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
  
                                  ---------
  
                             NOVEMBER 22, 1998 
              Date of Report (Date of Earliest Event Reported) 
  
  
                          HUDSON GENERAL CORPORATION
          (Exact name of Registrant as specified in its charter) 
  
  
      DELAWARE                          1-5896             13-1947395 
                                      ---------
 (State or Other Jurisdiction of     (Commission         (IRS Employer
  Incorporation or Organization)     File Number)      Identification No.) 
  
  
 111 GREAT NECK ROAD, GREAT NECK, NEW YORK                  11021 
 (Address of Principal Executive Office)                  (Zip Code) 
  
  
                               (516) 487-8610 
            (Registrant's telephone number, including area code) 
  
  
                                 NOT APPLICABLE
       (Former Name or Former Address, if Changed Since Last Report) 
  

  
 ITEM 5.  OTHER EVENTS. 
  
           On November 22, 1998, Hudson General Corporation, a Delaware
corporation ("Hudson General"), entered into an Agreement and Plan of
Merger, dated as of November 22, 1998 (the "Merger Agreement"), between
Hudson General and River Acquisition Corp., a newly formed Delaware
corporation to be owned by certain directors and senior executive officers
of Hudson General ("River Acquisition"), pursuant to which, among other
things, River Acquisition would merge with and into Hudson General (the
"Merger"), with Hudson General as the surviving corporation. As of the
effective time of the Merger each outstanding share of common stock, par
value $1.00 per share, of Hudson General (the "Common Stock") (other than
treasury shares, dissenting shares and shares to be owned by River
Acquisition) will be converted into the right to receive $57.25 in cash,
without interest. The Merger Agreement has been approved by the Board of
Directors of Hudson General based upon the unanimous recommendation of a
Special Committee of the Board of Directors consisting of three directors
who are not employed by or affiliated with Hudson General (except in their
capacities as directors) and who would not have any equity interest in
River Acquisition.
  
           Consummation of the Merger is subject to satisfaction or waiver
 by the parties of certain closing conditions, including (a) the receipt of
 regulatory approvals, (b) approval by a majority of outstanding shares of
 Hudson General Common Stock other than the shares owned by members of the
 management group who will  have an equity interest in River Acquisition,
 (c) River Acquisition obtaining sufficient financing to consummate the
 Merger and (d) other customary closing conditions. 
  
           The foregoing description of the Merger Agreement does not
 purport to be complete and is qualified in its entirety by reference to the
 Merger Agreement, a copy of which is filed herewith as Exhibit 2.1 and is
 hereby incorporated by reference in it entirety. 
  
           On November 23, 1998, Hudson General issued a press release
 announcing the execution of the Merger Agreement.  The press release is
 filed herewith as Exhibit 99.1 and is hereby incorporated by reference. 
  
 ITEM 7.  FINANCIAL STATEMENT AND EXHIBITS. 
  
 Exhibit 
    No.              Description 
  
+ 2.1            Agreement and Plan of Merger, dated as of November 22, 1998,
                between Hudson General Corporation and River Acquisition
                Corp. 
  
 99.1           Press Release issued by Hudson General Corporation dated
                November 23, 1998

  
                                 SIGNATURE 
  
  
           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 hereunto duly authorized. 
  
  
  
                          HUDSON GENERAL CORPORATION 
  
  
  
                          By: /s/ Michael Rubin
                             __________________________________
                             Name:  Michael Rubin 
                             Title:  President 
                                
  
  
 Date:  November 23, 1998




                           HUDSON GENERAL CORPORATION
                           CURRENT REPORT ON FORM 8-K
                         REPORT DATED NOVEMBER 22, 1998
  
  
                               EXHIBIT INDEX 
  
  
  
 EXHIBIT 
    NO.              DESCRIPTION 
  
 2.1            Agreement and Plan of Merger, dated as of November 22, 1998,
                between Hudson General Corporation and River Acquisition
                Corp. 
  
