==============================================================================


                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C. 20549

                                 FORM 10-Q

                 QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
                   OF THE SECURITIES EXCHANGE ACT OF 1934


                      FOR QUARTER ENDED MARCH 31, 1999


                        COMMISSION FILE NO. 1-3920


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

            DELAWARE                                 71-0268502
    (State of Incorporation)             (I.R.S. Employer Identification No.)

                           2250 EAST 73RD STREET
                           TULSA, OKLAHOMA 74136
                 (Address of principal executive offices)

Registrant's telephone number:                                (918) 494-0964


     Indicate by check mark whether the registrant (1) has filed all reports 
required to be filed by Section 13 and 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 March 31, 1999.

Common Stock $ .10 Par Value . . . . . 6,741,315



==============================================================================


<TABLE>

                       KINARK CORPORATION AND SUBSIDIARIES

                     INDEX TO QUARTERLY REPORT ON FORM 10-Q
<CAPTION>
                                                                      PAGE
<S>                                                                   <C>
PART  I.   FINANCIAL INFORMATION

      Forward Looking Statements or Information                          2

      Item 1.   Financial Statements

                Independent Accountants' Review Report                   3

                Condensed Consolidated Balance Sheets as
                  of March 31, 1999 (unaudited), and
                  December 31, 1998                                      4

                Condensed Consolidated Statements of
                  Earnings for the three  months ended
                  March 31, 1999 and 1998 (unaudited)                    5

               Condensed Consolidated Statements of
                 Cash Flows for the three months ended
                 March 31, 1999 and 1998 (unaudited)                     6

               Notes to Condensed Consolidated Financial
                 Statements for the three  months ended
                 March 31, 1999 and 1998 (unaudited)                   7-12

       Item 2.   Management's Discussion and Analysis of
                   Financial Condition and Results of
                   Operations                                         13-18

       Item 3.   Quantitative and Qualitative Disclosure
                   About Market Risks                                   19

PART II.    OTHER INFORMATION                                           20

SIGNATURES                                                              21
</TABLE>



FORWARD LOOKING STATEMENTS OR INFORMATION

     Certain statements in this Form 10-Q, including information set forth 
under the caption "Management's Discussion and Analysis of Financial Condition 
and Results of Operations", constitute "Forward-Looking Statements" within the 
meaning of Section 27A of the Securities Act of 1933, as amended, and Section 
21E of the Securities Exchange Act of 1934, as amended.  Such statements are 
typically punctuated by words or phrases such as "anticipates," "estimate," 
"should," "may," "management believes," and words or phrases of similar 
import.  The Company cautions investors that such forward-looking statements 
included in this Form 10-Q, or hereafter included in other publicly available 
documents filed with the Securities and Exchange Commission, reports to the 
Company's stockholders and other publically available statements issued or 
released by the Company involve significant risks, uncertainties, and other 
factors which could cause the Company's actual results, performance (financial 
or operating) or achievements to differ materially from the future results, 
performance (financial or operating) or achievements expressed or implied by 
such forward-looking statements.  Factors that could cause or contribute to 
such differences could include, but are not limited to, changes in demand, 
prices, and the raw materials cost of steel and zinc; changes in economic 
conditions of the various markets the Company serves, Year 2000 issues, as 
well as the other risks detailed herein and in the Company's reports filed 
with the Securities and Exchange Commission.  The Company believes that the 
important factors set forth in the Company's cautionary statements at Exhibit 
99 to this Form 10-Q could cause such a material difference to occur and 
investors are referred to Exhibit 99 for such cautionary statements.




INDEPENDENT ACCOUNTANTS' REVIEW REPORT


To the Board of Directors and Stockholders of
 Kinark Corporation:

We have reviewed the accompanying condensed consolidated balance sheet of 
Kinark Corporation and subsidiaries (the "Company") as of March 31, 1999, and 
the related condensed consolidated statements of earnings and of cash flows 
for the three month periods ended March 31, 1999 and 1998.  These financial 
statements are the responsibility of the Company's management.

We conducted our reviews in accordance with standards established by the 
American Institute of Certified Public Accountants.  A review of interim 
financial information consists principally of applying analytical procedures 
to financial data and of making inquiries of persons responsible for financial 
and accounting matters.  It is substantially less in scope than an audit 
conducted in accordance with generally accepted auditing standards, the 
objective of which is the expression of an opinion regarding the financial 
statements taken as a whole.  Accordingly, we do not express such an opinion.

Based on our reviews, we are not aware of any material modifications that 
should be made to such condensed consolidated financial statements for them to 
be in conformity with generally accepted accounting principles.

We have previously audited, in accordance with generally accepted auditing 
standards, the consolidated balance sheet of Kinark Corporation and 
subsidiaries as of December 31, 1998, and the related consolidated statements 
of earnings, stockholders' equity, and cash flows for the year then ended (not 
presented herein); and in our report dated March 3, 1999, we expressed an 
unqualified opinion on those consolidated financial statements.  In our 
opinion, the information set forth in the accompanying condensed consolidated 
balance sheet as of December 31, 1998 is fairly stated, in all material 
respects, in relation to the consolidated balance sheet from which it has been 
derived.


