ==========     ==========                         
Income Taxes                                                  --             --
                                                       ==========     ==========                         
      See accompanying notes to consolidated financial statements
</TABLE>
<PAGE>


              Notes to Consolidated Financial Statements
                              (Unaudited)

1.    Jayark  Corporation  ("Jayark" or  "the  Company")  conducts  its
  operations  through two wholly owned subsidiaries,  AVES  Audiovisual
  Systems,   Inc.  ("AVES")  and  MED  Services  Corp.  ("Med").    The
  consolidated balance sheet of Jayark Corporation and subsidiaries (the
  "Company"),  as  of  October 31, 1998, and the  related  consolidated
  statements of operations and cash flows for the periods ended October
  31, 1998 and 1997 are unaudited. The consolidated balance sheet as of
  April 30, 1998 has been derived from audited financial statements. The
  consolidated financial statements should be read in conjunction  with
  the audited financial statements and footnotes for the year ended April
  30, 1998, included in the Company's report on Form 10-K.

2.    The  interim financial statements reflect all adjustments (consisting
  of  only normal and recurring accruals and adjustments) which are, in
  the  opinion  of  management, necessary to a fair  statement  of  the
  results  for  the interim periods presented. The Company's  operating
  results  for  any particular interim period may not be indicative  of
  results for the full year.

3.    Certain  reclassifications have been made in the  1997  financial
  statements  to  conform  them to and make them  consistent  with  the
  presentation used in the 1998 financial statements.
                                   
<PAGE>

                                Item 2.
      Management's Discussion & Analysis of Results of Operations
                                   
  Three Months Ended October 31, 1998 as compared to October 31, 1997
                                   
                             NET REVENUES
                                   
      Consolidated  Revenues of $4,261,000 for the three  months  ended
October 31, 1998 increased $1,112,000, or 35%, as compared to the  same
period  in  1997. The increase is primarily the result of a  $1,087,000
increase in direct sales.

                                   
                           COST OF REVENUES
                                   
      Consolidated Cost of Revenues of $3,630,000 increased $1,019,000,
or  39%, as compared to the same period last year.  The increase  is  a
primarily  a result of increased revenues along with a slight  decrease
in the direct sales margin.
                                   
                             GROSS MARGIN
                                   
     Consolidated  Gross Margin of $630,000 was 14.8% of  revenues,  as
compared to $537,000, or 17.0%, for the same period last year.  This is
due to a decrease in the direct sales margin at AVES.
                                   
             SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
                                   
      Consolidated  Expenses of $428,000 decreased  $19,000  or  4%  as
compared to the same period last year.  Jayark Corporate recognized  an
increase  in professional fees of $28,000, a $14,000 increase in  taxes
due  to  refunds received in the prior year, and $4,000  in  additional
insurance  expenses.  AVES had reduced spending of $29,000  in  payroll
costs,  $25,000 in advertising and exhibit expenses, $8,000  in  office
supplies,   $6,000   in   other  miscellaneous  expenses,   $3,000   in
depreciation and a $6,000 increase in freight.

                                   
                           INTEREST EXPENSE
                                   
      Consolidated Interest Expense of $105,000 increased  $12,000,  or
13%.  This increase is due to an increase in borrowing.
                                   
                           NET INCOME (LOSS)
                                   
      Consolidated Net Income of $97,000 increased as compared to a net
loss  of $2,000 during the same period last year.  The $99,000 increase
is a direct result of an increase in margin due to higher revenues.

<PAGE>

   Six Months Ended October 31, 1998 as compared to October 31, 1997
                                   
                             NET REVENUES
                                   
      Consolidated Revenues of $8,308,000 for the period ended  October
31, 1998 increased $986,000, or 13%, as compared to the same period  in
1997.  The increase is a result of an $886,000 increase in AVES' sales,
due  to  an  increase in direct sales and the addition of  $100,000  in
rental sales from the new subsidiary, MED Services Corp.
                                   
