<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, 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 inc.)  (I.R.S. Employer Identification No.)

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

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

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 January  31, 1998
     Common Stock $0.30 Par Value                 9,221,197

<PAGE>
                              
                              
                              
                                       Part I
                                       Item I.
                           Jayark Corporation And Subsidiaries
                               Consolidated Balance Sheets

                                                             
<TABLE>
<CAPTION>
                                                       Unaudited       Audited
<S>                                                       <C>            <C>
                                                        1/31/98       04/30/97
Assets
  Cash and Cash Equivalents                            $236,232        $67,140
  Accounts Receivable-Trade, Less Allowance For         913,698      1,838,585
   Doubtful Accounts of $37,231 in January 1998
   and $42,000 in April 1997
  Other Accounts Receivable                               5,277          2,277
  Inventories                                           379,888        412,846
  Other Current Assets                                   37,922         20,572
Total Current Assets                                  1,573,017      2,341,420
                                                        
Non Current Assets
  Property & Equipment, Less Accumulated                 83,039        122,550
   Depreciation and Amortization
  Excess of Cost Over Net Assets of Businesses          274,082        290,102
   Acquired, Less Accum Amortization of
   $458,355 in January 1998 and $442,335
   in April 1997
Total Non Current Assets                                357,121        412,652
                                                                 
Total Assets                                         $1,930,138     $2,754,072
                                                               
                                                               
Liabilities
Current Liabilities
  Notes Payable & Lines of Credit                      $107,821       $500,000
  Current Maturities of Long Term Debt                        -          7,394
  Accounts Payable                                      590,476        905,407
  Accrued Salaries and Deferred Compensation            199,370        106,531
  Accrual Related to Loss on Discontinued               111,606        305,000
   Operations - Rosalco
  Accrual Related to LCL Investment                     113,068        164,579
  Other Current Liabilities                             463,663        359,512
Total Current Liabilities                             1,586,004      2,348,423
                                                                
Non Current Liabilities
  Long Term Debt, Excluding Current Maturities                -          7,207
  Notes Payable to Related Parties                    2,000,000      2,000,000
  Subordinated Debentures                             1,400,000      1,400,000
Total Non Current Liabilities                         3,400,000      3,407,207
                                                                
Total Liabilities                                     4,986,004      5,755,630
                                                                 
Stockholders' Equity
  Common Stock of $.30 Par Value.  Authorized         2,766,359      2,766,359
   10,000,000 Shares; Issued 9,221,197 Shares
   in January 1997 and 9,221,197 Shares
   in April 1997                                                
  Additional Paid-In Capital                          8,066,122      8,066,122
  Deficit                                           (13,888,347)   (13,834,039)
Total Stockholders'Equity                            (3,055,866)    (3,001,558)
                                                               
Total Liabilities & Stockholders' Equity             $1,930,138     $2,754,072
                                                   
          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
                                    1/31/98    1/31/97      1/31/98   1/31/97
<S>                                   <C>       <C>           <C>      <C>

Net Revenues                      $2,636,318  $2,743,157  $9,957,922 $9,158,844
                                                            
Costs & Expenses:
  Cost of Revenues                 2,183,880   2,283,254   8,424,280  7,655,418
  Selling, General and Admin         418,099     480,145   1,277,378  1,491,813
  Interest                           104,897      46,835     310,572    125,065
  Other Income                             -           -           -   ($30,181)
Total Costs & Expenses             2,706,876   2,810,234  10,012,230  9,242,115
                                                         
Income (Loss) from Cont. Oper       ($70,559)    (67,077)    (54,308)   (83,271)
                                                           
Income (Loss) from Disc. Oper              -  (1,286,621)          - (1,492,958)
                                                            
Net Income (Loss)                    (70,559) (1,353,698)    (54,308)(1,576,229)
                                                         
Primary Earnings (Loss) per
 Common Share:
  Continuing Operations               ($0.01)     ($0.01)     ($0.01)    ($0.01)
  Discontinued Operations              $0.00      ($0.15)      $0.00     ($0.18)
  Net Income (Loss)                   ($0.01)     ($0.16)     ($0.01)    ($0.19)
                                                            
Weighted Average Common Shares     9,221,197   8,802,563   9,221,197  8,390,681
                                                        
          See accompanying notes to consolidated financial statements

</TABLE>
<PAGE>
                              
                                     Jayark Corporation And Subsidiaries
                                    Consolidated Statements of Cash Flows
                                          For the Nine Months Eded
                                               (Unaudited)