/s/Deloitte & Touche LLP
Tulsa, Oklahoma
May 10, 1999




<TABLE>
                       KINARK CORPORATION AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
<CAPTION>
                                         Unaudited
                                          MARCH 31          Dec 31
(Dollars in Thousands)                      1999             1998  
--------------------------------------------------------------------------
<S>                                     <C>               <C> 
CURRENT ASSETS     
Current Assets
  Cash and cash equivalents             $     227         $     189
  Trade receivables, net                    6,791             6,600
  Inventories                               3,879             4,158
  Investments                                  97               487
  Prepaid expenses and other assets           638               984
  Deferred tax asset, net                     702               735      
                                          -------           -------
    TOTAL CURRENT ASSETS                   12,334            13,153
                                          -------           -------
PROPERTY, PLANT AND EQUIPMENT, AT COST
Land                                          776               776
Chemical storage facilities                10,690            10,629
Warehousing equipment                         764               750
Galvanizing plants and equipment           20,910            20,006
Other                                         145               323
                                          -------           -------
                                           33,285            32,484
Less:  Allowance for depreciation          17,516            16,877
                                          -------           -------
    TOTAL PROPERTY, PLANT & 
      EQUIPMENT, NET                       15,769            15,607
                                          -------           -------
DEFERRED TAX ASSET, NET                        85               131
GOODWILL, NET OF ACCUMULATED
  AMORTIZATION                              3,905             3,952
OTHER ASSETS                                  319               265
                                          -------           -------
TOTAL ASSETS                              $32,412           $33,108
                                          =======           =======

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
  Trade accounts payable                  $ 1,686           $ 1,770
  Accrued payroll and employee benefits     1,321             1,210
  Other taxes                                 546               979
  Other accrued liabilities                 1,476             1,194
  Current maturities of 
    long-term obligations                     934               930
                                          -------           -------
    TOTAL CURRENT LIABILITIES               5,963             6,083
                                          -------           -------
PENSION AND RELATED LIABILITIES               647               652
LONG-TERM OBLIGATIONS                       7,849             8,590
COMMITMENTS AND CONTINGENCIES (NOTE 8)        ---               ---
STOCKHOLDERS' EQUITY
Common stock                                  819               819
Additional paid-in capital                 17,364            17,364 
Minimum pension liability                    (112)             (112)
Retained earnings                           5,794             5,553 
Less:  Treasury stock at cost              (5,912)           (5,841)
                                          -------           -------
    TOTAL STOCKHOLDERS' EQUITY             17,953            17,783 
                                          -------           ------- 
TOTAL LIABILITIES & 
    STOCKHOLDERS' EQUITY                  $32,412           $33,108 
                                          =======           =======
</TABLE>
See notes to condensed consolidated financial statements.



<TABLE>
                       KINARK CORPORATION AND SUBSIDIARIES
                  CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
                                   Unaudited
<CAPTION>                                                              
                                                    Three Months Ended
                                                         March 31          
                                                   --------------------
(Dollars in Thousands Except per Share Amounts)      1999        1998     
-------------------------------------------------------------------------
<S>                                                <C>         <C>
SALES                                              $11,145     $12,164 
COSTS AND EXPENSES
  Cost of sales                                      8,049       9,172 
  Selling, general and 
    administrative expenses                          1,776       1,828 
  Depreciation and amortization                        723         701 
                                                   -------      ------
TOTAL COSTS AND EXPENSES                            10,548      11,701
                                                   -------      ------
OPERATING INCOME                                       597         463

OTHER (INCOME) EXPENSE
  Interest expense, net                                175         176 
  Other income                                         ---        (309)
                                                   -------      ------
TOTAL OTHER (INCOME) EXPENSE                           175        (133)

INCOME BEFORE INCOME TAXES                             422         596 

Income tax expense                                     181         256
                                                   -------      ------
NET INCOME                                         $   241     $   340
                                                    ======      ======
NET EARNINGS PER COMMON SHARE          
  Basic                                            $   .04     $   .05 
  Diluted                                          $   .04     $   .05 
 
</TABLE>
See notes to condensed consolidated financial statements.


<TABLE>
                        KINARK CORPORATION AND SUBSIDIARIES 
                  CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                     Unaudited
<CAPTION>
                                                    Three Months Ended
                                                         March 31
                                                  -----------------------
(Dollars in Thousands)                              1999           1998
-------------------------------------------------------------------------
<S>                                               <C>            <C>
OPERATING ACTIVITIES
Net income                                        $   241         $  340 
Adjustments to reconcile net income to net
cash provided by operating activities:
  Depreciation and amortization                       723            701 
  Gain on involuntary conversion of assets            ---           (309)
  Loss on disposal of assets                            6            ---
  Gain on sale of securities                          (12)           ---
  Deferred income taxes                                79             61
  Change in assets and liabilities:
    Accounts receivable, net                         (191)            77 
    Inventories and other                             571         (1,090)
    Accounts payable, accrued liabilities
      and other                                      (129)           353 
                                                   ------         ------
CASH PROVIDED BY OPERATING ACTIVITIES               1,288            133 

INVESTING ACTIVITIES
  Sale of securities                                  402            --- 
  Capital expenditures                               (844)          (474)
  Proceeds from involuntary 
    conversion of assets                              ---            325 
                                                   ------         ------
CASH USED FOR INVESTING ACTIVITIES                   (442)          (149)     

FINANCING ACTIVITIES
  Purchase of common stock                            (71)           --- 
  Proceeds from long-term obligations               4,012          4,071 
  Payments on long-term obligations                (4,749)        (4,227)
                                                   ------         ------
CASH USED FOR FINANCING ACTIVITIES                   (808)          (156)
                                                   ------         ------
INCREASE (DECREASE) IN CASH AND 
  CASH EQUIVALENTS                                     38           (172)
CASH AND CASH EQUIVALENTS AT 
  BEGINNING OF PERIOD                                 189            259 
                                                   ------         ------
CASH AT END OF PERIOD                             $   227        $    87 
                                                   ======         ======
</TABLE>
See notes to condensed consolidated financial statements.




                         KINARK CORPORATION AND SUBSIDIARIES
                NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                 FOR THE THREE MONTHS ENDED MARCH 31, 1999 AND 1998
                                     UNAUDITED


NOTE 1.  BASIS OF PRESENTATION
         ---------------------
         The condensed consolidated financial statements included in this 
         report have been prepared by Kinark Corporation (the "Company") 
         pursuant to the rules and regulations of the Securities and Exchange
         Commission for interim reporting and include all normal and 
         recurring adjustments which are, in the opinion of management, 
         necessary for a fair presentation.  These financial statements 
         have not been audited by an independent accountant.  The condensed 
         consolidated financial statements include the accounts of the 
         Company and its subsidiaries.