                           COST OF REVENUES
                                   
      Consolidated Cost of Revenues of $7,130,000, increased  $889,000,
or  14%, as compared to the same period last year.  The increase  is  a
direct result of higher revenues.
                                   
                             GROSS MARGIN
                                   
     Consolidated  Gross Margin of $1,178,000 was 14% of  revenues,  as
compared  to $1,081,000, or 15%, for the same period last  year.   This
decrease is due a slight decrease in AVES' direct sales margin.
                                   
             SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
                                   
      Consolidated  Expenses of $910,000 increased  $26,000  or  3%  as
compared to the same period last year.  This increase is primarily  due
to  $21,000 in expenses for the new subsidiary MED Services Corp.  AVES
recognized  $60,000  in  reduced  spending  with  savings  in   payroll
expenses,  depreciation, and other miscellaneous  expenses.   Corporate
increased   spending  by  $65,000  primarily  a  result  of   increased
professional  fees  due to increased representation  required  for  the
formation  of the new subsidiary, combined with lower than normal  fees
incurred in the period ending 10/31/97.

                                   
                           INTEREST EXPENSE
                                   
      Consolidated Interest Expense of $198,000 increased  $17,000,  or
9.0%.  This increase is due to an increase in borrowing.
                                   
                           NET INCOME (LOSS)
                                   
      Consolidated Net Income of $70,000 increased as compared to a net
income  of  $16,000  during the same period  last  year.   The  $54,000
increase  is a result of increased margins recognized with  the  higher
revenues.

<PAGE>
                                   
                    LIQUIDITY AND CAPITAL RESOURCES
                                   
At October 31, 1998, consolidated open lines of credit available to the
Company  for borrowing, were $450,000 as compared to $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 was a deficit of $399,588 at October 31, 1998, compared
to  working  capital of $157,067 at April 30, 1998.   The  decrease  in
working  capital  is principally due increased borrowing  on  the  open
lines  of credit.  The majority of which was used to purchase equipment
for rental in the new subsidiary.

Net  cash  used by operating activities was $460,417 in 1998,  compared
$476,722  net cash provided in 1997.  This is a result of increases  in
accounts  receivable  and inventory partially offset  by  increases  in
accounts payable and other liabilities.

Net cash used in investing activities was $817,788 in 1998, compared to
$0  in 1997.  This was a result of the purchase of equipment for rental
in the new subsidiary MED Services Corp.

Net  cash  provided  by financing activities was  $1,070,344  in  1998,
compared to $207,207 net cash used in 1997.  The change was due to  the
issuance of notes payable and long term debt.

In March 1997, AVES established a line of credit with BSB Bank & Trust,
Binghamton,  New York, in the amount of $1,250,000.  The interest  rate
is  8.75%  annually and the line is due and payable on March  1,  2000.
There  are  no financial covenants associated with the line of  credit.
As of October 31, 1998, AVES had $800,000 outstanding.

In  July  1998,  the Company amended its Certificate  of  Incorporation
increasing  its authorized Common Stock from 10,000,000  to  30,000,000
shares  and decreasing the par value of its Common Stock from  $.30  to
$.01 per share.

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 is an integral part of the recapitalization of the
Company.   The  immediate  effect  of  the  Rights  Offering,  and  the
participation of the Koffman Group, will be to reduce the debt  on  the
Company's  balance sheet with a view to enhancing the equity  value  of
the  Company.   The  completion of the Rights Offering  will  not  only
reduce  even further the amount of debt on the company's balance  sheet
(since debt will either be repaid from cash proceeds, or retired as  it
is  tendered  from Common Stock), but will also enable stockholders  of
the  Company to participate in any potential enhanced equity  value  of
the  Company by permitting them to purchase additional shares of Common
Stock at $.10 per share.

<PAGE>

Subsequent Events

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  Koffman  Group, which consists of David Koffman,  Chairman  of  the
Board of Directors and President of the Company, 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 Services Corp. ("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  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.

In  consideration for terminating the Agreements, MED received $840,000
from  Vivax.   MED, in turn, paid off the $450,000 outstanding  on  its
revolving  line of credit to the bank and outstanding interest  due  on
the line.

