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):  May 23, 1996

                   MID-AMERICAN WASTE SYSTEMS, INC. 
           (Exact Name of Registrant as Specified in Charter)

       Delaware                      1-10727              31-1161917     
    (State or Other Jurisdiction   (Commission        (I.R.S. Employer 
    of Incorporation)              File Number)       Identification No.)

    1006 Walnut Street, Canal Winchester, Ohio                       43110     
    (Address of Principal Executive Offices)                         (Zip Code)

    Registrant's telephone number, including area code      (614) 833-9155     

                                    N/A                                   
    (Former Name or Former Address, if Changed Since Last Report)

          Item 4.   Changes in Registrant's Certifying Accountant.

                    On Thursday, May 23, 1996, Coopers & Lybrand
          L.L.P., the Registrant's independent accountant, advised
          the Registrant that it was resigning in its capacity as
          the certifying accountant for the Registrant effective
          immediately.  The audit committee of the board of direc-
          tors of the Registrant did not recommend or approve of
          the resignation.

                    The report prepared by Coopers & Lybrand L.L.P.
          on the financial statements of the Registrant for the
          fiscal year ended December 31, 1995 was prepared on the
          assumption that the Registrant would continue as a going
          concern.  The report stated that the Registrant experi-
          enced a significant net operating loss in 1995, had a
          negative working capital at December 31, 1995, and was in
          default of certain credit agreements.  The report also
          expressed substantial doubt about the Registrant's abili-
          ty to continue as a going concern.

                    The report prepared by Coopers & Lybrand L.L.P.
          on the financial statements of the Registrant for the
          fiscal year ended December 31, 1994 does not contain an
          adverse opinion or a disclaimer of opinion.  In addition,
          the report was not qualified or modified with respect to
          uncertainty, audit scope, or accounting principles.

                    Except as described below, during the
          Registrant's two most recent fiscal years and through the
          date of resignation, the Registrant did not have any
          disagreements with Coopers & Lybrand L.L.P. on any matter
          of accounting principles or practices, financial state-
          ment disclosure, or auditing scope or procedure, which
          disagreement, if not resolved to the satisfaction of
          Coopers & Lybrand L.L.P., would have caused Coopers &
          Lybrand L.L.P. to make reference thereto in connection
          with its reports.  

                    In November 1995, Coopers & Lybrand L.L.P.
          recommended to the audit committee that the Registrant's
          management revise the Registrant's previously issued
          earnings release for the third quarter of 1995 to include
          the loss on the Registrant's operations in Jacksonville,
          Florida in the third quarter rather than in the fourth
          quarter.  The audit committee accepted the recommendation
          of Coopers & Lybrand L.L.P., and the earnings release for
          the third quarter was revised to include the loss. 
          Coopers & Lybrand L.L.P. is authorized to respond fully
          to any inquiries concerning this matter from the
          Registrant's new certifying accountant.

                    As reported on the Registrant's Form 10-Q for
          the quarterly period ended March 31, 1996, the
          Registrant's management is in the process of evaluating
          the carrying value of the Registrant's costs and the
          adequacy of Registrant's accruals, the result of which
          could require significant additional charges for asset
          impairment, asset write-downs and additional accruals. 
          Coopers & Lybrand L.L.P. did not perform a pre-issuance
          review for the quarterly period ended March 31, 1996.

                    During the Registrant's two most recent fiscal
          years and through the date of resignation, there were no
          reportable events within the meaning of Item 304(a)(1)(v)
          of Regulation S-K of the Securities and Exchange Commis-
          sion (the "Commission").  

                    The Registrant has requested Coopers & Lybrand
          L.L.P. to furnish a letter addressed to the Commission
          stating whether it agrees with the above statements.


                               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.

          Dated:  May 31, 1996

                                 MID-AMERICAN WASTE SYSTEMS, INC.