         Certain information and footnote disclosures normally included in 
         financial statements prepared in accordance with generally accepted 
         accounting principles have been condensed or omitted pursuant to such
         rules and regulations for interim reporting.  The Company believes 
         that the disclosures are adequate to make the information presented 
         not misleading.  However, these financial statements should be read 
         in conjunction with the financial statements and notes thereto 
         included in the Company's Annual Report on Form 10-K, for the year 
         ended December 31, 1998.  The financial data for the interim periods
         presented may not necessarily reflect the results to be anticipated 
         for the complete year.

NOTE 2.  EARNINGS PER COMMON SHARE
         -------------------------
         Diluted earnings per common share for the periods presented has been 
         computed based upon the weighted average number of shares 
         outstanding adjusted for the dilutive effect of stock options of 
         6,762,208 and 6,793,832 for the three months ended March 31, 1999 
         and 1998, respectively.  Basic earnings per common share for these 
         same periods has been computed based upon the average number 
         of shares outstanding of 6,751,754 and 6,778,345, respectively for 
         each period.  The number of options excluded from the calculation of
         diluted earnings per share due to the option price being higher than
         the share value are 254,500 and 271,000 at March 31, 1999 and 1998, 
         respectively.

NOTE 3.  INVENTORIES
         -----------
         Inventories consist primarily of raw zinc "pigs," molten zinc in 
         galvanizing kettles and other chemicals and materials used in the 
         hot dip galvanizing process.  All inventories are stated at the 
         lower of cost or market with market value based on ultimate 
         realizable value from the galvanizing process.  Zinc cost is 
         determined on a last-in first-out (LIFO) basis.  Other inventories 
         are valued primarily on an average cost basis.  For the quarter 
         ended March 31, 1999, the Company incurred a temporary reduction in
         its zinc inventory of approximately 400,000 pounds, or 6%, from the 
         base period inventory at December 31, 1998.  The reduction reflected
         a realignment of planned purchase commitments with projected 
         requirements for 1999.   The Company was not required to give effect
         to the liquidated LIFO base, valued at approximately $39,000, 
         because it expects to replace this inventory reduction by the end of
         1999.

NOTE 4.  INVESTMENT SECURITIES
         ---------------------
         The Company accounts for investment securities under the provisions 
         of Statement of Financial Accounting Standards No. 115 ("SAFS 
         No. 115"), "Accounting for Certain Instruments in Debt and Equity 
         Securities."  Accordingly, the Company has classified its marketable
         equity securities as available-for-sale.  Securities classified as 
         available-for-sale securities are reported at fair value.  At
         March 31, 1999, the securities carrying value approximated fair value.
         The Company's unrealized or realized gains or losses for the quarter
         ended March 31, 1999 are immaterial.  Realized gains and losses and 
         declines in value of securities judged to be other-than-temporary 
         are included in income. 

NOTE 5.  DEBT OBLIGATIONS
         ----------------
         In 1997, the Company entered into a two-year bank credit agreement 
         which provides a $8,500,000 maximum revolving line of credit, a 
         $1,250,000 advancing term loan for expansion of galvanizing plants 
         and a $3,500,000 term loan, that was scheduled to expire May 1999.  
         In June 1998, the bank extended the expiration date of this 
         agreement to May 1, 2000, with all other terms and conditions 
         remaining the same.

         Substantially all of the Company's accounts receivable, inventories 
         and fixed assets are pledged as collateral under the credit 
         agreement, and the credit agreement is secured by a guaranty from 
         each of the Company's subsidiaries.  Amounts borrowed under the 
         credit agreement bear interest at the prime rate of Chase Manhattan 
         Bank minus or plus a spread ranging from minus 25 basis points to 
         plus 50 basis points, determined by a coverage ratio of defined 
         earnings to debt service.  

         Term loan payments are based on a five year amortization schedule 
         with equal monthly payments of principal and interest.  The 
         advancing term loan, once funded, will require equal monthly 
         payments of principal and interest based on a seven year 
         amortization schedule.

         The revolver may be paid down without penalty, or additional funds 
         may be borrowed up to the revolver limit. The term loan and 
         advancing term loan may be pre-paid without penalty.  The credit 
         agreement provides for capital expenditures related to a minimum 
         coverage ratio of defined earnings to debt service plus capital 
         expenditures, limits the pledging of assets for new debt, and 
         requires the Company to maintain a minimum net worth.  The Company 
         was in compliance with all such covenants at March 31, 1999.

NOTE 6.  NEW ACCOUNTING STANDARDS
         ------------------------
         In June 1998, the Financial Accounting Standards Board ("FASB") 
         issued SFAS No. 133, "Accounting for Derivative Instruments and 
         Hedging Activities".  SFAS No. 133 requires fair value accounting 
         for all stand-alone derivatives and for many derivatives
         embedded in other instruments and contracts.  The Company will be 
         required to adopt SFAS No. 133 effective January 1, 2000, and is in 
         the process of evaluating the effect of this standard on its 
         financial reporting.

NOTE 7.  INVOLUNTARY CONVERSION OF ASSETS 
         --------------------------------
         During the first quarter of 1998, fire destroyed an acid recycling 
         system at one of the Company's galvanizing plants.  The acid 
         recycling system was covered by insurance for its current 
         replacement value.  As a result of the expected receipt of insurance
         proceeds, the Company recorded a pre-tax gain of $309,000 for the 
         first quarter of 1998, and has purchased a new acid recovery system 
         for $410,000.  Installation of the new acid recovery system was 
         completed during the third quarter of 1998.  The remaining insurance
         proceeds were collected in the first quarter of 1999.
 
NOTE 8.  COMMITMENTS AND CONTINGENCIES
         -----------------------------
         The Company recorded a charge to selling, general and administrative 
         ("SG&A") expense of $183,000 for the quarter ended March 31, 1998 
         primarily for the estimated net impact of a settlement with the 
         United States Environmental Protection Agency ("EPA").  As 
         previously reported in 1995, the settlement concerned the cost of 
         soil removal from a former galvanizing site in Philadelphia, PA sold
         in 1981.  During the third quarter of 1998, the Company executed a 
         Consent Decree that resolved all of the claims brought by the EPA.