<TABLE>
<CAPTION>
                                                             

                                                    1/31/98         1/31/97
<S>                                                   <C>             <C>
                                  
Cash Flows From Operating Activities:
  Net Income (Loss)                                ($54,308)    ($1,576,229)
Adjustments to Reconcile Earnings (Loss) to
 Cash From Operating Activities:
 Depreciation and Amortization of Property           39,571          48,144
  and Equipment
 Amortization of Excess of Cost Over Net             16,020          16,020
  Assets of Businesses Acquired
 Net Assets of Discontinued Operations                    -       1,173,854
(Gain) Loss on Disposition of Assets                 31,197         (11,065)
 Deferred Income Tax Expense (Benefit)                    -         243,186
Change in Assets and Liabilities Net of Effects
 From Acquisitions of Sus:
   (Increase) Decrease in Accounts Receivable Net   921,887         274,473
   (Increase) Decrease in Inventories                32,959         128,015
   (Increase) Decrease in Other Current Assets      (17,349)         37,945
    Increase (Decrease) in Accounts Payable        (314,931)         21,451
    Increase (Decrease) in Federal & State                -         695,501
     Income Taxes Payable
    Increase (Decrease) in Accrued Salaries and      92,839         (83,483)
     Deferred Compensation
    Increase (Decrease) in Other Liabilities       (140,756)        (58,458)
Net Cash Provided By (Used In)Operating Act.        607,129         909,354
                                                
Cash Flows From Investing Activities:
  Capital Expenditures for Property and             (31,257)        (74,467)
   Equipment   
Net Cash Provided By (Used In)Investing Act.        (31,257)        (74,467)
                                                             
Cash Flows From Financing Activities:
  Payment of Notes Payable                         (392,179)       (338,000)
  Payment of Long Term Debt                         (14,601)        (26,383)
  Purchase (Repayment) of Subordinated Debentures         -        (940,000)
  Proceeds From Issuance of Common Stock                  -         472,112
Net Cash Provided By (Used In) Financing Act.      (406,780)       (832,271)
                                                              
Net Increase (Decrease) in Cash and Cash
  Equivalents                                       169,092           2,615
Cash & Cash Equivalents at Beginning of Year         67,140         350,928
Cash & Cash Equivalents at End of Year             $236,232        $353,543
                                                          
Supplemental Disclosures of Cash Information:
  Cash Paid For:                                               
     Interest                                      $111,239        $157,218
  Non-Cash Transactions:                                       
     Common Stock Issued in Connection With               -         472,112
      LCL Investment
                                                              
            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  AVES  Audiovisual   Systems,   Inc.
  ("AVES"),   a   wholly  owned  subsidiary.   The   consolidated
  balance  sheet  of  Jayark Corporation  and  subsidiaries  (the
  "Company"),   as   of  January  31,  1998,  and   the   related
  consolidated  statements of operations and cash flows  for  the
  periods  ended  January 31, 1998 and 1997  are  unaudited.  The
  consolidated  balance  sheet as of  April  30,  1997  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,  1997, 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 January 31, 1998 as compared to January 31, 1997
                              
                        NET REVENUES
                              
      Consolidated  Revenues of $2,636,000  for  the  period
ended  January  31,  1998 decreased $107,000,  or  3.9%,  as
compared  to  the same period in 1997. The decrease  is  the
result  of a $88,000 decrease in direct sales, and a $19,000
decrease in contract and rental sales.
                              
                      COST OF REVENUES
                              
      Consolidated Cost of Revenues of $2,184,000  decreased
$99,000,  or  4.4% in 1997, as compared to the  same  period
last  year.   The  decrease reflects a $76,000  decrease  in
direct  sale cost, a $20,000 decrease in contract and rental
sale cost, and a $3,000 increase in purchase discounts.
                              
                        GROSS MARGIN
                              
     Consolidated  Gross  Margin of $452,000  was  17.2%  of
revenues, as compared to $460,000 16.8% for the same  period
last  year.   AVES gross margin percentage  increased  as  a
result  of  a  4.8%  increase in contract  and  rental  sale
margin,  and  a  .3% increase in purchase  discounts  taken,
which was offset by a .1% decrease in direct sale margin.
     
       The  direct sale margin for the period ended  January
31,  1998  decreased  to  11.6% from  11.7%  in  1997.   The
contract  and rental sale gross margin for the period  ended
January  31, 1998 increased to 63.7% from 58.9% in 1997  due
to a change in product mix.
                              
        SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
                              
      Consolidated Expenses of $418,000 decreased $62,000 or
12.9%  as  compared to the same period last year.  Corporate
decreased  travel and entertainment by $9,000, insurance  by
$21,000,  and  payroll and other miscellaneous  expenses  by
$4,000  as a result of the Company's overall cost reductions
and  the discontinued operations of Rosalco, Inc., a  wholly
owned subsidiary of Jayark.  AVES decreased depreciation  by
$3,000,  exhibit expense and freight out by $9,000,  payroll
by   $11,000,   building  repairs  and  other  miscellaneous
expenses by $5,000.

<PAGE>
                              
                      INTEREST EXPENSE
                              
      Consolidated  Interest Expense of  $105,000  increased
$58,000, or 123.9%. Corporate interest increased $42,000  as
a  result of the discontinued operations of Rosalco, Inc., a
wholly  owned  subsidiary  of  Jayark.   This  interest  was
previously  charged to Rosalco, Inc. through an intercompany
account.  Additionally, $16,000 of the increase is based  on
an increase in the borrowing.

                              
               LOSS FROM CONTINUING OPERATIONS
                              
       Consolidated  Loss  from  Continuing  Operations   of
($71,000)  increased $4,000 from the same period last  year.
This  is  primarily  the  result of a  $62,000  decrease  in
Selling, General, and Administrative expenses as a result of
the  Company's  overall cost reduction and the  discontinued
operations  of  Rosalco, Inc., a wholly owned subsidiary  of
Jayark.,  which was offset by a decrease of $8,000 in  gross
margin, and a $58,000 increase in interest expense.
                              
             (LOSS) FROM DISCONTINUED OPERATIONS
                              
      Consolidated Loss from Discontinued Operations  of  $0
decreased  $1,287,000 from the same period last year.   This
reflects the loss incurred by the discontinued operation  of
Rosalco, Inc., a wholly owned subsidiary of Jayark.
                              
                      NET INCOME (LOSS)
                              
       Consolidated  Net  Loss  of  ($71,000)  decreased  as
compared  to  a  net loss of ($1,354,000)  during  the  same
period last year.  The $1,283,000 decrease is a result of  a
$1,287,000   reduction  in  losses  from  the   discontinued
operations  of  Rosalco offset by a $4,000 increase  in  the
loss from continuing operations.

<PAGE>

  Nine Months Ended January 31, 1998 as compared to January 31, 1997
                              
                        NET REVENUES
                              
      Consolidated  Revenues of $9,958,000  for  the  period
ended  January  31,  1998 increased $799,000,  or  8.7%,  as
compared  to  the same period in 1996. The increase  is  the
result  of  a $824,000 increase in direct sales,  which  was
offset by a $25,000 decrease in contract and rental sales.
                              
                      COST OF REVENUES
                              
      Consolidated Cost of Revenues of $8,424,000  increased
$769,000  or  10.0% in 1997, as compared to the same  period
last  year.  The  increase reflects a $766,000  increase  in
direct  sale  costs and a $12,000 increase in  contract  and
rental sale costs, which was offset by a $9,000 increase  in
purchase discounts.
                              
                        GROSS MARGIN
                              
     Consolidated  Gross Margin of $1,534,000 was  15.4%  of
revenues,  as compared to $1,503,000 or 16.4% for  the  same
period last year.  AVES gross margin percentage decreased as
a result of a .5% decrease in direct sale margin, and a 8.5%
decrease in contract and rental sale margin.
     
     The  direct  sale  gross margin for  the  period  ended
January  31, 1998 decreased to 11.8% from 12.3% in 1997  due
to  competitive pressures in the market.  The  contract  and
rental  sale  gross margin for the period ended January  31,
1998   decreased  to  49.0%  from  57.5%  in  1996  due   to
competitive pressures in the market and a change in  product
mix.
                              
        SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
                              
     Consolidated Expenses of $1,277,000 decreased $214,000,
or  14.4%,  as  compared  to  the  same  period  last  year.
Corporate  decreased  travel and entertainment  by  $25,000,
professional fees by $124,000, and insurance by $48,000 as a
result  of  the  Company's overall cost reductions  and  the
discontinued  operations of Rosalco, Inc.,  a  wholly  owned
subsidiary  of Jayark.  AVES decreased building repairs  and
maintenance  by $4,000, depreciation expense by  $6,000  and
other miscellaneous expenses by $7,000.

<PAGE>
                              
                      INTEREST EXPENSE
                              
      Consolidated  Interest Expense of  $311,000  increased
$186,000, or 148.3%.  Corporate interest increased  $126,000
as a result of the discontinued operations of Rosalco, Inc.,
a  wholly  owned  subsidiary of Jayark.  This  interest  was
previously  charged to Rosalco, Inc. through an intercompany
account.  Additionally, $60,000 of the increase is based  on
an increase in borrowing.
                              
