[CONFORMED COPY]

                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  20549

                                                  FORM 8-K

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


Date of report (Date of earliest event reported)            December 9, 1998
     


        ARROW-MAGNOLIA INTERNATIONAL, INC.                                    
     (Exact name of small business issuer as specified in its charter)

                                   Texas                                    
      (State or other jurisdiction of incorporation or organization)


0-4728                                            75-0408335                
(Commission File Number)                 (I.R.S. Employer Identification No.)


                   2646 Rodney Lane, Dallas, Texas 75229            
                 (Address of principal executive offices)

                              (972) 247-7111                                    
           (Registrant's Telephone Number, Including Area Code)
                                    
       (Former Name or Former Address, if Changed Since Last Report)
PAGE
<PAGE>
Item 4.   Changes in Registrant's Certifying Accountant.

     Philip Vogel & Co., P.C. has been engaged as the principal accountants to 
audit the financial statements of Arrow-Magnolia International, Inc. (the 
"Company").  Effective December 9, 1998, Philip Vogel & Co., P.C. accepted 
the position.  The Company has not previously consulted with that firm 
regarding the application of accounting principles to any specified 
transaction or the type of audit opinion that might be rendered on the 
Company's financial statements or upon any matter that was a subject of 
disagreement with its previous accountants.

     The selection of Philip Vogel & Co., P.C. has been approved by the Audit 
Committee and the Board of Directors of Arrow-Magnolia International, Inc.

Item 7.   Financial Statements and Exhibits.

     None.
 

                                 SIGNATURE

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


                                   ARROW-MAGNOLIA INTERNATIONAL,
                                   INC.


Date:  December 11, 1998           By:  /s/ Morris Shwiff  
                                        Morris Shwiff, President
                                        and Principal Executive
                                        Officer
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[CONFORMED COPY]

                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  20549

                                                  FORM 8-K

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

Date of report (Date of earliest event reported)            December 9, 1998
     

        ARROW-MAGNOLIA INTERNATIONAL, INC.                                    
     (Exact name of small business issuer as specified in its charter)

                                   Texas                                    
      (State or other jurisdiction of incorporation or organization)

0-4728                                            75-0408335                
(Commission File Number)                 (I.R.S. Employer Identification No.)

                   2646 Rodney Lane, Dallas, Texas 75229            
                 (Address of principal executive offices)

                              (972) 247-7111                                    
           (Registrant's Telephone Number, Including Area Code)
                                    
       (Former Name or Former Address, if Changed Since Last Report)
PAGE
Item 4.   Changes in Registrant's Certifying Accountant.

     Philip Vogel & Co., P.C. has been engaged as the principal accountants to 
audit the financial statements of Arrow-Magnolia International, Inc. (the 
"Company").  Effective December 9, 1998, Philip Vogel & Co., P.C. accepted 
the position.  The Company has not previously consulted with that firm 
regarding the application of accounting principles to any specified 
transaction or the type of audit opinion that might be rendered on the 
Company's financial statements or upon any matter that was a subject of 
disagreement with its previous accountants.

     The selection of Philip Vogel & Co., P.C. has been approved by the Audit 
Committee and the Board of Directors of Arrow-Magnolia International, Inc.

Item 7.   Financial Statements and Exhibits.

     None.
 

                                 SIGNATURE

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

                                   ARROW-MAGNOLIA INTERNATIONAL,
                                   INC.

Date:  December 11, 1998           By:  /s/ Morris Shwiff  
                                        Morris Shwiff, President
                                        and Principal Executive
                                        Officer