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):   April 1, 1999
  
                               Aqua Alliance Inc.
   --------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in Charter) 
  
        Delaware                    3-017921                13-3418759 
  ---------------------------------------------------------------------------
  (State or Other Jurisdiction    (Commission             (IRS Employer 
     of Incorporation)           (File Number)          Identification No.) 
  
  
 30 Harvard Mill Square, Wakefield, Massachusetts              01880
 ----------------------------------------------------------------------------
 (Address of Principal Executive Offices)                    (Zip Code)
  
 Registrant's telephone number, including area code:  (781) 246-5200 
  
  
                                 No change 
 -----------------------------------------------------------------------------
        (Former Name or Former Address, if Changed Since Last Report)



 ITEM 5.    OTHER EVENTS 
  
           On April 1, 1999, Aqua Alliance Inc. ("AAI") announced that 
 Vivendi ("Vivendi"), its largest stockholder, had on such date submitted to
 members of a Special Committee of AAI's Board of Directors a proposal to
 take AAI private for $2.00 per share in cash for each outstanding share 
 of Class A Common Stock.  The formation of the Special Committee has been
 formally authorized by AAI's Board of Directors for the purpose of
 examining issues arising from the announcement on March 22 by Vivendi that
 it had agreed to acquire United States Filter Corporation.  The Special
 Committee is made up of the two independent directors of AAI.  On April 1,
 1999, AAI issued a press release concerning the offer and the formation of
 the Special Committee. A copy of the press release is attached hereto as
 Exhibit 99.1 and is incorporated by reference herein.   
  
 ITEM 7.    FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
            EXHIBITS 
  
           (c)  Exhibits 
  
                99.1 Press release of AAI dated April 1, 1999. 
  
  
  
  

      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. 
  
  
                            AQUA ALLIANCE INC. 
  
  
                            By: /s/ Alain Brunais     
                               ----------------------------------
                               Name:  Alain Brunais 
                               Title: Senior Vice President and  
                                      Chief Financial Officer 
  
  
 Date:   April 1, 1999 



                                  EXHIBIT INDEX
  
  
  EXHIBIT NO.         DESCRIPTION                                 PAGE NO.
  ----------          -----------                                 --------

     99.1       Press release of AAI dated April 1, 1999.            5
[{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 3400}]
{"company-data": {"conformed-name": "AQUA ALLIANCE INC", "cik": "0000823556", "assigned-sic": "8711", "irs-number": "133418759", "state-of-incorporation": "DE", "fiscal-year-end": "1031"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-10298", "film-number": "99585127"}, "business-address": {"street1": "30 HARVARD MILL SQUARE", "city": "WAKEFIELD", "state": "MA", "zip": "01880", "phone": "7812465200"}, "mail-address": {"street1": "30 HARVARD MILL SQUARE", "city": "WAKEFIELD", "state": "MA", "zip": "01880"}, "former-company": [{"former-conformed-name": "AIR & WATER TECHNOLOGIES CORP", "date-changed": "19920703"}, {"former-conformed-name": "RC HOLDING INC", "date-changed": "19890627"}]}
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):   April 1, 1999
  
                               Aqua Alliance Inc.
   --------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in Charter) 
  
        Delaware                    3-017921                13-3418759 
  ---------------------------------------------------------------------------
  (State or Other Jurisdiction    (Commission             (IRS Employer 
     of Incorporation)           (File Number)          Identification No.) 
  
  
 30 Harvard Mill Square, Wakefield, Massachusetts              01880
 ----------------------------------------------------------------------------
 (Address of Principal Executive Offices)                    (Zip Code)
  
 Registrant's telephone number, including area code:  (781) 246-5200 
  
  
                                 No change 
 -----------------------------------------------------------------------------
        (Former Name or Former Address, if Changed Since Last Report)

 ITEM 5.    OTHER EVENTS 
  
           On April 1, 1999, Aqua Alliance Inc. ("AAI") announced that 
 Vivendi ("Vivendi"), its largest stockholder, had on such date submitted to
 members of a Special Committee of AAI's Board of Directors a proposal to
 take AAI private for $2.00 per share in cash for each outstanding share 
 of Class A Common Stock.  The formation of the Special Committee has been
 formally authorized by AAI's Board of Directors for the purpose of
 examining issues arising from the announcement on March 22 by Vivendi that
 it had agreed to acquire United States Filter Corporation.  The Special
 Committee is made up of the two independent directors of AAI.  On April 1,
 1999, AAI issued a press release concerning the offer and the formation of
 the Special Committee. A copy of the press release is attached hereto as
 Exhibit 99.1 and is incorporated by reference herein.   
  
 ITEM 7.    FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
            EXHIBITS 
  
           (c)  Exhibits 
  
                99.1 Press release of AAI dated April 1, 1999. 
  
  
  
  

      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. 
  
  
                            AQUA ALLIANCE INC. 
  
  
                            By: /s/ Alain Brunais     
                               ----------------------------------
                               Name:  Alain Brunais 
                               Title: Senior Vice President and  
                                      Chief Financial Officer 
  
  
 Date:   April 1, 1999 

                                  EXHIBIT INDEX
  
  
  EXHIBIT NO.         DESCRIPTION                                 PAGE NO.
  ----------          -----------                                 --------

     99.1       Press release of AAI dated April 1, 1999.            5