<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: January 31, 2001

                                 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 of incorporation)    (IRS Employer Identification No.)

               300 Plaza Drive, Vestal, New York    13850
         (Address of principal executive offices) (Zip Code)

                                    (607) 729-9331
        (Registrant's telephone number, including area code)

     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 February 28, 2001
Common Stock $0.01 Par Value            2,766,396


<PAGE>

                 Jayark Corporation and Subsidiaries

                                INDEX


                                                                            Page

Part I.   FINANCIAL INFORMATION

Item 1.   Consolidated Condensed Financial Statements (Unaudited)

          Consolidated Condensed Balance Sheets -
            January 31, 2001 and April 30, 2000                               3

          Consolidated Condensed Statements of Operations - Three and
            Nine Months Ended January 31, 2001 and 2000                       4

          Consolidated Condensed Statements of Cash Flows - Nine Months
           Ended January 31, 2001 and 2000                                    5

          Notes to Consolidated Financial Statements                        6-7

Item 2.   Management's Discussion and Analysis of Financial Condition
           and Results of Operations                                        8-13


Item 3.   Quantitative and Qualitative Disclosures About Market Risk         13

Part II.  OTHER INFORMATION

Item 4.   Submission of Matter to a Vote of Security Holders                 14

Item 6.   Exhibits and Reports on Form 8-K                                   14

          Signatures                                                         15


<PAGE>



PART I.
ITEM 1.   Consolidated Condensed Financial Statements

                 Jayark Corporation and Subsidiaries
                Consolidated Condensed Balance Sheets

<TABLE>
<CAPTION>

                                                  (unaudited)
                                                January 31, 2001  April 30, 2000
                                                ----------------  --------------
<S>                                                  <C>                <C>

Assets
Current Assets:
  Cash and Cash Equivalents                        $  832,417       $  530,540
  Accounts Receivable-Trade, less allowance for doubtful accounts
    of $62,000 and $76,000, respectively            1,461,432        1,384,212
  Inventories                                         521,256          480,460
  Other Current Assets                                 50,618           89,915
                                                ----------------  --------------
      Total Current Assets                          2,865,723        2,485,127
                                                ----------------  --------------

Property & Equipment, net                             571,239          433,761
Goodwill and Other Intangibles,
    less accumulated amortization                     337,881          320,238
                                                ----------------  --------------
      Total Assets                                 $3,774,843       $3,239,126
                                                ================  ==============

Liabilities
Current Liabilities:
  Notes Payable                                    $  225,000       $   --
  Line of Credit                                      499,060          368,954
  Current Portion of Long Term Debt                   161,332          161,332
  Accounts Payable                                    644,949          492,375
  Accrued Expenses                                     55,587           50,000
  Accrued Salaries                                    633,111          445,640
  Accrued Interest - Related Parties                  504,510          504,510
  Other Current Liabilities                            69,725           83,363
                                                ----------------  --------------
      Total Current Liabilities                     2,793,274        2,106,174

Long Term Debt, excluding current portion           1,232,713        1,278,571
                                                ----------------  --------------
      Total Liabilities                             4,025,987        3,384,745
                                                ----------------  --------------

8% Cumulative Convertible Preferred
    Stock of Subsidiary                               379,500           --


Stockholders' Deficit
Common Stock of $.01 Par Value, Authorized
    30,000,000 Shares, Issued: 2,773,896
    and 2,773,860 Shares, respectively                 27,739           27,739
Additional Paid-In Capital                         12,598,980       12,598,980
Accumulated Deficit                               (13,256,613)     (12,771,588)
Treasury Stock, at cost, 7,500 shares                    (750)            (750)
                                                ----------------  --------------
      Total Stockholders' Deficit                    (630,644)        (145,619)
                                                ----------------  --------------
      Total Liabilities & Stockholders' Deficit    $3,774,843       $3,239,126
                                                ================  ==============



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


                 Jayark Corporation and Subsidiaries
           Consolidated Condensed Statements of Operations
                             (Unaudited)

<TABLE>
<CAPTION>

                                 Three Months Ended       Nine Months Ended
                              January 31,  January 31,  January 31,  January 31,
                                 2001         2000         2001          2000
                              -----------  -----------  -----------  -----------
<S>                               <C>          <C>          <C>          <C>

