SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, DC 20549

                                 FORM 10-QSB

                                 (MARK ONE)

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

      For the quarterly period ended  __ March 31,1997____________________

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

      For the transition period from _____________ to ___________________

                          Commission File No. _0-24188__

                                  JOTAN, INC.
       (Exact name of small business issuer as specified in its charter)
        ______Florida_________________    ___________59-3181162_________
       (State or other jurisdiction of    (IRS Employer Identification No.)
        incorporation or organization)

 _____118 W. Adams Street, Suite 900, Jacksonville, Florida 32202__________
   (Address of principal executive offices)                (Zip Code)

   Issuer's telephone number, including area code   ___(904) 355-2592___
       ________________________________________________________________
        Former name, former address and former fiscal year, if changed

Check whether the issuer  (1) filed all reports required to be filed by 
Section 13 or 15 (d) of the Securities Exchanged act of 1934 during  the
past 12 months (or for such shorter period that the issuer was required to 
file such reports) and (2) has been subject to such filing requirements for 
the past 90 days.

                      Yes______X______  No ____________   

APPLICABLE ONLY TO CORPORATE ISSUERS: State the number of shares outstanding 
of each of the issuer's classes of common equity, as of the latest practicable 
date: 5,679,411 shares of common stock, $.01 par value, as of March 31, 1997.




<PAGE>

                                 INDEX

                               Jotan, Inc.


Part I--Financial Information

   Item I - Financial Statements (Unaudited)
            Condensed Consolidated Statements of Operations
            for the Three Months ended March 31, 1997 and 1996            2

            Condensed Consolidated Balance Sheet at March 31, 1997      3 & 4

            Condensed Consolidated Statements of Cash Flows for the 
            Three Months ended March 31, 1997 and 1996                  5 & 6

            Notes to Condensed Consolidated Financial Statements          7

   Item II -- Management's Discussion and Analysis of 
              Financial Condition and Result of Operations               12
		
		

Part II -- Other Information

   Item 6 - Exhibits and Reports on Form 8-K                             16
		
   Signatures                                                            18


<PAGE>

                                   Jotan, Inc.

                     Condensed Consolidated Statements of Operations
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                         Three months ended March 31
                                                      _________________________________
                                                          1997                1996
                                                      _____________       _____________

<S>                                                   <C>                 <C>
Sales                                                 $  6,789,207        $  2,717,703
Cost of sales                                            4,748,143           2,086,152
                                                      _____________       _____________
Gross profit                                             2,041,064             631,551
                                                      _____________       _____________

Operating expenses                                       1,941,325             567,309
Amortization of goodwill and non-compete                   272,508                -
                                                      _____________       _____________
Operating income (loss)                                (   172,769)             64,242

Other income                                                 9,910              17,102
Interest expense                                       (   320,598)       (     60,325)
                                                      _____________       _____________

Income (loss) before taxes                             (   483,457)             21,019
Income tax expense                                            -                   -
                                                      _____________       _____________
Net income (loss)                                      (   483,457)             21,019

Amounts attributable to
   preferred stock                                         100,209                -
                                                      _____________       _____________
Net income (loss) attributable
   to common shareholders                             $(   583,666)       $     21,019
                                                      ==============      =============

Net income (loss) per share                           $     (.10)         $      .00
                                                      ==============      =============
Weighted average number
   of common and common
   equivalent shares outstanding                         5,679,411           5,667,667
                                                      ==============      =============

</TABLE>





See notes to condensed consolidated financial statements.

                                  -2-
<PAGE>


                                Jotan, Inc.

                   Condensed Consolidated Balance Sheet
                               (Unaudited)

<TABLE>
<CAPTION>
                                                        March 31
                                                          1997         
                                                      _____________    
<S>                                                   <C> 
Assets
Current assets:
   Cash and cash equivalents                          $  3,018,575        
   Trade receivables (net)                               7,342,019
   Inventory                                             7,198,999
   Other current assets                                    788,247
                                                      _____________ 
Total current assets                                    18,347,840
                                                      _____________


Property and equipment, net                              4,882,390


Goodwill, net                                           25,185,671
Non-compete, net                                         6,490,500
Other assets                                               932,328
                                                      _____________

Total assets                                          $ 55,838,729
                                                      ============= 

</TABLE>




See notes to condensed consolidated financial statements.