                        OTHER INCOME
                              
      Consolidated Other Income of $0 decreased $30,000 from
the  same period last year.  The decrease is a result  of  a
$11,000  gain in 1996 on the sale of a vehicle and a $19,000
tax refund in 1996.
                              
               LOSS FROM CONTINUING OPERATIONS
                              
       Consolidated  Loss  from  Continuing  Operations   of
$54,000   decreased   $29,000,  or   34.8%.   This   $29,000
improvement is comprised of a $214,000 decrease in  Selling,
General, and Administrative expenses, and a $31,000 increase
in  gross margin which was offset by a $186,000 increase  in
interest expense and a $30,000 decrease in other income.

                              
             (LOSS) FROM DISCONTINUED OPERATIONS
                              
       Consolidated  (Loss)  from  Discontinued   Operations
reflects  losses incurred by the discontinued  operation  of
Rosalco,  Inc.,  a wholly owned subsidiary of  Jayark.   The
($1,493,000) decrease in 1998 is a result of the  operations
of Rosalco, Inc. as a discontinued operation.
                              
                      NET INCOME (LOSS)
                              
      Consolidated Net (Loss) of ($54,000) as compared to  a
net  loss  of ($1,576,000) during the same period last  year
occurred  primarily  as a result of the  write  off  of  the
assets of Rosalco, Inc.

<PAGE>

                              
               LIQUIDITY AND CAPITAL RESOURCES
                              
At  January  31,  1998, consolidated open  lines  of  credit
available  to the Company for borrowing, were $1,150,000  as
compared  to $750,000 at April 30, 1997.  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 amounted to a deficit of $12,987 at January
31, 1998, compared to a deficit of $7,003 at April 30, 1997.
The  decrease  is  principally due  to  the  operating  loss
generated in the current year.

Net  cash  provided by operating activities was $607,000  in
1998,  compared  $909,000 net cash provided  in  1997.   The
change  was  due  the increase in accounts  receivable,  and
accrued salaries.  However, this was offset by decreases  in
the  net assets of discontinued operations, deferred  income
tax   expense,  inventories,  accounts  payable  and   other
liabilities.

Net  cash used in investing activities was $31,000 in  1998,
compared to $74,000 in 1997.

Net  cash used in financing activities was $407,000 in 1998,
compared to $832,000 net cash used in 1997.  The change  was
principally due to the repayment of subordinated  debentures
in 1997.

<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              March 17, 1998
     David L. Koffman, President
     Chief Executive Officer

     /s/ Robert C. Nolt                 March 17, 1998
     Robert C. Nolt
     Chief Financial Officer

<PAGE> 


Financial Data Schedule
[ARTICLE]                              5
[LEGEND]
[RESTATED]
[CIK]                         0000053260
[NAME]                Jayark Corporation
<MULIPLIER>                       1000.0
[CURRENCY]                           USD
[FISCAL-YEAR-END]               04/30/98
[PERIOD-START]                  11/01/97
[PERIOD-END]                    01/31/98
[PERIOD-TYPE]                      9-mos
[EXCHANGE-RATE]
   
[CASH]                               236 
[SECURITIES]                         -   
[RECEIVABLES]                        919 
[ALLOWANCES]                         -   
[INVENTORY]                          380 
[OTHER]                               38
[CURRENT-ASSETS]                   1,573
[PP&E]                                83 
[DEPRECIATION]                        -   
[TOTAL-ASSETS]                     2,930 
[CURRENT-LIABILITIES]              1,586 
[BONDS]                              -   
[COMMON]                           2,766 
[PREFERRED-MANDATORY]                -   
[PREFERRED]                          -   
[OTHER-SE]                           -
[TOTAL-LIABILITY-AND-EQUITY]       1,930 
[SALES]                            9,958 
[TOTAL-REVENUES]                   9,958 
[CGS]                              8,424 
[TOTAL-COSTS]                      9,702 
[OTHER-EXPENSES]                     -   
[LOSS-PROVISION]                     -   
[INTEREST-EXPENSE]                   311 
[INCOME-PRETAX]                      (54)
[INCOME-TAX]                         -
[INCOME-CONTINUING]                  (54)
[DISCONTINUED]                       -   
[EXTRAORDINARY]                      -   
[CHANGES]                            -   
[NET-INCOME]                         (54)
[EPS-PRIMARY]                      (0.01)