Net Revenues                  $2,808,090   $2,823,951   $9,800,116   $9,911,953
Cost of Revenues               2,360,408    2,306,901    8,242,652    8,201,646
                              -----------  -----------  -----------  -----------
  Gross Margin                   447,682      517,050    1,557,464    1,710,307

Selling, General and
  Administrative Expenses        654,368      452,134    1,930,601    1,273,926
                              -----------  -----------  -----------  -----------

Operating Income (Loss)         (206,686)      64,916     (373,137)     436,381

Interest Expense, Net             40,116       27,755      111,888       83,067
                              -----------  -----------  -----------  ----------

Earnings (Loss) Before
  Income Taxes                  (246,802)      37,161     (485,025)     353,314

Income Taxes                        --           --           --          --
                              -----------  -----------  -----------  -----------

Net Income (Loss)              $(246,802)     $37,161    $(485,025)    $353,314
                              ===========  ===========  ===========  ===========

Basic and Diluted Earnings (Loss) per Common Share:
  Net Income (Loss)                ($.09)        $.01        ($.18)        $.13
                              ===========  ===========  ===========  ===========

Weighted Average Common Shares:
  Basic and Diluted            2,766,396    2,766,360    2,766,392    2,766,360
                              ===========  ===========  ===========  ===========

     See accompanying notes to consolidated condensed financial statements

</TABLE>
<PAGE>


                 Jayark Corporation and Subsidiaries
           Consolidated Condensed Statement of Cash Flows
                             (Unaudited)


<TABLE>
<CAPTION>
                                                           Nine Months Ended
                                                        January 31,  January 31,
                                                           2001         2000
                                                        -----------  -----------
<S>                                                         <C>         <C>

Cash Flows From Operating Activities:
  Net Income (Loss)                                      $(485,025)    $353,314

Adjustments to Reconcile Net Income (Loss) to Cash
 Provided By (Used In) Operating Activities:
  Depreciation and Amortization of Property and Equipment  132,584       37,020
  Amortization of Goodwill and Other Intangibles             9,442       18,379
Changes In Assets and Liabilities:
  (Increase) Decrease in Accounts Receivable               (77,220)     619,165
  Increase in Inventories                                  (40,796)     (15,351)
  (Increase) Decrease in Other Current Assets               39,297      (52,649)
  Increase (Decrease) in Accounts Payable                  152,574     (237,513)
  Increase in Accrued Expenses                               5,587        5,328
  Increase in Accrued Salaries                             187,471       89,701
  Increase (Decrease) in Other Liabilities                 (13,638)      17,448
                                                        -----------  -----------
      Net Cash Provided By (Used In) Operating Activities  (89,724)     834,842
                                                        -----------  -----------

Cash Flows From Investing Activities:
  Purchases of Property and Equipment                     (270,062)    (259,155)
  Purchase of Intangibles                                  (27,085)     (95,354)
                                                        -----------  -----------
      Net Cash Used In Investing Activities               (297,147)    (354,509)
                                                        -----------  -----------

Cash Flows From Financing Activities:
  Proceeds From Issuance of Notes Payable                  225,000        --
  Advances on Line of Credit                               130,106       75,000
  Proceeds From Issuance of Long Term Debt                    --         46,455
  Payments of Long Term Debt                               (45,858)    (142,920)
  Proceeds from Issuance of 8% Cumulative Convertible
    Preferred Stock of Subsidiary                          379,500        --
                                                        -----------  -----------
      Net Cash Provided By (Used In) Financing Activities  688,748      (21,465)
                                                        -----------  -----------

Net Increase in Cash and Cash Equivalents                  301,877      458,868
Cash & Cash Equivalents at Beginning of Period             530,540      209,724
                                                        -----------  -----------
Cash & Cash Equivalents at End of Period                  $832,417     $668,592
                                                        ===========  ===========

Supplemental Disclosures of Cash Flow Information:
  Cash Paid For Interest                                  $124,621      $85,482
                                                        ===========  ===========

     See accompanying notes to consolidated condensed financial statements

</TABLE>
<PAGE>


        Notes to Consolidated Condensed Financial Statements
                             (Unaudited)

1.   Basis of Presentation

The consolidated condensed financial statements include the accounts
of  Jayark  Corporation  and  its  wholly  owned  subsidiaries  (the
"Company").