                                  -3-
<PAGE>


                                Jotan, Inc.

                    Condensed Consolidated Balance Sheets
                                (Unaudited)

<TABLE>
<CAPTION>
                                                        March 31
                                                          1997            
                                                      _____________       
<S>                                                   <C> 
Liabilities and stockholders' equity
Current liabilities:
   Trade payables                                     $  7,697,317
   Accrued expenses                                      3,766,276
   Notes payable (12%)                                      95,000
   Current portion of long-term debt,
      notes payable and capital leases                   1,211,802
   Other                                                   898,454
                                                      _____________
Total current liabilities                               13,668,849
                                                      _____________

Capitalized lease obligations                            4,029,643 
Deferred revenue                                           122,486 
Long-term debt, less current maturities                 26,483,077
Line of credit                                                -
                                                      _____________ 
                                                        30,635,206
                                                      _____________

Redeemable preferred stock                               9,340,000 

Stockholders' equity
   Preferred stock
     Authorized shares - 10,000,000
     Issued and outstanding shares - 1,265,823
       in 1997                                              12,658 
   Voting common stock, $.01 par value:
     Authorized shares - 40,000,000
     Issued and outstanding shares - 5,679,411
       in 1997                                              56,794
   Additional paid-in capital                            4,613,983
   Retained earnings (deficit)                         ( 2,488,761) 
                                                      _____________ 
Total stockholders' equity                               2,194,674
                                                      _____________

Total liabilities and stockholders' equity            $ 55,838,729
                                                      =============
</TABLE>




See notes to condensed consolidated financial statements.

                                  -4-
<PAGE>


                                 Jotan. Inc.

                Condensed Consolidated Statements of Cash Flows
                                 (Unaudited)

<TABLE>
<CAPTION>

                                                         Three months ended March 31
                                                      _________________________________
                                                          1997                1996
                                                      _____________       _____________
<S>                                                   <C>                 <C>
Cash flows from operating activities
Net income (loss)                                     $(   483,457)       $     21,019
Adjustments to reconcile net income (loss) to net cash
  provided by (used in) operating activities:
     Depreciation and amortization expense                 329,213              38,409
     Stock compensation expense                             25,800                -
     Changes in operating assets and liabilities:
       Trade receivables                                   178,786         (   215,148)
       Inventory                                       (   227,476)             99,678
       Other current assets                                 47,583         (    83,482)
       Trade payables                                    2,892,684             157,980
       Accrued expenses                                     30,422         (    21,014)
       Deferred revenue and expenses                   (    23,667)               -
                                                      _____________       _____________
Net cash provided by (used in) operating activities      2,769,888         (     2,558) 
                                                      =============       ==============

Cash flows from investing activities
Proceeds from sale of property and equipment             1,000,000                -
Decrease (increase) in other assets                        495,192         (     1,600)
Purchase of property and equipment                     (    31,203)        (    17,264)
Purchase of business, net of cash acquired             (37,482,786)               -
                                                      _____________       _____________
Net cash flows from (used in) investing activities     (36,018,797)        (    18,864) 
                                                      =============       =============

Cash flows from financing activities
Proceeds from (payments) on line of credit borrowings  ( 1,594,076)            146,927
Repayments of amounts advanced from Total Supply
     Systems, Inc.                                            -            (   123,128)
Payments on long-term debt                             ( 1,195,038)        (    24,148)
Proceeds from senior revolver                            2,830,884                -
Proceeds from senior term debt                          16,122,500                -
Proceeds from senior subordinated debt                   8,710,000                -
Proceeds from issuance of redeemable preferred stock,
     net of issuance costs                               9,340,000                - 
Proceeds from issuance of warrants                         650,000                -
                                                      _____________       _____________
Net cash provided by (used in) financing activities     34,864,270        (        349) 
                                                      =============       =============

</TABLE>
                                  -5-
<PAGE>


                                Jotan. Inc.