<PAGE>

Year 2000

The  Company  believes  that the cost of administering  its  Year  2000
issues will not have a material adverse impact on future earnings.

The Company is continuing its review of its internal business software,
which  presently appears to be Year 2000 compliant.  The Company is  in
the  process of replacing some of its older hardware with new equipment
to  enable  a successful Year 2000 transition.  The Company anticipates
having  these  modifications in place by early 1999.  The Company  will
continue  its internal review and will correct further issues  as  they
are identified, but the Company does not believe that the impact of the
Year  2000  transition will have a material adverse  impact  on  future
results.

The  Company is communicating with, but is presently uncertain  of  the
compliance  status of, its customers' businesses.   This  may  have  an
effect on the Company's ability to collect outstanding receivables, but
the Company does not believe that this would have a material effect  on
its  operations.  Since all customer situations cannot be  anticipated,
particularly those involving third-party products, the Company may  see
an  increase in warranty and other claims as a result of the Year  2000
transition.  Such claims, if successful, could have a material  adverse
impact on future results.

The  Company is asking its suppliers about compliance, but is presently
uncertain  as to their Year 2000 status.  The majority of the Company's
suppliers  are  very  large  corporations,  such  as  Sony,  Panasonic,
Mitsubishi,  3M, and others, who are carefully reviewing  and  updating
their  systems  to  ensure compliance.  While it is likely  that  their
efforts  will be successful, if necessary modifications and conversions
are not completed in a timely manner, the Year 2000 issue could have  a
material  adverse  effect  on  certain  operations  and  the  financial
position  of  the Company.  There is currently no contingency  plan  in
place   to  replace  suppliers  should  their  Year  2000  efforts   be
unsuccessful.

<PAGE>
                      PART II. OTHER INFORMATION


ITEM 6.   Exhibits and Reports on Form 8-K.
     
     (a) Exhibits - None
     
     (b)  Report on Form 8-K - None
                                   
<PAGE>
                              Signatures

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

                                   JAYARK CORPORATION
                                   Registrant

     /s/  David L. Koffman                        December 14, 1998
     David L. Koffman, President
     Chief Executive Officer



     /s/ Robert C. Nolt                           December 14, 1998
     Robert C. Nolt
     Chief Financial Officer

<PAGE>

[ARTICLE] 5
[CIK] 0000053260
[NAME] 
<TABLE>
<S>                             <C>
[PERIOD-TYPE]                   6-MOS
[FISCAL-YEAR-END]                          APR-30-1999
[PERIOD-START]                             MAY-01-1998
[PERIOD-END]                               OCT-31-1998
[CASH]                                          30,997
[SECURITIES]                                         0
[RECEIVABLES]                                2,344,946
[ALLOWANCES]                                         0
[INVENTORY]                                    496,447
[CURRENT-ASSETS]                             2,984,096
[PP&E]                                       1,269,203
[DEPRECIATION]                               (416,574)
[TOTAL-ASSETS]                               4,094,787
[CURRENT-LIABILITIES]                        3,383,684
[BONDS]                                              0
[PREFERRED-MANDATORY]                                0
[PREFERRED]                                          0
[COMMON]                                     2,766,359
[OTHER-SE]                                 (5,621,621)
[TOTAL-LIABILITY-AND-EQUITY]                 4,094,787
[SALES]                                      8,308,012
[TOTAL-REVENUES]                             8,308,012
[CGS]                                        7,129,676
[TOTAL-COSTS]                                7,129,676
[OTHER-EXPENSES]                               909,570
[LOSS-PROVISION]                                     0
[INTEREST-EXPENSE]                             198,461
[INCOME-PRETAX]                                 70,305
[INCOME-TAX]                                         0
[INCOME-CONTINUING]                             70,305
[DISCONTINUED]                                       0
[EXTRAORDINARY]                                      0
[CHANGES]                                            0
[NET-INCOME]                                    70,305
[EPS-PRIMARY]                                      .00
[EPS-DILUTED]                                      .00
</TABLE>