                                 By:/s/ Gene A. Meredith     
                                    Gene A. Meredith
                                    Chairman of the Board, 
                                    President, Secretary, and     
                                    Chief Executive Officer
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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):  May 23, 1996

                   MID-AMERICAN WASTE SYSTEMS, INC. 
           (Exact Name of Registrant as Specified in Charter)

       Delaware                      1-10727              31-1161917     
    (State or Other Jurisdiction   (Commission        (I.R.S. Employer 
    of Incorporation)              File Number)       Identification No.)

    1006 Walnut Street, Canal Winchester, Ohio                       43110     
    (Address of Principal Executive Offices)                         (Zip Code)

    Registrant's telephone number, including area code      (614) 833-9155     

                                    N/A                                   
    (Former Name or Former Address, if Changed Since Last Report)

          Item 4.   Changes in Registrant's Certifying Accountant.

                    On Thursday, May 23, 1996, Coopers & Lybrand
          L.L.P., the Registrant's independent accountant, advised
          the Registrant that it was resigning in its capacity as
          the certifying accountant for the Registrant effective
          immediately.  The audit committee of the board of direc-
          tors of the Registrant did not recommend or approve of
          the resignation.

                    The report prepared by Coopers & Lybrand L.L.P.
          on the financial statements of the Registrant for the
          fiscal year ended December 31, 1995 was prepared on the
          assumption that the Registrant would continue as a going
          concern.  The report stated that the Registrant experi-
          enced a significant net operating loss in 1995, had a
          negative working capital at December 31, 1995, and was in
          default of certain credit agreements.  The report also
          expressed substantial doubt about the Registrant's abili-
          ty to continue as a going concern.

                    The report prepared by Coopers & Lybrand L.L.P.
          on the financial statements of the Registrant for the
          fiscal year ended December 31, 1994 does not contain an
          adverse opinion or a disclaimer of opinion.  In addition,
          the report was not qualified or modified with respect to
          uncertainty, audit scope, or accounting principles.

                    Except as described below, during the
          Registrant's two most recent fiscal years and through the
          date of resignation, the Registrant did not have any
          disagreements with Coopers & Lybrand L.L.P. on any matter
          of accounting principles or practices, financial state-
          ment disclosure, or auditing scope or procedure, which
          disagreement, if not resolved to the satisfaction of
          Coopers & Lybrand L.L.P., would have caused Coopers &
          Lybrand L.L.P. to make reference thereto in connection
          with its reports.  

                    In November 1995, Coopers & Lybrand L.L.P.
          recommended to the audit committee that the Registrant's
          management revise the Registrant's previously issued
          earnings release for the third quarter of 1995 to include
          the loss on the Registrant's operations in Jacksonville,
          Florida in the third quarter rather than in the fourth
          quarter.  The audit committee accepted the recommendation
          of Coopers & Lybrand L.L.P., and the earnings release for
          the third quarter was revised to include the loss. 
          Coopers & Lybrand L.L.P. is authorized to respond fully
          to any inquiries concerning this matter from the
          Registrant's new certifying accountant.

                    As reported on the Registrant's Form 10-Q for
          the quarterly period ended March 31, 1996, the
          Registrant's management is in the process of evaluating
          the carrying value of the Registrant's costs and the
          adequacy of Registrant's accruals, the result of which
          could require significant additional charges for asset
          impairment, asset write-downs and additional accruals. 
          Coopers & Lybrand L.L.P. did not perform a pre-issuance
          review for the quarterly period ended March 31, 1996.

                    During the Registrant's two most recent fiscal
          years and through the date of resignation, there were no
          reportable events within the meaning of Item 304(a)(1)(v)
          of Regulation S-K of the Securities and Exchange Commis-
          sion (the "Commission").  

                    The Registrant has requested Coopers & Lybrand
          L.L.P. to furnish a letter addressed to the Commission
          stating whether it agrees with the above statements.

                               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.

          Dated:  May 31, 1996

                                 MID-AMERICAN WASTE SYSTEMS, INC.

                                 By:/s/ Gene A. Meredith     
                                    Gene A. Meredith
                                    Chairman of the Board, 
                                    President, Secretary, and     
                                    Chief Executive Officer