          Condensed Consolidated Statements of Cash Flows (continued)
                                 (Unaudited)

<TABLE>
<CAPTION>

                                                         Three months ended March 31
                                                      _________________________________
                                                          1997                1996
                                                      _____________       _____________
<S>                                                   <C>                 <C>
Net increase (decrease) in cash and cash equivalents     1,615,361        (     21,771)
Cash and cash equivalents at beginning of period         1,403,214              21,771
                                                      _____________       _____________
Cash and cash equivalents at end of period            $  3,018,575        $       -
                                                      =============       =============


Purchase of business, net of cash acquired
  Trade receivables                                   ($ 5,967,581)       $       -
  Inventory                                           (  5,789,881)               -
  Other current assets                                (    517,889)               -
  Property and equipment                              (  4,069,138)               -
  Other assets                                        (    820,802)               -
  Trade payables                                         3,278,692                -
  Accrued expenses                                       3,488,497                -
  Other current liabilities                                922,121                -
  Other liabilities                                        122,486                -
  Non - Compete                                       (  6,600,000)               -
  Goodwill                                            ( 25,262,114)               -
  Notes payable and capitalized leases                   3,732,823                -
                                                      _____________       _____________

                                                      ($37,482,786)       $       -
                                                      =============       =============

</TABLE>



 See notes to condensed consolidated financial statements.

                                  -6-
<PAGE>

                               Jotan Inc.
           Notes to Condensed Consolidated Financial Statements
                              (Unaudited)

1. The Business and Basis of Presentation

Description of Business

Jotan, Inc. (the "Company") is a distributor of packaging and shipping 
supplies with five distribution centers located in the Southern United States. 
The Company sells primarily to manufacturers and provides Just On Time As 
Needed delivery service for it's products. On March 4, 1997 the Company 
completed the acquisition of 100% of the stock of Southland Holding Company 
("Southland"). Southland is a distributor of packaging and shipping supplies 
with eleven distribution centers throughout the United States. Southland sells 
primarily to the moving and storage industry, but also sells packaging 
products to the air freight and perishable food markets. Southland provides 
services similar to those provided by the Company to these market segments.   

Basis of Presentation

The accompanying financial statements are unaudited and, in the opinion of 
management reflect all the adjustments that are necessary for a fair 
presentation of the financial position and results of operations for the 
periods presented. All of such adjustments are of a normal and recurring 
nature. 

The acquisition of Southland has been accounted for under the purchase method 
of accounting. Cost in excess of the fair value of net assets acquired 
(goodwill) will be amortized over 15 years. The results from operations 
include amortization of goodwill and noncompete agreements based on 
preliminary purchase price allocations. The purchase price allocation is 
currently being evaluated by management and is subject to revision after more 
detailed analysis and evaluations are completed.

The results of operations for the periods presented are not necessarily 
indicative of the results to be expected for the entire year. The financial 
statements as of March 31, 1997 and March 31, 1996 reflect the consolidated 
accounts of the Company and its subsidiaries. Certain information and footnote 
disclosure normally included in the financial statements prepared in 
accordance with generally accepted accounting principles have been condensed 
or omitted.




                                  -7-
<PAGE>

                               Jotan Inc.
             Notes to Condensed Consolidated Financial Statements
                               (Unaudited)
                                  cont.

2.  Long Term Debt

Senior Secured Term Loan A					$8,535,240
with interest at LIBOR plus 2.75%
payable quarterly, with principal payments
due quarterly beginning in June, 1997
and ending March, 2002.

Senior Secured Term Loan B					 7,587,260
with interest at LIBOR plus 3,25%
payable quarterly, with principal payments
due quarterly beginning in June, 1997
and ending March 2004.

Senior Secured Revolving Line of 				 2,830,884
Credit with interest at LIBOR plus
2.75% payable quarterly, with principal
due March 2002.

Subordinated Debt with interest of				 8,710,000 
12.5%  payable quarterly, with 
principal due in equal
quarterly installments during 
2002 and 2005.