The   accompanying   unaudited  consolidated   condensed   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. These consolidated financial  statements
are  condensed  and therefore do not include all of the  information
and  footnotes required by accounting principles generally  accepted
in  the  United States of America for complete financial statements.
The  consolidated condensed financial statements should be  read  in
conjunction with the audited financial statements and footnotes  for
the  year ended April 30, 2000, included on the Company's report  on
Form  10-K.   The  Company follows the same accounting  policies  in
preparation of interim reports.  The Company's operating results for
any  particular interim period may not be indicative of results  for
the full year.

2.   Reclassifications

Certain  reclassifications  have been made  in  the  2000  financial
statements to conform to the presentation used in the 2001 financial
statements.

3.   Segment Data

The  Company  operates  in  three 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

MED  Services  Corp.  ("Med") finances the  manufacture,  sales  and
rental of medical equipment.

Fisher   Medical  Corporation  ("Fisher")  is  in  the  process   of
developing  and  manufacturing medical supplies and equipment.   Its
customer base includes hospitals, nursing homes and individuals.

The  following table reflects the operating results of the  segments
consistent with the Company's internal financial reporting  process.
The  following  results  are used in part, by  management,  both  in
evaluating the performance of, and in allocating resources to,  each
of the segments.


<PAGE>

<TABLE>
<CAPTION>
                                                         Corporate
                                                            and
                              AVES     Fisher     Med   Unallocated Consolidated
                           ---------- --------- -------- ---------   ----------

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

Three Months Ended January 31, 2001
 Net Sales                $2,801,990    $6,100     $--      $--      $2,808,090
 Depreciation and Amort       17,622    30,278    1,834     5,340        55,074
 Net Operating Income(Loss)  102,740  (233,498)  (2,458)  (73,470)     (206,686)
 Net Income (Loss)            69,446  (282,988)  (2,458)  (30,802)     (246,802)

Three Months Ended January 31,2000
 Net Sales                 2,823,951     --         --       --       2,823,951
 Depreciation and Amort       11,826     3,519    1,056     5,340        21,741
 Net Operating Income(Loss)  187,149   (32,559)  (5,646)  (84,028)       64,916
 Net Income (Loss)           143,024   (32,559)  (5,646)  (67,658)       37,161

Nine Months Ended January 31, 2001
 Net Sales                 9,775,466    24,650      --       --       9,800,116
 Depreciation and Amort       53,133    69,386    4,151    15,356       142,026
 Net Operating Income (Loss) 487,776  (648,066)  (8,441) (204,406)     (373,137)
 Net Income (Loss)           383,242  (792,184)   4,334   (80,417)     (485,025)

Nine Months Ended January 31,2000
 Net Sales                 9,911,953     --         --       --       9,911,953
 Depreciation and Amort       35,378     3,519    1,056    15,446        55,399
 Net Operating Income (Loss) 689,656   (32,559) (31,919) (188,797)      436,381
 Net Income (Loss)           555,531   (32,559) (31,919) (137,739)      353,314

Total Identifiable Assets at
 January 31, 2001          2,618,452   691,653  228,206   236,532     3,774,843

Total Identifiable Assets at
  April 30, 2000           2,483,385   406,170   94,855   254,716     3,239,126

</TABLE>

4.   Notes Payable

In January 2001, the Company renewed its promissory note, originally
issued  in  October  2000 in the amount of $250,000,  for  $225,000.
This  note  bears interest at the prime rate, or 9% for the  quarter
ending January 31, 2001.  The new note is due April 1, 2001.

5.   Preferred Stock

 In October 2000, the Company authorized 20,000 shares of Fisher
Medical 8% Cumulative Convertible   Preferred Stock.  The Preferred
Stock has a stated value of $150 per share, which was subsequently
amended to $100 per share.  The Preferred shares are redeemable by
the Company at any time at a redemption price of $100 per share.
The Preferred shares are also convertible into an equal number of
Fisher Medical Corporation common stock shares on a one to one
basis.  As of January 31, 2001 the Company has issued 3,795 shares
of Fisher Medical Preferred Stock for $379,500.