 99.1           Press Release issued by Hudson General Corporation dated
                November 23, 1998.
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{"company-data": {"conformed-name": "HUDSON GENERAL CORP", "cik": "0000048948", "assigned-sic": "4581", "irs-number": "131947395", "state-of-incorporation": "DE", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-05896", "film-number": "98756717"}, "business-address": {"street1": "111 GREAT NECK RD", "city": "GREAT NECK", "state": "NY", "zip": "11021", "phone": "5164878610"}, "mail-address": {"street1": "P O BOX 355", "city": "GREAT NECK", "state": "NY", "zip": "11022"}, "former-company": {"former-conformed-name": "HUDSON LEASING CORP", "date-changed": "19711207"}}
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
  
                                  ---------
  
                             NOVEMBER 22, 1998 
              Date of Report (Date of Earliest Event Reported) 
  
  
                          HUDSON GENERAL CORPORATION
          (Exact name of Registrant as specified in its charter) 
  
  
      DELAWARE                          1-5896             13-1947395 
                                      ---------
 (State or Other Jurisdiction of     (Commission         (IRS Employer
  Incorporation or Organization)     File Number)      Identification No.) 
  
  
 111 GREAT NECK ROAD, GREAT NECK, NEW YORK                  11021 
 (Address of Principal Executive Office)                  (Zip Code) 
  
  
                               (516) 487-8610 
            (Registrant's telephone number, including area code) 
  
  
                                 NOT APPLICABLE
       (Former Name or Former Address, if Changed Since Last Report) 
  

  
 ITEM 5.  OTHER EVENTS. 
  
           On November 22, 1998, Hudson General Corporation, a Delaware
corporation ("Hudson General"), entered into an Agreement and Plan of
Merger, dated as of November 22, 1998 (the "Merger Agreement"), between
Hudson General and River Acquisition Corp., a newly formed Delaware
corporation to be owned by certain directors and senior executive officers
of Hudson General ("River Acquisition"), pursuant to which, among other
things, River Acquisition would merge with and into Hudson General (the
"Merger"), with Hudson General as the surviving corporation. As of the
effective time of the Merger each outstanding share of common stock, par
value $1.00 per share, of Hudson General (the "Common Stock") (other than
treasury shares, dissenting shares and shares to be owned by River
Acquisition) will be converted into the right to receive $57.25 in cash,
without interest. The Merger Agreement has been approved by the Board of
Directors of Hudson General based upon the unanimous recommendation of a
Special Committee of the Board of Directors consisting of three directors
who are not employed by or affiliated with Hudson General (except in their
capacities as directors) and who would not have any equity interest in
River Acquisition.
  
           Consummation of the Merger is subject to satisfaction or waiver
 by the parties of certain closing conditions, including (a) the receipt of
 regulatory approvals, (b) approval by a majority of outstanding shares of
 Hudson General Common Stock other than the shares owned by members of the
 management group who will  have an equity interest in River Acquisition,
 (c) River Acquisition obtaining sufficient financing to consummate the
 Merger and (d) other customary closing conditions. 
  
           The foregoing description of the Merger Agreement does not
 purport to be complete and is qualified in its entirety by reference to the
 Merger Agreement, a copy of which is filed herewith as Exhibit 2.1 and is
 hereby incorporated by reference in it entirety. 
  
           On November 23, 1998, Hudson General issued a press release
 announcing the execution of the Merger Agreement.  The press release is
 filed herewith as Exhibit 99.1 and is hereby incorporated by reference. 
  
 ITEM 7.  FINANCIAL STATEMENT AND EXHIBITS. 
  
 Exhibit 
    No.              Description 
  
+ 2.1            Agreement and Plan of Merger, dated as of November 22, 1998,
                between Hudson General Corporation and River Acquisition
                Corp. 
  
 99.1           Press Release issued by Hudson General Corporation dated
                November 23, 1998

  
                                 SIGNATURE 
  
  
           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 hereunto duly authorized. 
  
  
  
                          HUDSON GENERAL CORPORATION 
  
  
  
                          By: /s/ Michael Rubin
                             __________________________________
                             Name:  Michael Rubin 
                             Title:  President 
                                
  
  
 Date:  November 23, 1998

                           HUDSON GENERAL CORPORATION
                           CURRENT REPORT ON FORM 8-K
                         REPORT DATED NOVEMBER 22, 1998
  
  
                               EXHIBIT INDEX 
  
  
  
 EXHIBIT 
    NO.              DESCRIPTION 
  
 2.1            Agreement and Plan of Merger, dated as of November 22, 1998,
                between Hudson General Corporation and River Acquisition
                Corp. 
  
 99.1           Press Release issued by Hudson General Corporation dated
                November 23, 1998.