Other									    41,495
                                                     ____________
                                                      27,704,879	

Less Current Maturities                                1,115,000
                                                     ____________
Long Term Debt                                       $26,589,879
                                                     ============

The Senior Secured Term Loans and Senior Secured Revolving Line of Credit are 
secured by all assets, including inventory, accounts receivable, real estate, 
trademarks, and patents of the Company, as well as the common stock and other 
equity interests of each subsidiary of the Company. The subordinated debt is 
subordinated to all senior debt and is unsecured. All of the debt contains


                                  -8-
<PAGE>

                               Jotan Inc.
            Notes to Condensed Consolidated Financial Statements
                               (Unaudited)
                                  cont.

restrictive covenants including limitations on the Company's amount of debt, 
disposition of assets, incurrence of liens or encumbrances, payment of 
dividends, investments, and executive compensation. In connection with the 
subordinated debt, the Company issued warrants to purchase approximately 13.5% 
of the Company's issued and outstanding Common Stock on a fully diluted basis. 
The warrants are exercisable for ten years and were attributed a value of 
$150,000.

Long term debt maturities by year are as follows:
      1997                                            $     825,000
      1998                                                1,475,000 
      1999                                                1,787,500	
      2000                                                2,037,500
      2001                                                2,662,500
      Thereafter                                         18,917,379
                                                      ______________	
      Total Long Term Debt                            $  27,704,879		
                                                      ==============
3.  Capitalized Leases

The Company leases certain land and buildings under long term leases which are 
accounted for as capital leases. Included in property and equipment are the 
following assets held under capital leases:

                                            March 31, 1997

           Land                              $   701,597
           Buildings                           2,949,274 	
                                             ____________
                                               3,650,871

           Less accumulated amortization      (1,112,514)
                                             ____________
                                             $ 2,538,357
                                             ============




                                  -9-
<PAGE>

                                Jotan Inc.
              Notes to Condensed Consolidated Financial Statements
                               (Unaudited)
                                  cont.


Future minimum lease payments for assets under capital leases at March 31, 
1997 are as follows:

              1998                               $    732,500
              1999                                    732,500
              2000                                    732,500	
              2001                                    732,500
              2002                                    732,500
              Thereafter                            4,352,916
                                                  ____________
              Total minimum leases payments         8,015,416
              Less amount representing interest    (3,985,773)
                                                  ____________
              Present value of minimum
               lease payments                       4,029,643
              Less current maturities                 (96,802)
                                                  ____________
              Long Term Obligation                $ 3,932,841
                                                  ============
4.  Preferred Stock

Convertible Preferred Stock

On May 16, 1996, Jotan, Inc. (the Company) signed an agreement to sell up tp 
$6,000,000 in Series A Convertible Preferred Stock to an affiliate of Fairview 
Capital L.L.C., a Raleigh, N.C. based private investment company. The initial 
funding closed May 16, 1996, and provided the Company $1,820,076, net of 
expenses, through the sale of 1,265,823 shares of Series A Convertible 
Preferred Stock to F-Jotan, L.L.C., the Fairview affiliate. Under the terms of 
the Series A Convertible Preferred Stock Purchase Agreement, the Company may 
sell an additional $4,000,000 of Series A Convertible Preferred Stock to the 
investors subject to certain conditions set forth in the Series A Convertible 
Preferred Stock Purchase Agreement. The Series A Convertible Preferred Stock 
has voting rights equivalent to the common stock and carries an 8% annual 
dividend, which is payable beginning January 1, 1997 in additional shares of 
preferred stock. 

                                  -10-
<PAGE>

                                 Jotan Inc.
               Notes to Condensed Consolidated Financial Statements
                                (Unaudited)
                                   cont.

Redeemable Preferred Stock

In Connection with the Southland acquisition, the Company issued Series B 
Redeemable Preferred Stock of $9,340,000, net of fees and discount of 
$600,000. The Series B Preferred Stock accrues dividends at a rate of 8.0% per 
annum, payable quarterly, in kind by the issuance of additional shares of 
Series B Preferred Stock.  Series B Preferred Stock have a liquidation 
preference over   all other shares of Common Stock and preferred stock, 
including the Series A Preferred Stock that is currently held by F-Jotan, an 
affiliate of Fairview.  The Series B Preferred Stock may be redeemed by the 
Company at any time, but subject to premiums ranging from 12.5% during the 
first year to 0% commencing in the sixth year.  Redemption of the Series B 
Redeemable Preferred Stock is mandatory on the eighth anniversary of closing.  
Rice and the Southland Purchasers were paid pro rata portions of a fee at 
closing of $250,000 for providing the Series B Redeemable Preferred Stock 
financing. The Series B Redeemable Preferred Stock entitles the holders 
thereof at all times that it is outstanding to elect the majority of the Board 
of Directors.