<PAGE>


ITEM 2.
Management's Discussion and Analysis of Financial Condition and
Results of Operations

 Three Months Ended January 31, 2001 as compared to January 31, 2000

                            NET REVENUES

      Net  Revenues of $2,808,000 for the three months ended January
31,  2001, decreased $16,000, or .6%, as compared to the same period
in  2000.   This is a result of a $22,000 decrease at AVES,  despite
higher  unit sales, due to lower selling prices.  Fisher had  $6,000
in sales of a specialty medical product introduced to the market for
evaluation, testing and trials.

                          COST OF REVENUES

      Cost of Revenues of $2,360,000 increased $54,000, or 2.3%,  as
compared  to the same period last year.  This is a result  of  lower
selling prices at AVES only partially offset by lower unit costs.

                            GROSS MARGIN

     Gross Margin of $448,000 was 15.9% of revenues, as compared  to
$517,000, or 18.3%, for the same period last year.  This decrease is
a  result of lower selling prices only partially offset by decreases
in costs of products.

            SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

      Selling,  General  and  Administrative  Expenses  of  $654,000
increased  $202,000  or 44.7% as compared to the  same  period  last
year.   This  increase is principally due to a $204,000 increase  in
expenses  incurred  by Fisher as compared to the  same  period  last
year.   These  expenses  are the result of the  continued  research,
development  and  production  of  specialty  medical  products   for
introduction  to  the  market for evaluation,  testing  and  trials.
AVES' spending increased $12,000 as compared to the same period last
year.  Corporate  expenses  decreased  $11,000  and  Med's  expenses
decreased $3,000.

                       OPERATING INCOME (LOSS)

     Operating Loss of $207,000 increased $272,000, or 418.3%, as
compared to consolidated operating income of $65,000 for the same
period last year.  This increased loss is due principally to the
$201,000 increase in operating loss at Fisher for continuing
research and development efforts, along with a $84,000 decrease in
operating income at AVES, primarily a result of lower margins.


<PAGE>

                        NET INTEREST EXPENSE

      Net  Interest Expense of $40,000 increased $12,000, or  44.5%.
This  increase  is  the  result of an increase  in  the  outstanding
balance  on the Company's line of credit and notes payable primarily
due to funds used for Fisher.

                          NET INCOME (LOSS)

      Net  Loss  of  $247,000  increased  $284,000  as  compared  to
consolidated net income of $37,000 during the same period last year.
The  $284,000 increased loss, or 764.1%, is essentially a result  of
the  $250,000  increased loss at Fisher due  to  increased  expenses
resulting  from research, development and production activities,  as
well  as  the  $74,000 decrease in net income at AVES due  to  lower
margins.   The changes at Fisher and AVES were partially  offset  by
decreased losses at both Corporate and Med.

<PAGE>

 Nine Months Ended January 31, 2001 as compared to January 31, 2000

                            NET REVENUES

      Net  Revenues of  $9,800,000 for the nine months ended January
31,  2001  decreased   $112,000, or 1.1%, as compared  to  the  same
period  in  2000, due to a $137,000 decrease in sales at AVES.   The
decrease at AVES is primarily due to a decrease in the selling price
and  cost  of  video equipment, partially offset  by  the  Company's
success  at  winning some larger contractual school bids  in  fiscal
2001.   Fisher  has $25,000 in initial sales of a specialty  medical
product introduced to the market for evaluation, testing and trials.


                          COST OF REVENUES

      Cost of Revenues of  $8,243,000 increased $41,000, or 0.1%, as
compared  to the same period last year.  This is a result  of  lower
selling prices at AVES only partially offset by lower unit costs.

                            GROSS MARGIN

     Gross  Margin of $1,557,000 was 15.9% of revenues, as  compared
to  $1,710,000,  or  17.3%,  for the same  period  last  year.   The
decrease is due to lower profit margins at AVES as compared  to  the
prior year as a result of lower selling prices only partially offset
by decreases in costs of products.

            SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

      Selling,  General and Administrative Expenses  of   $1,931,000
increased  $657,000, or 51.5% as compared to the  same  period  last
year.   This  increase is principally due to a $627,000 increase  in
expenses incurred by Fisher.  These expenses are the result  of  the
continued research, development and production of specialty  medical
products for introduction to the market for evaluation, testing  and
trials.    AVES'  spending  increased  $38,000,  Corporate  spending
increased $15,000 and MED spending decreased $23,000 as compared  to
the same period last year.

