SECURITIES AND EXCHANGE COMMISSION

                            Washington,  DC  20549

                                   FORM 8-K


                                CURRENT REPORT


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


                                 April 7, 1997
                                Date of Report
                       (Date of earliest event reported)


                  INTERNATIONAL CRYOGENIC SYSTEMS CORPORATION
            (Exact name of registrant as specified in its charter)


        Nevada                      33-19584                  23-2582701
  (State of Incorporation)     (Commission File No.)   (IRS Employer Ident. No.)


                              103 GUADALUPE DRIVE
                              CIBOLO, TEXAS 78108
                   (Address of principal executive offices)


                                  210-659-8450
                        (Registrant's telephone number)

























                   Sequential Page 1 of 3<PAGE>

ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS

International Cryogenic Systems Corporation (ICSC) has signed the definitive
Plan of Agreement and Merger with Rotary Power International (RPI) on March 21,
1997. The terms of the merger agreement stipulate, among other matters, that
each shareholder of RPI will receive .363 shares of the common stock of ICSC
upon the culmination of the merger. RPI will file a proxy Statement and
Registration Statement with the SEC, and will hold a shareholders meeting to
approve the merger. When the merger has been closed, RPI will become a wholly-
owned subsidiary of ICSC.

Rotary Power International is the internationally recognized leader in the
development and commercialization of rotary engines (15-3000 horsepower) for
use in industrial, marine and hybrid-electric vehicular markets. International
Cryogenic Systems Corporation and related subsidiaries manufactures and markets
commercial refrigeration packages and food freezing systems for use world-wide.


ITEM 5 - OTHER EVENTS

Change of Registrant's Name:

Effective April 1, 1997, the Registrant changed its name from International
Cryogenic Systems Corporation to PowerCold Corporation.

Change of Registrant's Address:

Effective April 1, 1997, the Registrant changed its address
from - 103 Guadalupe Drive, Cibolo, Texas  78108
to - 22 Passaic Street, Wood-Ridge, New Jersey 07075.

New Director:

Effective April 1, 1997, Richard M. H. Thompson has been elected to the Board
of Directors.

























                   Sequential Page 2 of 3<PAGE>

                                  SIGNATURES

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


Date:   APRIL 7, 1997


                    INTERNATIONAL CRYOGENIC SYSTEMS CORPORATION

                    /s/Francis L. Simola
                    --------------------------
                    Francis L. Simola
                    President/CEO













































                   Sequential Page 3 of 3<PAGE>
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SECURITIES AND EXCHANGE COMMISSION

                            Washington,  DC  20549

                                   FORM 8-K

                                CURRENT REPORT

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

                                 April 7, 1997
                                Date of Report
                       (Date of earliest event reported)

                  INTERNATIONAL CRYOGENIC SYSTEMS CORPORATION
            (Exact name of registrant as specified in its charter)

        Nevada                      33-19584                  23-2582701
  (State of Incorporation)     (Commission File No.)   (IRS Employer Ident. No.)

                              103 GUADALUPE DRIVE
                              CIBOLO, TEXAS 78108
                   (Address of principal executive offices)

                                  210-659-8450
                        (Registrant's telephone number)

                   Sequential Page 1 of 3
ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS

International Cryogenic Systems Corporation (ICSC) has signed the definitive
Plan of Agreement and Merger with Rotary Power International (RPI) on March 21,
1997. The terms of the merger agreement stipulate, among other matters, that
each shareholder of RPI will receive .363 shares of the common stock of ICSC
upon the culmination of the merger. RPI will file a proxy Statement and
Registration Statement with the SEC, and will hold a shareholders meeting to
approve the merger. When the merger has been closed, RPI will become a wholly-
owned subsidiary of ICSC.

Rotary Power International is the internationally recognized leader in the
development and commercialization of rotary engines (15-3000 horsepower) for
use in industrial, marine and hybrid-electric vehicular markets. International
Cryogenic Systems Corporation and related subsidiaries manufactures and markets
commercial refrigeration packages and food freezing systems for use world-wide.

ITEM 5 - OTHER EVENTS

Change of Registrant's Name:

Effective April 1, 1997, the Registrant changed its name from International
Cryogenic Systems Corporation to PowerCold Corporation.

Change of Registrant's Address:

Effective April 1, 1997, the Registrant changed its address
from - 103 Guadalupe Drive, Cibolo, Texas  78108
to - 22 Passaic Street, Wood-Ridge, New Jersey 07075.

New Director:

Effective April 1, 1997, Richard M. H. Thompson has been elected to the Board
of Directors.

                   Sequential Page 2 of 3
SIGNATURES

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

Date:   APRIL 7, 1997

                    INTERNATIONAL CRYOGENIC SYSTEMS CORPORATION

                    /s/Francis L. Simola
                    --------------------------
                    Francis L. Simola
                    President/CEO

                   Sequential Page 3 of 3