         North American Galvanizing Company ("NAG")  received notice on 
         April 21, 1997 from the Illinois Environmental Protection Agency 
         ("IEPA") that it was a potentially responsible party under the 
         Comprehensive Environmental Response, Compensation, and Liability 
         Information System ("CERCLIS") in connection with clean-up of an 
         abandoned site formerly owned by Sandoval Zinc Co.  Sandoval had 
         operated a secondary zinc smelter at the site until it closed 
         in 1985.  The IEPA notice includes NAG as one of 59 organizations 
         which arranged for the treatment and disposal of hazardous 
         substances at Sandoval.  The Company is in the process of 
         determining the proportional share of substances that NAG 
         shipped to Sandoval, and does not believe based on current 
         information that the ultimate resolution of this matter will have a 
         material adverse impact on the Company's financial position or 
         results of operations.

         The Company will continue to have additional environmental 
         compliance costs associated with operations in the galvanizing and 
         chemicals businesses.  The Company is committed to complying with 
         the environmental legislation and regulations affecting its 
         operations.  Due to the uncertainties associated with future 
         environmental technologies, regulatory interpretations, and 
         prospective legislative activity, management cannot reasonably 
         attempt to quantify potential costs in this area.

         The Company expenses or capitalizes, where appropriate, environmental 
         expenditures that relate to current operations as they are incurred.
         Such expenditures are expensed when they are attributable to past 
         operations and are not expected to contribute to current or future 
         revenue generation.  The Company records liabilities when 
         remediation or other environmental assessment or clean-up efforts 
         are probable and the cost can be reasonably estimated.  Management 
         believes this policy complies with SOP 96-1.

         NAG enters into purchase commitments with domestic and foreign zinc 
         producers to purchase certain of its zinc requirements for its hot 
         dip galvanizing operations.  Commitments for the future delivery of 
         zinc reflect rates quoted on the London Metals Exchange which are 
         not subject to future price adjustment.  At March 31, 1999, the 
         aggregate commitments for the procurement of zinc were approximately
         $4.4 million in 1999, which represents approximately 57% of 
         estimated requirements for the remainder of 1999.  Management 
         believes this zinc procurement program ensures adequate supplies of 
         zinc and stable gross margins from its galvanizing operations.  With
         respect to the zinc purchase commitments, a potential decrease of 
         10% in the market price of zinc from the March 31, 1999 level would 
         cause a lost gross margin opportunity of approximately $440,000.  
         However, a favorable impact of a similar amount would result from 
         the same hypothetical price movement on the short-term spot 
         purchases of zinc.

         NAG began construction on a major facilities expansion and addition of
         a 51-foot galvanizing kettle at its Nashville plant in the first 
         quarter of 1999 and, in connection with this project, entered into 
         contract commitments of approximately $538,000.

         Various litigation arising in the ordinary course of business is 
         pending against the Company.

         Management believes that resolution of the Company's litigation and 
         environmental matters should not materially affect the Company's 
         consolidated financial position or liquidity.  Should future 
         developments cause the Company to record an additional liability for
         environmental evaluation, clean-up or litigation, the recording of 
         such a liability could have a material impact on the results of 
         operations for the period involved.

NOTE 9.  LOSS OF MAJOR CUSTOMERS
         -----------------------
         On July 1, 1998, NAG decided to discontinue galvanizing services to one
         of its largest customers which accounted for approximately 8% of 
         NAG's first-quarter 1998 sales and 7% of Kinark's first-quarter 1998
         sales.  This action was based on NAG's decision not to provide 
         galvanizing services to this customer who plans to compete directly 
         with NAG in the hot dip galvanizing market.

         In the third quarter of 1998, North American Warehousing Company's 
         ("NAW") largest customer terminated its account.  This account 
         represented approximately 4% of Kinark's first-quarter 1998 
         consolidated sales and 45% of NAW's 1998 first-quarter sales.

NOTE 10. TREASURY STOCK
         --------------
         In July 1998, the Board of Directors authorized the Company to 
         repurchase up to $1,000,0000 of its common stock in open market 
         transactions.  Shares repurchased by the Company are recorded as
         "Treasury Stock" and result in a reduction of "Stockholders' 
         Equity."  As of March 31, 1999, the Company had purchased 37,000 
         shares of its common stock for an aggregate cost of approximately 
         $103,000 under this program.

NOTE 11. ESTIMATES
         ---------
         The preparation of financial statements requires estimates to be made 
         by management.  During the first quarter of 1999, management revised 
         various accounting estimates based on changes in circumstances, 
         trend analysis and the results of established methodologies used as 
         a basis for certain estimates.  Significant changes to estimates 
         included a reduction in Lake River Corporation real estate taxes of 
         $178,000 due to the successful appeal of original assessed values 
         and an additional provision of $182,000 for estimated uncollectible 
         accounts receivable.

NOTE 12. SEGMENT DISCLOSURES
         -------------------
         The Company is engaged principally in hot dip galvanizing and also 
         conducts business in bulk liquid chemical storage and public 
         warehousing.  The services provided by the Company's wholly-owned 
         subsidiaries are classified into the following industry segments: 
         Galvanizing, Chemical Storage and Warehousing.  Operating 
         performance is measured by segment sales and operating earnings 
         which includes operating costs, selling and administrative expenses, 
         depreciation and amortization.  All of the Company's revenues are 
         derived from sales to customers located within the United States and
         there are no inter-segment sales.  The galvanizing segment provides 
         corrosion protection for customers' fabricated iron and steel 
         structures through the process of immersing the structure into a 
         bath of molten zinc.  The chemical storage segment operates a bulk 
         liquid terminal for the storage of customers' products and also 
         provides specialty chemical bagging and drumming services.  The 
         warehousing segment provides public warehousing space, primarily for 
         commercial and industrial dry good products.  Corporate headquarters
         expenses were primarily for insurance premiums, audit and legal 
         fees, investor relations, travel, voice and data communications and 
         salaries.  The corporate headquarters staff is comprised of six 
         persons, including the officers of the Company.  In the first 
         quarter of 1998, other deductions of $183,000 were incurred for 
         environmental settlements.