                       OPERATING INCOME (LOSS)

     Operating Loss of  $373,000 increased  $810,000,or 185.5%, as
compared to consolidating operating income of $437,000 for the same
period last year.  This increased loss is due principally to the
$616,000 increased loss at Fisher for continuing research and
development efforts.  AVES' operating income decreased $202,000, as
compared to the same period last year, primarily due to a lower
gross margin.

<PAGE>

                        NET INTEREST EXPENSE

      Net  Interest Expense of  $112,000 increased $29,000 or 34.7%.
This  increase  is  the  result of an increase  in  the  outstanding
balance  on the Company's line of credit and notes payable primarily
due to funds used for Fisher.

                          NET INCOME (LOSS)

      Net  Loss  of   $485,000  increased $838,000  as  compared  to
consolidated  net  income of $353,000 during the  same  period  last
year.  The $838,000 increased loss, or 237.3%, is primarily a result
of the $759,000 increased loss recognized at Fisher due to research,
development  and production activities, combined with  the  $172,000
decrease  in  net  income  at  AVES  due  to  lower  gross  margins.
Corporate  decreased  its net loss by $57,000 and  Med  improved  by
$36,000.

<PAGE>

                   LIQUIDITY AND CAPITAL RESOURCES

Working  capital  was  $72,000 at January 31,  2001,  compared  with
$379,000 at April 30, 2000.  The decrease in working capital is  due
to the loss incurred in the first nine months of fiscal 2001.

In  October 2000, the Company issued a promissory note in the amount
of  $250,000,  in  January 2001 the Company renewed  this  note  for
$225,000.   The  note bears interest at prime, 9%  for  the  quarter
ending January 31, 2001, and is due April 1, 2001.  In October 2000,
the  Company also authorized 20,000 shares of Fisher Medical  Senior
8%  Cumulative Convertible Preferred Stock.  The Preferred Stock has
a  stated value of $150 per share, which was subsequently amended to
$100  per share.  The Preferred shares are redeemable by the Company
at  any time at a redemption price of $100 per share.  The Preferred
shares  are also convertible into an equal number of Fisher  Medical
Corporation  common  stock shares on a one  to  one  basis.   As  of
January  31, 2001 the Company has issued 3,795 shares of the  Fisher
Medical Preferred Stock for $379,500.

Consolidated  open  lines of credit available  to  the  Company  for
borrowing were $751,000 at January 31, 2001, and $881,000  at  April
30,  2000.  A combination of funds available through lines of credit
sources,   proceeds  from  issuance  of  Fisher   Preferred   Stock,
anticipated cash flows from operations and existing cash balances is
expected to provide adequate funds to meet planned requirements  for
the coming year.

Net cash used by operating activities was $90,000 in fiscal 2001  as
compared  with net cash provided of $835,000 in fiscal  2000.   This
increase  in  net  cash used was primarily due to increases  in  net
losses,  resulting from increased expenses at Fisher,  increases  in
accounts   receivable,  and  increased  inventory   levels.    These
increases  in  net  cash  used were partially  offset  by  net  cash
provided by increases in accounts payable and accrued salaries.

Cash flows used in investing activities were $297,000 in fiscal 2001
as  compared to $355,000 in fiscal 2000.  This decrease is a  result
of the purchase of intangibles relating to the Fisher acquisition in
fiscal 2000.

Net  cash  provided by financing activities was $689,000  in  fiscal
2001,  compared  to  cash used of $21,000 in  fiscal  2000,  due  to
increased  borrowing  on  the Company's line  of  credit  and  notes
payable  and  the  proceeds  from the  issuance  of  Fisher  Medical
Corporation Senior 8% Cumulative Convertible Preferred Stock.

All  per share and weighted average share amounts have been restated
to reflect the one for ten reverse stock split that was effective on
January  7,  2000 at which time each ten (10) issued and outstanding
shares of Common Stock of the Corporation, par value $.01 per share,
were automatically converted into one (1) validly issued, fully paid
and  nonassessable  share of Common Stock of  the  Corporation,  par
value $.01 per share.