Also, in connection with the Redeemable Preferred Stock, the Company issued 
warrants to purchase approximately 50% of the Company's issued and outstanding 
Common Stock on a fully diluted basis. The warrants are exercisable for ten 
years and were attributed a value of $500,000.   

                                  -11-
<PAGE>

                                 Jotan Inc.
Item II - Management's Discussion and Analysis of Financial Condition and 
Results of Operations

Net sales increased to $6,789,207 for the three months ended March 31, 1997 
from $2,717,703 for the three months ended March 31, 1996 or an increase of 
149.8%. The increase in revenue was primarily related to $3.800,000 of post 
acquisition revenue generated by Southland. Revenues also increased as a 
result of new business at the Company's four existing distribution centers, 
and the opening of a new distribution center in Dallas, Texas, during the 
first quarter. Revenues from Jotan's distribution network increased 9.8%, more 
than offsetting the impact of declining corrugated prices that occurred 
throughout 1996 and the first three months of 1997.  

Cost of goods sold increased to $4,748,143 or 69.9% of sales for the three 
months ended March 31, 1997 from $2,086,152 or 76.8% of sales for the three 
months ended March 31, 1996. The improvement in profit margin reflects several 
factors including the impact of the inclusion of Southland's historically 
higher profit margin product lines, the Company's ability to purchase product 
more efficiently as a result of its overall improved financial condition, and 
the impact of declining corrugated prices.

Operating expenses increased to $1,941,325 for the first three months of 1997 
compared to $567,309 for the same period in 1996, a 242.2% increase. Several 
factors contributed to this increase including the inclusion of Southland's 
operating expenses in the post acquisition period, one time management 
incentive payments relating to the completion of the Southland transaction, 
and expenses related to the integration of Southland's administrative 
functions. 

Expenses related to amortization were $272,508 for the first three months of 
1997, compared to no amortization expense in the same period of 1996. This 
increase relates to the amortization of goodwill and noncompete agreements 
resulting from the Southland acquisition.

As a result the Company had an operating loss of $172,769 for the three months 
ended March 31, 1997 compared to income from operations of $64,242 for the 
three months ended March 31, 1996. 

Other income declined to $9,910 for the three months ended March 31, 1997, 
from $17,102 for the three months ended March 31, 1996. Interest expense 
increased to $320,598 for the three months ended March 31, 1997 from $60,325 
for the three months ended March 31, 1996. This increase reflected the impact 
of increased borrowings relating to the Southland acquisition.

                                  -12-
<PAGE>

                                Jotan Inc.

As a result of the foregoing factors the Company had a net loss of $483,457 
for the three months ended March 31, 1997, compared to net income of $21,019 
for the three months ended March 31, 1996. 

Liquidity and Capital Resources

In order to obtain financing for the Southland transaction and fund future 
expansion, the Company signed an agreement on February 28, 1997 with Rice 
Partners II L.P. to purchase $9 million of senior subordinated debt and $10 
million of senior redeemable preferred stock.  F-Southland, L.L.C., a North 
Carolina limited liability company, and FF-Southland Limited Partnership, a 
North Carolina limited partnership (collectively, the "Southland Purchasers"), 
entities affiliated with Franklin Street/Fairview Capital, L.L.C. 
("Fairview"), purchased $2 million of such senior subordinated debt and 
$2 million of such senior redeemable preferred stock in lieu of Rice.  Rice 
and the Southland Purchasers are using capital derived from partner or member
contributions as the source of the consideration paid by them for the senior 
subordinated debt and redeemable preferred stock.

Subordinated Debt.- The Subordinated Debt bears interest at a rate of 12.5% 
per annum, with a default rate of 15.5% per annum.  Interest is payable 
quarterly for eight years, with principal due in equal quarterly installments 
during the seventh and eighth years.  Prepayments of the Subordinated Debt are 
allowed but are subject to premiums ranging from 12.5% during the first year 
to 0% commencing in the sixth year.  The Subordinated Debt is subordinated to 
the Company's senior debt and is unsecured.  Rice and the Southland Purchasers 
were paid pro rata portions of a fee of $225,000 for providing the 
Subordinated Debt financing.  The documentation for the Subordinated Debt 
includes customary restrictive covenants and agreements by the Company, 
including financial covenants and limitations on the Company's debt, 
disposition of assets, incurrence of liens and encumbrances, payment of 
dividends, investments and executive compensation.