<TABLE>
<CAPTION>
                                     Quarter Ended March 31
                             ------------------------------------
(Dollars in Thousands)           1999                1998           
==================================================================
<S>                         <C>      <C>         <C>      <C>     
SALES
Galvanizing                 $ 9,280   83.3%      $ 9,624   79.1%   
Chemical storage              1,321   11.8%        1,423   11.7%
Warehousing                     544    4.9%        1,117    9.2%     
-------------------------------------------------------------------
                             11,145  100.0%       12,164  100.0%    
-------------------------------------------------------------------

OPERATING INCOME
Galvanizing                 $   754              $   842          
Chemical storage                271                   23          
Warehousing                     (44)                 190          
Corporate headquarters
  expense                      (384)                (409)          
Other deductions, net          ----                 (183)           
-------------------------------------------------------------------
                                597                  463            
-------------------------------------------------------------------

Interest expense                175                  176             
Other income                   ----                 (309)            
-------------------------------------------------------------------
                                175                 (133)            
-------------------------------------------------------------------

Income tax expense              181                  256            
-------------------------------------------------------------------
NET INCOME                  $   241              $   340    
===================================================================

CAPITAL EXPENDITURES
Galvanizing                 $   767              $   434
Chemical storage                 61                   26
Warehousing                      14                    1
General corporate                 2                   13
-------------------------------------------------------------------
                            $   844              $   474
-------------------------------------------------------------------

DEPRECIATION AND AMORTIZATION EXPENSE
Galvanizing                 $   605              $    551
Chemical storage                 94                   121
Warehousing                      17                    15
General corporate                 7                    14
-------------------------------------------------------------------
                            $   723               $   701
-------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
                        March 31, 1999       December 31, 1998
                        --------------       -----------------
<S>                         <C>                   <C>
TOTAL ASSETS
Galvanizing                 $27,563               $28,380
Chemical storage              2,603                 2,516
Warehousing                     610                   680
General corporate             1,636                 1,532
-------------------------------------------------------------------
                            $32,412               $33,108
===================================================================
</TABLE>


          
                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF 

                FINANCIAL CONDITION AND RESULTS OF OPERATIONS
<TABLE>
RESULTS OF OPERATIONS

REVENUES
<CAPTION>
     Quarter Ended March 31               1999                    1998
                                  ------------------       ------------------
                                                 % of                    % of
                                 $    (000)     Sales     $    (000)    Sales
                                 --------------------------------------------
<S>                              <C>          <C>         <C>          <C>     
          Galvanizing            $   9,280     83.3%      $   9,624     79.1%
          Chemical Storage           1,321     11.8%          1,423     11.7%
          Warehousing                  544      4.9%          1,117      9.2%
                                    ------    -----          ------    -----
          Total                  $  11,145    100.0%      $  12,164    100.0%
                                    ======    =====          ======    ===== 
</TABLE>

     Kinark's consolidated sales of $11,145,00 for the first quarter of 1999 
decreased 8.4% compared to sales of $12,164,000 for the first quarter of 1998, 
due to lower revenues at all of its business units.  Lower than expected 
galvanizing activity at the beginning of 1999, combined with weather-related 
disruptions at the storage and warehousing operations in Chicago, contributed 
to the year-to-year decline in sales.  However, all business units 
reported a progressive rise in activity in February and March that essentially 
brought the Company in line with its profit plan for the first quarter of 
1999.  The Company is continuing to focus on opportunities to achieve 
significant, long-term growth in its core hot dip galvanizing subsidiary, 
which contributed 83.3% of total sales for the first quarter of 1999.  As 
previously reported, Kinark concurrently is exploring strategic realignments 
at its chemical storage and warehousing subsidiaries to enhance the value of 
these operations.

     NORTH AMERICAN GALVANIZING COMPANY ("NAG").  Galvanizing sales of 
$9,280,000 for the first quarter of 1999 were down 3.6% compared to sales of 
$9,624,000 for the first quarter of 1998.  All of NAG's eleven galvanizing 
plants, located in six states throughout the mid and south-central United 
States, were profitable for the first quarter of 1999.  The reduction in 
first-quarter sales primarily followed the decision by a major customer to 
galvanize its own product in-house and to compete directly with NAG.  
Excluding the region impacted by this action, NAG's regional groups reported 
production tonnage for the first quarter of 1999 increased 11.7% over the 
first quarter of 1998.  During the first quarter of 1999, NAG began 
construction on a major facilities expansion and addition of a 51-foot 
galvanizing kettle that will add needed capacity at its Nashville plant.  The 
project is scheduled for completion in the third quarter of 1999 and NAG does 
not expect any measurable interruption when production transitions into the 
new facility.  If required, NAG will provide continuing service to customers 
from its regional galvanizing plants located in St. Louis and Louisville.

     LAKE RIVER CORPORATION ("LRC").  First quarter 1999 sales were negatively 
impacted by severe weather in January that temporarily curtailed terminal 
operations and limited the movement of customers' products.  Sales of 
$1,321,000 were down 7.2% from sales of $1,423,000 for the first quarter of 
1998.  Following the reduction in terminal activity at the beginning of this 
year, LRC's sales increased and were up 11.7% from plan for the first quarter 
of 1999.  In March 1999, bulk liquid terminal sales reached a five-year high 
mark due to additional tank leases and increased throughput.  Drum filling of 
specialty chemicals also increased during the first quarter of 1999.  However, 
the weakness in the Asian market continues to negatively impact LRC's drum 
filling exports on a yearly comparison.

     NORTH AMERICAN WAREHOUSE COMPANY ("NAW").  Warehousing sales of $544,000 
for the first quarter of 1999 were down by half compared to sales of 
$1,117,000 for the first quarter of 1998.  The reduction in sales reflects the 
Company's decision not to expand this business geographically and the 
expiration of a contract with a major customer that relocated its warehousing 
outside of NAW's regional service area.  Severe weather also slowed 
warehousing activity in January, resulting in sales for the first quarter of 
1999 down 2.8% from plan.  NAW provides 201,000 square feet of public 
warehousing space to facilitate the distribution of customers' products in the 
Chicago-Midwest regions.