<PAGE>


Recent Accounting Pronouncements

On  June  30,  1998 the financial Accounting Standards Board  issued
Statement No. 133, Accounting for Derivative Instruments and Hedging
Activities   (SFAS  No.  133),  which  establishes  accounting   and
reporting   standards   for  derivative  instruments   and   hedging
activities.   The statement requires recognition of all  derivatives
at  fair value in the financial statements.  FASB Statement No. 137,
Accounting   for  Derivative  Instruments  and  Hedging   Activities
Deferral  of  the  Effective  Date of FASB  Statement  No.  133,  an
amendment  of  FASB No. 133, defers implementation of SFAS  No.  133
until fiscal years beginning after June 15, 2000.  The Company  does
not  expect  the implementation of SFAS No. 133 to have  a  material
impact on its consolidated financial position, liquidity, or results
of operations.

In  December  1999,  the Securities and Exchange  Commission  issued
Staff  Accounting  Bulletin  No. 101  ("SAB  101"),  which  provides
guidance  in  applying generally accepted accounting  principles  to
revenue  recognition in financial statements.  SAB 101, as  amended,
will require implementation by the Company in the fourth quarter  of
fiscal 2001.  The Company has reviewed SAB 101 and believes that the
Bulletin  will  not  have  a significant  effect  on  its  financial
statements.

In   March  2000,  the  FASB  issued  its  Interpretation  No.   44,
"Accounting for Certain Transactions Involving Stock Compensation-an
interpretation  of  APB Opinion No. 25" (FIN 44).   FIN  44  applies
prospectively  to  new  awards, exchanges of awards  in  a  business
combination,  modifications to outstanding awards,  and  changes  in
grantee  status that occur on or after July 1, 2000, except for  the
provisions  related to repricings and the definition of an  employee
which  apply to awards issued after December 15, 1998.  The  Company
does  not  expect the implementation of these guidelines to  have  a
material  impact on its consolidated financial position,  liquidity,
or results of operations.

Forward-Looking Cautionary Statement

In  an  effort to provide investors a balanced view of the Company's
current  condition and future growth opportunities,  this  Quarterly
Report  on  Form 10-Q includes comments by the Company's  management
about  future  performance.  Because these statements  are  forward-
looking  statements pursuant to the safe harbor  provisions  of  the
Private  Securities  Litigation Reform  Act  of  1995,  management's
forecasts involve risks and uncertainties, and actual results  could
differ  materially  from  those  predicted  in  the  forward-looking
statements.

ITEM 3.   Quantitative and Qualitative Disclosures About Market Risk

The Company has no such items subject to market risk.

<PAGE>

                     PART II. OTHER INFORMATION

ITEM 4.   Submission of Matter to a Vote of Security Holders

At  the  Annual Meeting of Shareholders held on February  27,  2001,
pursuant  to  the  Notice of Annual Meeting of the Shareholders  and
Proxy  Statement dated January 19, 2001, the voting results were  as
follows:

a)   Each  of the five nominees (David L. Koffman, Frank Rabinovitz,
     Richard Ryder, Stephen Fisher, and Paul Garfinkle) were elected to
     the Board of Directors as follows:

     Director's Name      Shares Voted FOR   Shares WITHHELD
     ---------------      ----------------   ---------------
     David L. Koffman         2,304,347           3,390
     Frank Rabinovitz         2,304,457           3,280
     Richard Ryder            2,304,457           3,280
     Stephen Fisher           2,304,457           3,280
     Paul Garfinkle           2,304,457           3,280

b)   The  appointment of KPMG LLP as independent public  accountants
     for  the Company for the fiscal year ending April 30, 2001  was
     approved (2,305,320 shares voted FOR; 2,353 shares voted AGAINST;
     and 64 shares WITHHELD).

c)   The  approval  of the 2001 Stock Option Plan (2,000,037  shares
     voted  FOR;  17,481  shares voted AGAINST; and  290,219  shares
     WITHHELD).


ITEM 6.   Exhibits and Reports on Form 8-K.

     (a)  Exhibits

     (b)  Report on Form 8-K
            1.   Other Events
               Change in Registrant's Certifying Accountant

<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                     March 16, 2001
     David L. Koffman, President
     Chief Executive Officer



     /s/ Robert C. Nolt                       March 16, 2001
     Robert C. Nolt
     Chief Financial Officer