FORM 8-K                                                  Page 1 of 2






                 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)  January 27, 2000



                      Matlack Systems, Inc.
       (Exact name of registrant as specified in its charter)



 Delaware                      1-10105              51-0310173
(State or other jurisdiction  (Commission           (IRS Employer
     of incorporation)        File number)         Identification No.)



     One Rollins Plaza, Wilmington, Delaware           19803
     (Address of principal executive offices)        (Zip Code)


Registrant's telephone number, including area code    (302) 426-2700

<PAGE>
FORM 8-K                                                  Page 2 of 2



Item 5.   Other Events.

     The Company announced that effective January 27, 2000, Michael B.
Kinnard, previously President and Chief Operating Officer, will be
President and Chief Executive Officer.  John W. Rollins, Jr. will
continue as Chairman of the Board of Directors.


                             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.


                                   Matlack Systems, Inc.



DATE:       January 27, 2000       BY: /s/  Patrick J. Bagley
                                        Patrick J. Bagley
                                        Vice President-Finance
                                        and Treasurer
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{"company-data": {"conformed-name": "MATLACK SYSTEMS INC", "cik": "0000837339", "assigned-sic": "4213", "irs-number": "510310173", "state-of-incorporation": "DE", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-10105", "film-number": "514901"}, "business-address": {"street1": "ONE ROLLINS PLAZA", "city": "WILMINGTON", "state": "DE", "zip": "19803", "phone": "3024262700"}, "mail-address": {"street1": "2200 CONCORD PIKE", "city": "WILMINGTON", "state": "DE", "zip": "19803"}}
FORM 8-K                                                  Page 1 of 2

                 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)  January 27, 2000

                      Matlack Systems, Inc.
       (Exact name of registrant as specified in its charter)

 Delaware                      1-10105              51-0310173
(State or other jurisdiction  (Commission           (IRS Employer
     of incorporation)        File number)         Identification No.)

     One Rollins Plaza, Wilmington, Delaware           19803
     (Address of principal executive offices)        (Zip Code)

Registrant's telephone number, including area code    (302) 426-2700
FORM 8-K                                                  Page 2 of 2

Item 5.   Other Events.

     The Company announced that effective January 27, 2000, Michael B.
Kinnard, previously President and Chief Operating Officer, will be
President and Chief Executive Officer.  John W. Rollins, Jr. will
continue as Chairman of the Board of Directors.

                             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.

                                   Matlack Systems, Inc.

DATE:       January 27, 2000       BY: /s/  Patrick J. Bagley
                                        Patrick J. Bagley
                                        Vice President-Finance
                                        and Treasurer