<TABLE>
COSTS AND EXPENSES
<CAPTION>
     Quarter Ended March 31                1999                 1998
                                    -----------------    -----------------
                                                 % of                 % of
                                   $   (000)    Sales   $   (000)    Sales
                                    --------------------------------------     
<S>                                <C>          <C>     <C>          <C>
     Cost of sales                 $  8,049     72.2%   $  9,172     75.4%
     Selling, general & 
      administrative                  1,776     15.9%      1,828     15.0%
     Depreciation and amortization      723      6.5%        701      5.8%
                                     ------     ----      ------     ----
     Total                         $ 10,548     94.6%   $ 11,701     96.2%
                                     ======     ====      ======     ====
</TABLE>
     
     The Company's cost of sales, as percentage of sales, were 72.2% for the 
first quarter of 1999 compared to 75.4% for the first quarter of 1998.  This 
significant improvement of 3.2% on first quarter 1999 sales primarily 
reflected lower overhead costs for medical and workers' compensation claims in 
the galvanizing unit and a reduction of real estate taxes at the chemical 
storage unit.  Setting aside these overhead reductions, the Company's cost of 
sales were 75.1% of sales for the first quarter of 1999.

     Selling, general and administrative expenses were $1,776,000, or 15.9% 
of sales, for the first quarter of 1999 versus $1,828,000, or 15.0% of 
sales, for the same quarter a year ago.  SG&A expenses for the first quarter 
of 1999 included an additional provision of $182,000 for estimated 
uncollectible accounts receivable in the galvanizing unit; SG&A expenses for
the first quarter of 1998 included a charge for settlement of an 
environmental claim, as discussed in Note 8 to the Company's Condensed
Consolidated Financial Statements.  Prior to these charges, SG&A expenses for
the first quarter of 1999 were down 3.1% from the first quarter of 1998.  The
Company is continuing to evaluate its administrative functions and services 
to identify additional opportunities to reduce its SG&A expenses.

     Interest expense was virtually unchanged year-to-year at $175,000 for the 
first quarter of 1999 and $176,000 for the same quarter in 1998.  The 
Company's debt structure primarily consists of term loans and a revolving line 
of credit under a bank loan agreement.  Although the Company's average debt 
outstanding increased in the first quarter of 1999 compared to the first 
quarter of 1998 due to increased borrowings on the revolver, interest expense 
remained constant due to lower average interest rates under the loan 
agreement.

     In the first quarter of 1998, the Company reported other income of 
$309,000 from insurance proceeds covering the loss of an acid recycling 
system at one of its galvanizing plants.  Efficient acid recycling is both 
cost effective and contributes to an improved quality of galvanized product. 
The lost unit was upgraded and replaced during the third quarter of 1998.

     The Company's effective income tax rates for the first three months of 
1999 and 1998 were 42.9% and 43.0%, respectively.  The rates were higher than 
federal statutory rates primarily due to non-deductible goodwill amortization 
and state income taxes.

     The Company's operating income, before interest, other income and taxes, 
was $597,000 for the first quarter of 1999.  This was an increase of 28.9% 
over operating income of $463,000 reported for the first quarter of 1998, with 
the improvement primarily the result of lower operating overhead previously 
discussed.  For the first quarter of 1999, operating income was 5.4% of sales 
compared to 3.8% of sales for the first quarter of 1998.  Net earnings were 
$241,000 for the first quarter of 1999 compared to net earnings of $340,000 
for the first quarter of 1998 which included a one-time pretax gain of 
$309,000 from the casualty claim previously discussed.

LIQUIDITY AND CAPITAL RESOURCES

     Cash increased from $189,000 at the end of 1998 to $227,000 at March 31, 
1999. As a matter of operating policy, the Company maintains minimum cash 
balances through its centralized treasury function that anticipates funding 
requirements on a daily basis.  For the first quarter of 1999, cash flow 
sources and uses as compared to 1998 consisted of the following:

     OPERATING ACTIVITIES generated net cash of $1,288,000 in the first 
quarter of 1999, compared to net cash of $133,000 generated in the first 
quarter of 1998.  Year-to-year shifts in working capital components and 
non-operating other income accounted for most of the increase in cash 
generated.  The primary increase in cash generated resulted from a reduction 
of zinc inventories in the first quarter of 1999 as compared to an increase in 
those inventories a year earlier, for a net benefit of $1,661,000; also, the 
absence of the gain from the casualty loss incurred in 1998 represented a 
year-to-year cash improvement of $309,000 in 1999.  These increases in cash 
generated for 1999 were offset by $750,000 for increases in accounts 
receivable and reductions in accounts payable and other current liabilities. 

     INVESTING ACTIVITIES used $448,000 cash in the first quarter of 1999, 
compared to $149,000 in the same quarter of 1998.  Increased expenditures for 
capital equipment used by the galvanizing unit primarily accounted for the net 
increase in investing outlays for the first quarter of 1999.  Capital 
expenditures were $844,000 in the first quarter of 1999, compared to $474,000 
in 1998.  Depreciation and amortization was $723,000 for the first three 
months of 1999 compared to $701,000 for the same period in 1998.  Sales of 
securities classified as available for sale generated cash of $402,000 in the 
first quarter of 1999.

     FINANCING ACTIVITIES used $808,000 in the first quarter of 1999, compared 
to $156,000 in the first quarter of 1998.  As a result of the improvement in 
cash generated in the first quarter of 1999, the Company paid down its debt a 
net of $737,000.  Debt reduction consisted of scheduled payments for term 
loans and lease obligations, plus net repayments on a revolving line of credit 
used for working capital.  Other financing activities in the first quarter of 
1999 included $71,000 for the purchase of the Company's common stock, as 
discussed in Note 10 to the Company's Condensed Consolidated Financial 
Statements.