In addition to the Subordinated Debt, Rice and the Southland Purchasers  
received pro rata portions of warrants to purchase 3,227,471 shares of Common 
Stock, representing 13.5% of the outstanding Common Stock on a fully diluted 
basis, which will be exercisable for a term of ten years (the "13.5% 
Warrants").  The total exercise price of the 13.5% Warrants is a maximum of 
$100.  The Common Stock issuable upon exercise of the 13.5% Warrants is 
subject to registration rights that will allow the holders to require the 
registration of such shares on not more than two occasions, and to include 
such shares in other registrations by the Company, subject to certain 
restrictions.

                                  -13-
<PAGE>

                               Jotan Inc.

The 13.5% Warrants include customary antidilution provisions and allow the 
holder to sell ("put") the 13.5% Warrants to the Company at a price equal to 
the greater of their book value or their fair market value (the "Put Price") 
at any time after the earlier to occur of (i) the fifth anniversary of 
closing, (ii) prepayment of the Subordinated Debt in full, (iii) a material 
change in the ownership of the Company, (iv) a merger or sale of all or a 
majority of the Company's assets, or (v) the Company's default in performing 
certain covenants contained in the documents governing the Subordinated Debt.  
The Company has the right to purchase ("call") the 13.5% Warrants at any time 
after the sixth anniversary of closing for a price equal to the Put Price (the 
value attributed to the warrants was $150,000).  As long as the Subordinated 
Debt is outstanding, Rice and Fairview will each have the right to attend and 
observe all meetings of the Board of Directors.

Redeemable Preferred Stock.- The Series B Preferred Stock accrues dividends at 
a rate of 8.0% per annum, payable quarterly, in kind by the issuance of 
additional shares of Series B Preferred Stock.  Series B Preferred Stock have 
a liquidation preference over all other shares of Common Stock and preferred 
stock, including the Series A Preferred Stock that is currently held by F-
Jotan, an affiliate of Fairview.  The Series B Preferred Stock may be redeemed 
by the Company at any time, but subject to premiums ranging from 12.5% during 
the first year to 0% commencing in the sixth year.  Redemption of the Series B 
Redeemable Preferred Stock is mandatory on the eighth anniversary of closing.  
Rice and the Southland Purchasers were paid pro rata portions of a fee at 
closing of $250,000 for providing the Series B Redeemable Preferred Stock 
financing.  The Series B Redeemable Preferred Stock entitles the holders 
thereof at all times that it is outstanding to elect the majority of the Board 
of Directors.

In addition to the Series B Redeemable Preferred Stock, Rice and the Southland 
Purchasers  received pro rata portions of warrants to purchase 11,953,596 
shares of Common Stock, representing approximately 50% of the issued and 
outstanding Common Stock on a fully diluted basis, which are exercisable for a 
term of ten years (the "50% Warrants").  The total exercise price of the 50% 
Warrants is a maximum of $100.  The portion of the 13.5% Warrants and the 50% 
Warrants acquired by Rice, in the aggregate, will allow Rice to acquire upon 
exercise approximately 50.5% of the outstanding Common Stock on a fully 
diluted basis.  Through conversion of the Series A Preferred Stock and 
exercise of the portion of the 13.5% Warrants and the 50% Warrants acquired by 
the Southland Purchasers, affiliates of Fairview will have the right to 
acquire approximately 24.12% of the outstanding Common Stock, on a fully 
diluted basis.  The Common Stock issuable upon exercise of the 50% Warrants is 

                                  -14-
<PAGE>

                                Jotan Inc.

subject to registration rights that will allow the holders to require the 
registration of such shares on not more than two occasions, and to include 
such shares in other registrations by the Company, subject to certain 
restrictions. The value attributed to the Warrants was $500,000. The put and 
call rights associated with the 50% Warrants are identical to the similar 
rights of the 13.5% Warrants described above.