     As discussed in Note 5 to the Company's Condensed Consolidated Financial 
Statements, the Company's bank credit agreement was extended to May 1, 2000.  
The credit agreement, entered into on April 30, 1997, provides a $8,500,000 
revolving line of credit, a $1,250,000 advancing term loan and a $3,500,000 
term loan.  At March 31, 1999, the Company had additional borrowing capacity 
of $1,925,000 under its revolving line of credit that reflected the underlying 
value of its accounts receivable and inventories, an increase from $1,731,000 
borrowing capacity at December 31, 1998.

     Based on its beginning-of-the-year business projections, the Company 
believes it has the ability to continue to generate cash from operations and 
has an adequate line of credit to support its growth and capital expenditure 
plans for 1999.

ENVIRONMENTAL MATTERS

     The Company recorded a charge to SG&A of $158,000 for the quarter ended 
March 31, 1998 for the estimated net impact of a settlement with the United 
States Environmental Protection Agency ("EPA").  As previously reported in 
1995, the settlement concerned the cost of soil removal from a former 
galvanizing site in Philadelphia, PA sold in 1981.  During the third quarter 
of 1998, the Company executed a Consent Decree that resolved all of the 
claims brought by the EPA.

     NAG received notice on April 21, 1997 from the Illinois Environmental 
Protection Agency ("IEPA") that it was a potentially responsible party under 
the Comprehensive Environmental Response, Compensation, and Liability 
Information System ("CERCLIS") in connection with cleanup of an abandoned site 
formerly owned by Sandoval Zinc Co.  Sandoval had operated a secondary zinc 
smelter at the site until it closed in 1985.  The IEPA notice includes NAG as 
one of 59 organizations which arranged for the treatment and disposal of 
hazardous substances at Sandoval.  The Company is in the process of 
determining the proportional share of substances that NAG shipped to Sandoval, 
and does not believe based on current information that the ultimate resolution 
of this matter will have a material adverse impact on the Company's financial 
position or results of operations.     

     The Company's facilities are subject to extensive environmental 
legislation and regulations affecting their operations and the discharge of 
wastes.  The cost of compliance with such regulations in the first three 
months of 1999 and 1998 were $228,000 and $250,000, respectively. The disposal
and recycling of waste acids generated by the galvanizing operations represents
the major expenditure in this area.  The Company operates on-site sulphuric 
acid recovery systems at three of its galvanizing plants.  Recovered acid is 
returned to production, thereby eliminating the substantial expense associated 
with the alternative of waste treatment and removal to an off-site location.  
The recovery process generates a non-hazardous dry ferrous sulphate crystal 
by-product which the Company sells commercially.

     The Company's other galvanizing plants use hydrochloric acid, which 
requires the off-site disposal of waste acids.  Due to the increasing cost of 
waste disposal and decreasing availability of approved disposal methods, 
alternative waste hydrochloric acid recycling methods have been evaluated over 
recent years.  While it appears that the technology for an economically 
feasible system is available, no proven system for the recycling of 
hydrochloric acid used in hot dip galvanizing is currently on the market.  
Hydrochloric acid recycling systems will be further evaluated as new systems 
become available.  Future capital expenditures in this area are expected to 
increase, but such expenditures should significantly reduce waste acid 
disposal expense.

     Environmentally related expenditures at Lake River represent a relatively 
small percentage of the Company's total costs.  The majority of waste disposal 
costs at Lake River are incurred on behalf of customers and are reimbursable.  
Lake River does not take title to the chemicals stored, blended, drummed or 
bagged in its facilities and thus is responsible only for the proper handling 
of these materials while under its care, custody, and control.  As previously 
reported, Kinark has escrowed proceeds of $18,000 from the sale of the assets 
of Kinpak, Inc. (a former subsidiary sold in 1996) for some possible 
environmental remediation.

     The Company is committed to complying with all federal, state and local 
environmental laws and regulations using its best management practices to 
anticipate and satisfy future requirements.  As is typical in the galvanizing 
and chemicals businesses, the Company will have additional environmental 
compliance costs associated with past, present, and future operations.  
Management has committed resources to discovering and eliminating 
environmental issues as they arise.  Because of the frequent changes in 
environmental technology, laws and regulations management cannot reasonably 
attempt to quantify the Company's potential costs in this area.  However, 
such costs are expected to increase above their current levels as discussed 
above.

YEAR 2000 READINESS

     STATE OF READINESS.  Like many companies that rely on computer 
technology, Kinark Corporation is preparing for the year 2000 by taking steps 
to insure that its computers can recognize and use years after 1999 
correctly.  If such a situation were to exist and not be corrected, Year 2000 
errors could affect the Company's ability to invoice customers and pay vendors 
in a timely manner and to maintain accurate financial records.  The Company 
has been working on the resolution of Year 2000 issues since 1996.  The 
Company has determined that its primary computer systems serving the corporate 
headquarters and its galvanizing operations are structured to accommodate the 
Year 2000 and beyond, and the operation of these systems should not be 
affected by the millennium change.  Galvanizing contributes approximately 83% 
of Kinark's consolidated sales.  Computer systems serving Kinark's chemical 
storage and warehousing operations are not Year 2000 compliant and these 
systems are scheduled to be renovated during the first half of 1999.

     COST OF ADDRESSING YEAR 2000 ISSUES.  Kinark's cost to date of addressing 
Year 2000 issues is approximately $120,000, and the on-going assessment and 
resolution of such issues should not exceed an additional $100,000.  Future 
expenditures to make Kinark's computer systems Year 2000 compliant are not 
expected to have a material impact on the results of the Company's operations, 
liquidity, and capital resources.