The former holders of Common Stock collectively own approximately 25.38% of 
the outstanding shares of Common Stock on a fully diluted basis.  Rice is the 
Company's largest holder, beneficially owning approximately 50.5% of the 
outstanding shares of Common Stock on a fully diluted basis. In addition, the 
Southland Purchasers will beneficially own approximately 13% of the 
outstanding shares of Common Stock and F-Jotan will beneficially own 
approximately 11.12% of the outstanding shares of Common Stock on a fully 
diluted basis. The Rice and the Southland Purchasers are required to file with 
the Securities and Exchange Commission (the "Commission") statements reporting 
their respective beneficial ownership of Common Stock pursuant to Section 
13(d) of the Exchange Act.  For purposes of Section 13(d), each of the 
Southland Purchasers and F-Jotan are deemed to beneficially own the full 
24.12% of the outstanding Common Stock on a fully diluted basis as a result of 
their affiliate status due to their common manager.

The Company executed an agreement with Banque Paribas on February 28, 1997 to 
obtain up to $12 million in a senior revolving credit facility and $27 million 
in senior term/acquisition credit facilities. As part of the Banque Paribas 
financing agreement the Company terminated it's long term financing 
arrangement with CIT and paid off other long term credit facilities totaling 
$2.9 million. These facilities were terminated on February 28, 1997. As a 
result of the foregoing transactions the Company believes it will have 
adequate capital resources for the foreseeable future.

Some of the statements above contain forward-looking statements that involve a 
number of risks and uncertainties. In addition to the factors discussed above, 
among the other factors that could cause actual results to differ materially 
are the following: the continued implementation of the Company's expansion 
program, implementation of the Company's strict business disciplines and 
service levels over a large distribution network, the economic conditions in 
the new areas into which the Company expands, competitive pressures from other 
distributors of packaging products, business conditions and growth in the 
moving and storage industry, the industrial sector of the economy and the 
economy in general, and other risk factors listed from time to time in the 
Company's SEC reports. 

                                  -15-
<PAGE>

                                Jotan Inc.


Part II--Other Information

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

  a)  Form 8-K/A and it's attachments, as filed May 14, 1997, is          
      incorporated herein by reference.

  b)  Exhibit 11 Statement Re: Computation of Per Share Earnings
      

                                 -16-
<PAGE>

                               Jotan Inc.
          Exhibit 11 Statement Re: Computation of Per Share Earnings

                                              Three months ended March 31
                                              1997                   1996
                                          _____________          ____________
Primary:
Average shares outstanding                  5,679,411              5,667,667

Net effect of stock options - based
on the treasury stock method using
average market price                            *                      -0-
                                          _____________          _____________ 
Totals                                      5,679,411              5,667,667
                                          =============          =============

Net Income (loss)                           $(483,457)               $21,019

Amount attributable
to preferred stock                            100,209                  -0-     	
                                          _____________          ______________
Net income (loss)
attributable to common shareholders         $(583,666)               $21,019
                                          =============          ==============

Per Share Amount                               $(.10)                  $.00
                                          =============          ==============	
			 
Fully diluted:
Average shares outstanding                  5,679,411              5,667,667

Net effect of stock options - based
on the treasury method using average
market price which is greater than
quarter-end market price                         *	 	 	     -0-

Assumed conversion of 8% preferred
convertible stock equivalent to 2,531,646
common shares.                                   *                     -0-    	
                                          _____________          ______________
Totals                                      5,679,411	             5,667,667
                                          =============          ==============

Net Income (loss)                           $(483,457)               $21,019
Amount attributable
to preferred stock                            100,209                  -0-
                                          _____________          ______________
Net income (loss)
attributable to common shareholders         $(583,666)               $21,019
                                          =============          ==============

Per Share Amount                               $(.10)                  $.00
                                          =============          ==============
	   
* The effect of the stock options and the preferred stock on weighted average 
shares is not assumed in the computation because their effect is anti-
dilutive.

                                 -17-
<PAGE>

                                 Jotan Inc.


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. 


                                       Jotan, Inc. 



                                       By: ____________________________ 
                                           Jerry Callahan, President






                                       By: _____________________________
                                           David Freedman, Vice President 	
                                           and Chief Financial Officer





May 19, 1997
                                 -18-
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