     RISKS OF YEAR 2000 ISSUES.  Kinark has not fully determined the state of 
Year 2000 compliance by its key suppliers of zinc, the primary commodity 
required for its hot dip galvanizing operations.  Kinark historically has not 
relied on a sole-source supply for its zinc requirements and expects to 
continue that practice.  In addition, Kinark's operations are dependent on 
reliable supplies of electricity and natural gas.  Going forward, Kinark will 
be monitoring the progress of its key vendors, as well as its major customers, 
service providers and utilities in addressing their Year 2000 issues, and 
expects this assessment to be completed by June 1999.  An assessment of the 
"most reasonably likely worst case Year 2000 scenarios" for Kinark would 
consider (a) the failure of the Company's computer systems and (b) disruption 
of production operations due to computer failures encountered by a customer, 
supplier or utility.  With respect to failure of the Company's computers, the 
worst case impact would be the additional cost to manually process daily 
business operations and attendant delays in completing those operations.  
Kinark does not believe such additional costs would have a material impact on 
its operations.  With respect to a disruption of Kinark's production 
operations due to a customer's, supplier's or utility's failure to be Year 
2000 compliant, the extent of such disruption is not reasonably estimable.  
Kinark's operations are conducted in widely-disbursed facilities, serving more 
than 2,000 commercial and industrial accounts, and the Company believes this 
diversity of its operations will help mitigate the risk of a customer's, 
supplier's or utility's Year 2000 failure.

     CONTINGENCY PLANS.  Kinark expects to establish a contingency plan in 
1999 to handle "the most reasonably likely worst case scenarios" as discussed 
above.  The plan  will involve independent verification by information 
technology consultants and computer service providers.




QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     Kinark's operations include managing market risks related to changes in 
interest rates, zinc commodity prices and an investment in marketable equity 
securities.

     INTEREST RATE RISK.  Kinark is exposed to financial market risk related 
to changing interest rates.  Changing interest rates will affect interest paid 
on Kinark's variable rate revolving and term debt (see Note 5 to Condensed 
Consolidated Financial Statements).  Amounts borrowed under this agreement 
bear interest at prime minus or plus a spread ranging from minus 25 basis 
points to plus 50 basis points, determined by a coverage ratio of defined 
earnings to debt service.  At March 31, 1999, $8,203,000 was outstanding under 
the agreement with an effective rate of 7.5%.  The borrowings are due as 
follows: $591,000 in 1999 and $7,612,000 in 2000.   Each increase of 10 basis 
points in the effective interest rate would result in an increase in interest 
charges of approximately $8,000 based on March 31, 1999 outstanding 
borrowings.  The actual effect of changes in interest rates is dependent on 
actual amounts outstanding which vary under the revolving credit facility.  
The Company monitors interest rates and has sufficient flexibility to 
renegotiate the loan agreement, without penalty, in the event market 
conditions and interest rates change.

     ZINC PRICE RISK.  NAG enters into purchase commitments with domestic and 
foreign zinc producers to purchase certain of its zinc requirements for its 
hot dip galvanizing operations.  Commitments for the future delivery of zinc 
reflect rates quoted on the London Metals Exchange which are not subject to 
future price adjustment.  At March 31, 1999, the aggregate commitments for the 
procurement of zinc were approximately $4.4 million in 1999, which represents 
approximately 57% of estimated requirements for the remainder of 1999.  
Management believes this zinc procurement program ensures adequate supplies of 
zinc and stable gross margins from its galvanizing operations.  With respect 
to the zinc purchase commitments, a potential decrease of 10% in the market 
price of zinc from the March 31, 1999 level would cause a lost gross margin 
opportunity of approximately $440,000.  However, a favorable impact of a 
similar amount would result from the same hypothetical price movement on the 
short-term spot purchases of zinc.

     MARKETABLE SECURITIES MARKET VALUE RISK.  At March 31, 1999, the Company 
held an investment in marketable equity securities of $97,000.  At March 31, 
1999, the securities' carrying value approximated fair value.  A potential 
adverse price movement of 10% in the market price of these securities from 
the March 31, 1999 market price would cause a loss in value of approximately 
$10,000.  Management is continuing to evaluate its plans with respect to this
investment.




                                  PART II

                             OTHER INFORMATION

ITEM 1.     LEGAL PROCEEDINGS
            -----------------
            Not applicable.
     
ITEM 2.     CHANGES IN SECURITIES
            --------------------- 
            Not applicable.

ITEM 3.     DEFAULTS UPON SENIOR SECURITIES
            -------------------------------
            Not applicable.

ITEM 4.     SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
            ---------------------------------------------------
            Not applicable.

ITEM 5.     OTHER INFORMATION
            -----------------
            Not applicable.

ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K
            --------------------------------
           (a) Exhibits
          
               3.1  The Company's Restated Certificate of Incorporation 
                    (incorporated by reference to Exhibit 3.1 to the 
                    Company's Pre-Effective Amendment No. 1 to Registration 
                    Statement on Form S-3 (Reg. No. 333-4937) filed on 
                    June 7, 1996).

               3.2  The Company's Amended and Restated Bylaws (incorporated by 
                    reference to Exhibit 3.2 to the Company's Quarterly 
                    Report on Form 10-Q dated March 31, 1996).

                27  Financial Data Schedule

                99  Cautionary Statements by the Company Related to 
                    Forward-Looking Statements

            (b) Reports on Form 8-K

                The Company did not file any reports on Form 8-K during the 
                quarter ended March 31, 1999.    




                                         SIGNATURES


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



                                             KINARK CORPORATION  
                                          -----------------------   
                                                 Registrant


                                            /S/Paul R. Chastain 
                                          -----------------------
                                               Paul R. Chastain
                                              Vice President and
                                           Chief Financial Officer
                                        (Principal Financial Officer)


Date:   May 6, 1999






                                    EXHIBIT INDEX          


Ex. No.     Description

  3.1       The Company's Restated Certificate of Incorporation (incorporated
            by reference to Exhibit 3.1 to the Company's Pre-Effective 
            Amendment No. 1 to Registration Statement on Form S-3 (Reg. No. 
            333-4937) filed on June 7, 1996).

  3.2       The Company's Amended and Restated Bylaws (incorporated by 
            reference to Exhibit 3.2 to the Company's Quarterly Report on 
            Form 10-Q dated March 31, 1996).

   27       Financial Data Schedule

   99       Cautionary Statements by the Company Related to Forward Looking 
            Statements.